FIDELITY PHILLIPS STREET TRUST
N-30D, 1998-01-12
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FIDELITY
 
(REGISTERED TRADEMARK)
 
 
CASH RESERVES
 
ANNUAL REPORT
NOVEMBER 30, 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.   
 
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:
Although financial turmoil in Pacific Basin countries was a catalyst
for significant volatility in U.S. markets in late October and into
November, the Standard & Poor's 500 Index has risen more than 31%
year-to-date, almost three times its historical annual average.
Meanwhile, bond markets - primarily influenced by a relatively steady
flow of positive news on the inflation front - continued to post solid
returns through the first 11 months of 1997.
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 evaluate a money market fund's historical 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. 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 NOVEMBER 30, 1997                PAST 1   PAST 5   PAST 10   
                                               YEAR     YEARS    YEARS     
 
FIDELITY CASH RESERVES                         5.30%    25.02%   73.75%    
 
ALL TAXABLE MONEY MARKET FUNDS AVERAGE         5.07%    23.67%   70.30%    
 
CUMULATIVE TOTAL RETURNS show the fund's performance in percentage
terms over a set period - in this case, 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 taxable money market funds
with similar objectives tracked by IBC Financial Data, Inc. The past
one year average represents a peer group of 849 money market funds.
 
AVERAGE ANNUAL TOTAL RETURNS
PERIODS ENDED NOVEMBER 30, 1997                PAST 1   PAST 5   PAST 10   
                                               YEAR     YEARS    YEARS     
 
FIDELITY CASH RESERVES                         5.30%    4.57%    5.68%     
 
ALL TAXABLE MONEY MARKET FUNDS AVERAGE         5.07%    4.34%    5.46%     
 
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
                         12/2/97   9/2/97   6/3/97    2/25/97   12/03/96   
 
                                                                           
 
FIDELITY CASH RESERVES   5.31%     5.29%    5.25%     5.04%     5.00%      
 
                                                                           
 
ALL TAXABLE MONEY        5.09%     5.04%    5.02%     4.80%     4.88%      
MARKET FUNDS AVERAGE                                                       
 
                                                                           
 
                         12/3/97   9/3/97   5/28/97   2/26/97   12/4/96    
 
                                                                           
 
MMDA                     2.62%     2.67%    2.66%     2.63%     2.63%      
 
 
Row: 1, Col: 1, Value: 5.31
Row: 1, Col: 2, Value: 5.09
Row: 1, Col: 3, Value: 2.62
Row: 2, Col: 1, Value: 5.29
Row: 2, Col: 2, Value: 5.04
Row: 2, Col: 3, Value: 2.67
Row: 3, Col: 1, Value: 5.25
Row: 3, Col: 2, Value: 5.0
Row: 3, Col: 3, Value: 2.66
Row: 4, Col: 1, Value: 5.04
Row: 4, Col: 2, Value: 4.8
Row: 4, Col: 3, Value: 2.63
Row: 5, Col: 1, Value: 5.0
Row: 5, Col: 2, Value: 4.88
Row: 5, Col: 3, Value: 2.63
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
 
 
An interview with John Todd, Portfolio Manager of Fidelity Cash
Reserves
Q. JOHN, WHAT HAS THE INVESTMENT ENVIRONMENT BEEN LIKE OVER THE PAST
YEAR?
A. The central theme was robust economic growth with no noticeable
threats posed by inflation. At the end of March, the Federal Reserve
Board raised the rate banks charge each other for overnight loans -
known as the fed funds rate - by 0.25 percentage points to 5.50%. The
Fed was attempting to slow the momentum in the economy that it feared
might translate into a build-up of inflationary pressures. Since then,
real economic growth - as measured by real gross domestic product, or
GDP, adjusted for inflation - has slowed from a 4.9% annual rate in
the first quarter of 1997 to 3.3% and 3.1% in the second and third
quarters, respectively. While a growth rate this strong is believed to
be above the economy's capacity to expand without generating
inflation, pressure from political and business leaders has kept the
Fed on the sidelines. The Fed appears to be waiting to see actual
signs of inflation before raising rates again, instead of taking
pre-emptive steps to slow growth to head off inflation before it
emerges.
Q. DID ANY INDICATIONS OF IMMINENT INFLATION EMERGE?
A. Not really. In fact, the GDP deflator, which is the broadest
measure of inflation in the economy, showed that inflation in the
third quarter of 1997 increased at its lowest quarterly rate since
1967. However, job and income growth remained strong, and consumer
confidence was at or near record highs. One of the main drivers of
economic growth was personal consumption, which was very strong in the
first quarter, backed off in the second quarter and surged again in
the third quarter. If this pattern holds, consumption should slow
somewhat in the fourth quarter. In fact, personal savings rates hit an
all-time low in September, suggesting that consumers may slow down
their spending and, hence, dampen overall economic growth. The recent
financial market difficulties in Southeast Asia also could affect the
U.S. economy because U.S. companies usually export a fair amount to
the region. In addition, concerns about the financial condition of
Japanese banks arose, especially after the closing of one of the
country's largest securities firms at the end of the period. We also
were beginning to see upward pressure on global overnight rates -
rates at which banks lend money to each other - caused by a seasonal,
year-end demand for cash. In fact, at the very end of the period the
uncertainty surrounding the Japanese financial institutions was
reflected in the large premiums that banks were paying to borrow money
through the turn of the year. That said, most market participants feel
the situation in Asia will push the Fed to wait even longer before
taking action on U.S. interest rates.
Q. WHAT WAS YOUR STRATEGY?
A. At the end of the first quarter, prices in the market reflected the
sentiment that the Fed would continue with a series of interest-rate
increases that it appeared to begin in March. I felt that the market
was jumping the gun and that the resulting yields offered by
longer-term securities were particularly attractive. As a result, I
extended the fund's average maturity to the low 70-day range. Moving
into the summer, the markets reversed course, with prices and yields
indicating that the Fed would hold off making any moves for the
foreseeable future. So, I let the fund's maturity slip back to the low
60s. When the economy didn't slow as expected in late summer and early
autumn, the market once again changed direction and started to price
near-term Fed interest-rate increases back into the market. As a
consequence, yields for securities with longer-term maturities became
attractive, so I lengthened the maturity so that at the end of the
period it stood at 69 days.
Q. HOW DID THE FUND PERFORM?
A. The fund's seven-day yield on November 30, 1997, was 5.30%,
compared to 5.25% six months ago. For the 12 months that ended
November 30, 1997, the fund had a total return of 5.30%, compared to
5.07% for the all taxable money market funds average, according to IBC
Financial Data, Inc.
Q. WHAT'S YOUR OUTLOOK?
A. While it appears that consumption will slow in the fourth quarter,
it doesn't appear that growth will slow at all. As we head toward the
new year, the Fed may wait until late 1998 to act on interest rates to
determine whether or not the slowdown materializes. Also, it likely
will wait until the financial situation in Asia settles down. But as
we move through 1998, if increasing wage and benefits costs spark
inflation, the Fed probably would respond with higher rates - absent
of continued turmoil in world financial matters.
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
FUND NUMBER: 055
TRADING SYMBOL: FDRXX
START DATE: May 10, 1979
SIZE: as of November 30, 
1997, more than $23.4 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   
            11/30/97           5/31/97            11/30/96           
 
  0 - 30    44                 49                 44                 
 
 31 - 90    29                 29                 27                 
 
 91 - 180   18                 10                 25                 
 
181 - 397   9                  12                 4                  
 
WEIGHTED AVERAGE MATURITY
                         11/30/97   5/31/97   11/30/96   
 
FIDELITY CASH RESERVES   69 DAYS    67 DAYS   62 DAYS    
 
ALL  TAXABLE MONEY                                       
MARKET FUNDS AVERAGE*    55 DAYS    52 DAYS   53 DAYS    
 
ASSET ALLOCATION (% OF FUND'S INVESTMENTS) 
AS OF NOVEMBER 30, 1997 AS OF MAY 31, 1997 
Row: 1, Col: 1, Value: 3.0
Row: 1, Col: 2, Value: 3.0
Row: 1, Col: 3, Value: 27.0
Row: 1, Col: 4, Value: 67.0
Bank CDs, BAs,
TDs, and notes 62%
Commercial paper 32%
Government 
securities 6%
Other  0%
   
Bank CDs, BAs,
TDs, and notes 67%
Commercial paper 27%
Government 
securities 3%
Other  3%
   
Row: 1, Col: 1, Value: 0.0
Row: 1, Col: 2, Value: 6.0
Row: 1, Col: 3, Value: 32.0
Row: 1, Col: 4, Value: 62.0
*SOURCE: IBC'S MONEY FUND REPORT(registered trademark)
INVESTMENTS NOVEMBER 30, 1997
 
Showing Percentage of Total Value of Investment in Securities
 
 
CERTIFICATES OF DEPOSIT - 47.6%
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
DOMESTIC CERTIFICATES OF DEPOSIT - 2.4%
Chase Manhattan Bank (USA)
 2/9/98 5.75% $ 144,000 $ 144,000
CoreStates Bank 
 12/10/97 5.63 (a)  20,000  20,000
 3/11/98 5.41 (a)  25,000  24,999
 5/4/98 5.61 (a)  25,000  24,999
 7/31/98 5.65 (a)  35,000  34,998
 8/4/98 5.61 (a)  30,000  30,000
Morgan Guaranty Trust Co., NY
 3/19/98 5.95  118,750  118,737
 3/20/98 6.00  45,000  44,992
 8/6/98 5.90  93,000  92,981
Wachovia Bank, NA 
 9/17/98 5.62 (a)  40,000  39,977
  575,683
CHICAGO BRANCH, YANKEE DOLLAR, FOREIGN BANKS - 0.8%
ABN-AMRO Bank
 3/19/98 6.00  25,000  24,999
Bank of Montreal
 1/14/98 5.77  150,000  150,000
  174,999
PORTLAND BRANCH, YANKEE DOLLAR, FOREIGN BANKS - 1.0%
Bank of Nova Scotia
 4/1/98 6.20  117,000  116,978
 7/21/98 5.97  28,000  27,972
 8/31/98 5.97  80,000  79,963
  224,913
SAN FRANCISCO BRANCH, YANKEE DOLLAR, FOREIGN BANKS - 0.1%
Banque Nationale de Paris
 4/21/98 5.77  25,000  25,001
NEW YORK BRANCH, YANKEE DOLLAR, FOREIGN BANKS - 29.7%
ABN-AMRO Bank
 12/23/97 5.70  100,000  99,997
 1/22/98 5.65  20,000  19,999
 2/2/98 5.65  22,000  22,000
 3/2/98 5.68  125,000  125,000
 3/19/98 5.98  20,000  20,000
 8/14/98 5.90  70,000  70,008
Australia & New Zealand Banking Group
 12/29/97 5.75  25,000  25,000
 3/2/98 5.71  23,000  23,002
Bank of Tokyo - Mitsubishi Ltd.
 1/22/98 5.75  51,000  51,000
 2/2/98 5.75  33,000  32,673
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
Banque Nationale de Paris
 12/10/97 5.60% $ 60,000 $ 60,000
 2/3/98 5.65  47,000  47,000
 3/2/98 5.78  240,000  240,000
Barclays Bank, PLC
 1/16/98 5.80  28,000  27,998
 2/17/98 5.75  210,000  210,000
 2/20/98 5.75  100,000  100,000
Bayerische Landesbank Girozentrale
 2/10/98 5.93  60,000  59,965
 7/17/98 5.90  140,000  139,966
Canadian Imperial Bank of Commerce
 12/1/97 5.59  25,000  25,000
 12/22/97 5.58  200,000  200,000
 8/28/98 5.97  145,000  144,938
Credit Agicole Indosuez
 3/27/98 5.70  50,000  49,995
 10/14/98 5.85  100,000  99,967
 10/14/98 5.90  50,000  49,979
 10/19/98 5.97  50,000  49,970
 10/21/98 6.00  65,000  64,972
Credit Suisse First Boston 
 1/5/98 5.63  130,000  130,000
Den Danske Bank A/S
 12/2/97 5.57  30,000  30,000
Deutsche Bank, AG
 1/28/98 5.80  30,000  29,999
 4/10/98 6.25  100,000  99,983
 4/15/98 6.30  70,000  69,990
 8/10/98 5.91  145,000  144,943
 8/10/98 5.92  70,000  69,977
 10/26/98 6.00  45,000  44,977
Dresdner Bank, AG
 12/8/97 5.56  90,000  90,000
 3/3/98 5.80  363,000  363,000
Hongkong & Shanghai Banking Corp.
 12/22/97 5.60  127,000  127,000
Landesbank Hessen - Thuringen
 4/1/98 6.25  70,000  69,973
 6/30/98 5.79  80,000  80,028
National Westminster Bank, PLC
 12/15/97 5.64  420,000  420,000
 12/19/97 5.92  30,000  29,999
 1/28/98 5.80  135,000  135,000
 2/12/98 5.75  43,000  43,000
 3/3/98 5.80  140,000  139,990
 8/10/98 6.00  32,000  31,969
 9/25/98 5.88  42,000  41,970
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
Norddeutsche Landesbank Girozentrale
 12/8/97 5.56% $ 75,000 $ 75,000
 12/8/97 5.57  50,000  50,000
Rabobank Nederland, N.V.
 2/25/98 5.75  75,000  75,002
 3/16/98 5.75  70,000  70,001
 3/20/98 6.00  115,000  114,990
 3/20/98 6.10  5,000  4,998
 3/24/98 6.05  65,000  64,988
 4/10/98 6.25  65,000  64,989
 4/10/98 6.26  60,000  59,988
Royal Bank of Canada
 3/3/98 5.82  150,000  149,993
 8/7/98 5.90  96,000  95,981
 8/13/98 6.00  50,000  49,982
Royal Bank of Scotland, PLC
 6/15/98 5.85  30,000  30,000
Sanwa Bank, Ltd.
 1/29/98 5.79  105,000  105,002
 2/6/98 5.80  42,000  42,000
Societe Generale, France
 12/1/97 5.57  50,000  50,000
 12/1/97 5.90  30,000  30,000
 2/18/98 5.77  210,000  210,000
 3/18/98 5.75  19,000  19,001
 4/14/98 5.75  125,000  125,000
 4/15/98 5.75  115,000  115,000
Swiss Bank Corp.
 12/1/97 5.58  10,000  10,000
 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
 1/20/98 5.70  190,000  190,000
 2/2/98 5.65  170,000  170,000
 2/11/98 5.75  100,000  100,000
 2/27/98 5.88  45,000  45,000
 8/19/98 5.87  70,000  69,981
 8/28/98 5.97  140,000  139,950
Westdeutsche Landesbank Girozentrale
 12/22/97 5.62  68,000  68,000
  7,038,073
LONDON BRANCH, EURODOLLAR, FOREIGN BANKS - 13.6%
Abbey National, Treasury Services, PLC
 12/3/97 5.60  70,000  70,000
 12/26/97 5.60  213,000  213,000
 3/4/98 5.87  100,000  100,000
 3/18/98 5.70  215,000  215,000
CERTIFICATES OF DEPOSIT - CONTINUED
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
LONDON BRANCH, EURODOLLAR, FOREIGN BANKS - CONTINUED
Australia & New Zealand Banking Group
 2/20/98 5.70% $ 21,000 $ 20,999
Banco Bilbao Vizcaya, SA
 1/21/98 5.70  20,000  20,000
Bank of Scotland
 2/9/98 5.70  235,000  235,004
Bank of Scotland Treasury Services
 12/29/97 5.75  60,000  60,000
Banque Bruxelles Lambert, SA
 2/17/98 5.78  10,000  10,000
 2/18/98 5.77  10,000  10,000
Barclays Bank, PLC
 2/17/98 5.75  100,000  100,002
 4/23/98 5.80  170,000  170,000
Bayerische Landesbank Girozentrale
 12/31/97 5.75  35,000  35,000
 1/20/98 5.70  96,000  96,001
 2/20/98 5.76  20,000  20,000
 2/23/98 5.76  55,000  55,000
Bayerische Vereinsbank, AG
 12/2/97 5.57  74,000  74,000
 12/29/97 5.75  100,000  100,000
 1/26/98 5.70  74,000  73,999
 2/6/98 5.75  25,000  24,996
 3/16/98 5.72  79,000  79,007
Commerzbank, Germany
 2/17/98 5.75  19,000  19,002
Credit Agicole Indosuez
 12/1/97 5.57  56,000  56,000
 2/9/98 5.66  95,000  94,994
Deutsche Bank, AG
 12/10/97 5.56  360,000  360,000
Dresdner Bank, AG
 2/19/98 5.75  51,000  51,002
Kredietbank, NV
 12/2/97 5.57  150,000  150,000
 12/8/97 5.55  45,000  45,000
Norddeutsche Landesbank Girozentrale
 1/29/98 5.64  50,000  50,000
 3/16/98 5.73  36,000  36,002
Rabobank Nederland, COOP Central
 2/23/98 5.76  25,000  25,000
 2/25/98 5.76  10,000  10,000
Sanwa Bank, Ltd. Japan
 1/30/98 5.75  62,000  62,001
Toronto-Dominion Bank
 2/17/98 5.75  95,000  95,000
 3/3/98 5.87  130,000  130,000
 4/9/98 5.75  45,000  44,990
 10/14/98 5.93  70,000  70,000
CERTIFICATES OF DEPOSIT - CONTINUED
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
LONDON BRANCH, EURODOLLAR, FOREIGN BANKS - CONTINUED
Westdeutsche Landesbank
 2/2/98 5.65% $ 100,000 $ 99,999
 2/10/98 5.75  41,000  40,993
  3,221,991
TOTAL CERTIFICATES OF DEPOSIT  $ 11,260,660
COMMERCIAL PAPER - 27.2%
ABN-AMRO North America, Inc.
 7/2/98 5.84  70,000  67,681
 7/13/98 5.84  50,000  48,258
AC Acquisition Holding Co.
 12/15/97 5.60  32,750  32,680
A.H. Robins Company, Inc.
 2/11/98 5.76  35,463  35,060
Abbey National, North America
 3/11/98 5.72  100,000  98,456
American Express Credit Corp.
 12/15/97 5.59  200,000  199,571
Asset Securitization Coop. Corp.
 12/8/97 5.59  60,000  59,935
 12/11/97 5.60  98,000  97,850
 1/21/98 5.70  30,000  29,761
 2/17/98 5.77  100,000  98,767
Associates Corp. of North America
 2/10/98 5.77  30,000  29,663
 2/12/98 5.77  25,000  24,712
 2/24/98 5.78  60,000  59,193
BBL North America, Inc.
 12/24/97 5.75  45,000  44,839
 2/25/98 5.80  145,000  143,020
BMW US Capital Corp.
 12/1/97 5.57  16,000  16,000
 12/8/97 5.60  50,000  49,946
 12/10/97 5.61  40,000  39,944
 12/16/97 5.60  24,000  23,945
 12/22/97 5.61  30,000  29,903
Bank of Nova Scotia
 12/15/97 5.60  68,000  67,854
Bear Stearns Cos., Inc.
 1/21/98 5.72  44,000  43,653
 2/23/98 5.80  30,000  29,600
Bradford & Bingley Building Society
 3/16/98 5.72  30,000  29,514
COMMERCIAL PAPER - CONTINUED
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
CIT Group Holdings, Inc.
 12/1/97 5.59% $ 60,000 $ 60,000
Chase Manhattan Corp.
 12/1/97 5.85  110,000  110,000
Citibank Credit Card Master Trust I (Dakota Certificate Program)
 12/1/97 5.70  20,000  20,000
 1/26/98 5.81  10,000  9,911
 1/27/98 5.81  20,000  19,818
Commonwealth Bank of Australia
 3/16/98 5.70  45,000  44,273
CoreStates Capital Corp.
 12/2/97 5.59 (a)  26,000  26,000
Den Danske Corp., Inc.
 12/16/97 5.59  100,000  99,770
Dresdner Bank, AG
 12/2/97 5.71  109,415  109,398
Eiger Capital Corp.
 12/8/97 5.60  10,000  9,989
 12/10/97 5.60  50,000  49,930
 12/18/97 5.59  36,000  35,905
Enterprise Funding Corp.
 12/3/97 5.60  25,000  24,992
 12/4/97 5.57  15,000  14,993
 1/26/98 5.81  20,000  19,821
Fina Oil and Chemical Company
 12/1/97 5.63  20,000  20,000
 12/2/97 5.66  10,000  9,998
 12/10/97 5.67  10,000  9,986
 12/15/97 5.67  10,000  9,978
Ford Credit Europe, PLC
 2/10/98 5.78  20,000  19,775
Ford Motor Credit Corp.
 12/19/97 5.58  50,000  49,862
General Electric Capital Corp.
 12/1/97 5.70  110,000  110,000
 12/1/97 5.85  110,000  110,000
 12/2/97 5.58  200,000  199,969
 1/22/98 6.12  90,000  89,240
 1/28/98 5.95  110,000  108,986
 2/9/98 5.66  72,000  71,223
 2/10/98 5.77  160,000  158,204
 2/25/98 5.78  125,000  123,298
 3/30/98 5.71  110,000  107,982
 4/6/98 5.79  150,000  147,060
General Electric Co.
 12/8/97 5.57  45,000  44,952
COMMERCIAL PAPER - CONTINUED
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
General Motors Acceptance Corp.
 12/1/97 5.62% $ 170,000 $ 170,000
 12/9/97 5.68  25,000  24,969
 2/11/98 5.85  375,000  370,673
 3/9/98 5.76  145,000  142,794
 3/9/98 5.84  200,000  196,880
General Motors Corp.
 12/22/97 5.62  45,000  44,853
Generale de Banque, SA
 3/3/98 5.72  36,000  35,488
Goldman Sachs Group, L.P. (The)
 1/23/98 6.09  40,000  39,657
 1/26/98 6.10  105,000  104,048
Household Finance Corp.
 12/1/97 5.58  35,000  35,000
 2/10/98 5.78  30,000  29,663
 2/11/98 5.78  35,000  34,601
International Lease Finance Corp.
 12/1/97 5.70  115,000  115,000
Lloyds Bank, PLC
 3/3/98 5.71  111,830  110,244
Matterhorn Capital Corp. (LOC Union Bank of Switzerland)
 12/1/97 5.56  10,000  10,000
 12/16/97 5.56  7,996  7,977
Merrill Lynch & Co., Inc.
 2/10/98 5.78  30,000  29,663
 3/16/98 5.73  72,000  70,830
Morgan Stanley, Dean Witter, Discover & Co.
 12/23/97 5.64 (a)  160,000  160,000
 2/19/98 5.78  90,000  88,860
New Center Asset Trust
 2/10/98 5.80  20,000  19,774
 2/17/98 5.78  90,000  88,889
 2/17/98 5.80  85,000  83,947
Norfolk Southern Corp.
 12/1/97 5.75  13,000  13,000
 12/3/97 5.77  15,000  14,995
 12/15/97 5.80  12,000  11,973
 12/16/97 5.74  15,000  14,964
 12/17/97 5.77  28,000  27,929
 12/22/97 5.78  30,000  29,899
PHH Corp.
 12/2/97 5.58  15,000  14,998
Preferred Receivables Funding Corp.
 12/1/97 5.62  15,775  15,775
 12/10/97 5.61  53,000  52,926
 12/12/97 5.60  30,000  29,949
 12/15/97 5.63  32,425  32,354
COMMERCIAL PAPER - CONTINUED
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
Preferred Receivables Funding Corp. - continued
 12/17/97 5.62% $ 10,000 $ 9,975
 1/20/98 5.81  40,000  39,681
 1/28/98 5.81  10,000  9,907
Rabobank USA Financial Corp.
 4/2/98 5.70  64,000  62,798
ScotiaBank, Inc.
 2/11/98 5.75  100,000  98,866
Sears, Roebuck Acceptance Corp.
 12/2/97 5.60  50,000  49,992
 12/3/97 5.60  15,000  14,995
 1/26/98 5.67  45,000  44,609
Society Generale, France
 12/10/97 5.57  15,000  14,979
Textron, Inc.
 12/18/97 5.75  9,000  8,976
 12/23/97 5.78  12,000  11,958
 12/29/97 5.78  35,000  34,843
Toronto-Dominion Holdings USA, Inc.
 12/23/97 5.75  55,000  54,812
Transamerica Finance Corp.
 12/1/97 5.58  25,000  25,000
Triple A One Funding Corp.
 12/16/97 5.65  10,000  9,977
 12/16/97 5.68  25,000  24,941
US Bank of N.C.
 12/18/97 5.57  118,000  117,691
 12/22/97 5.55  22,000  21,929
 12/22/97 5.57  23,000  22,927
Westpac Capital Corp.
 12/1/97 5.87  35,000  35,000
TOTAL COMMERCIAL PAPER   6,431,546
FEDERAL AGENCIES (A) - 2.9%
FEDERAL HOME LOAN BANK - AGENCY COUPONS - 0.4%
 12/4/97 5.62  85,000  84,999
FEDERAL NATIONAL MORTGAGE ASSOC. - AGENCY COUPONS - 2.5%
 12/1/97 5.62  125,000  125,201
 12/9/97 5.56   280,000  279,995
 12/13/97 5.62   200,000  199,949
  605,145
TOTAL FEDERAL AGENCIES   690,144
BANK NOTES - 5.9%
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
Bank of New York, NA
 3/3/98 5.85% $ 40,000 $ 39,995
Bank One
 12/2/97 5.65  170,000  169,938
Comerica Bank
 12/17/97 5.65 (a)  53,000  52,977
 3/27/98 6.20  95,000  94,942
First Bank NA - Minnesota
 12/17/97 5.62 (a)  20,000  19,990
 6/17/98 5.65 (a)  40,000  39,988
Key Bank, NA
 12/1/97 5.67 (a)  53,000  52,973
 12/1/97 5.71 (a)  50,000  49,995
 12/12/97 5.62 (a)  70,000  69,978
 12/24/97 5.64 (a)  84,000  83,963
 12/29/97 5.64 (a)  92,000  91,954
Morgan Stanley Group, Inc.
 8/31/98 5.85  72,000  72,025
 8/31/98 5.97  112,000  111,968
National City Bank
 12/2/97 5.61 (a)  65,000  64,971
NBD Bank, NA
 3/2/98 5.82  60,000  59,996
Northern Trust
 12/1/97 5.59 (a)  65,000  64,974
PNC Bank, NA
 12/1/97 5.69 (a)  30,000  29,984
 12/11/97 5.63 (a)  85,000  84,999
 12/29/97 5.65 (a)  66,000  65,981
 9/25/98 5.64 (a)  18,000  18,010
Southtrust Bank - Alabama
 12/11/97 5.62 (a)  32,000  31,986
USBank
 12/17/97 5.64 (a)  32,000  31,982
TOTAL BANK NOTES   1,403,569
MASTER NOTES (A) - 3.1%
Goldman Sachs Group, L.P. (The) (c)
 12/16/97 5.72  210,000  210,000
 2/7/98  5.75  43,000  43,000
J.P. Morgan Securities
 12/1/97 5.88  314,000  314,000
Norwest Corp.
 12/1/97 5.97  130,000  130,000
Suntrust Bank, Inc.
 12/1/97 5.92  40,000  40,000
TOTAL MASTER NOTES   737,000
MEDIUM-TERM NOTES (A) - 4.3%
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
Bank of Scotland Treasury Services
 2/9/98 5.75% $ 250,000 $ 250,000
Beneficial Corp.
 12/25/97 5.77  50,000  49,977
 1/11/98 5.67  43,000  42,991
Commonwealth Life Insurance Co. (c)
 12/31/97 5.86  50,000  50,000
General Motors Acceptance Corp.
 12/1/97 5.74  40,000  39,998
 1/20/98 5.75  50,000  50,007
 2/1/98 5.75  100,000  100,000
Merrill Lynch & Co., Inc.
 5/4/98 5.63  42,000  41,997
 10/5/98 5.70  97,000  96,992
Norwest Corp.
 1/22/98 5.83  118,000  118,000
Pacific Mutual Life Insurance Co. (b)
 12/9/97 5.76  90,000  90,000
Transamerica Life Insurance and Annuity Co.
 12/1/97 (c) 5.67  20,000  20,000
 12/16/97 5.75  65,000  65,000
TOTAL MEDIUM-TERM NOTES   1,014,962
SHORT-TERM NOTES (A) - 4.4%
Capital One Funding Corp. (1996-D)
 12/5/97 5.75  23,657  23,657
Capital One Funding Corp. (1996-F)
 12/5/97 5.75  40,370  40,370
Capital One Funding Corp. (1996-G)
 12/5/97 5.75  4,023  4,023
Capital One Funding Corp. (1996-H)
 12/5/97 5.83  18,995  18,995
Capital One Funding Corp. (1997-E)
 12/5/97 5.83  20,700  20,700
Capital One Funding Corp. (1997-F)
 12/5/97 5.75  21,000  21,000
Liquid Asset Backed Securities Trust (1996-1) (b)
 10/15/98 5.67  91,000  91,000
Liquid Asset Backed Securities Trust (1996-2) (b)
 12/1/97 5.67  134,000  134,000
Liquid Asset Backed Securities Trust (1997-5) (b)
 12/17/97 5.67  211,000  211,000
SMM Trust (1996-P) (b)
 12/16/97 5.72  130,000  130,000
SMM Trust (1997-I) (b)
 12/29/97 5.69  75,000  75,000
SHORT-TERM NOTES (A) - CONTINUED
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
SMM Trust (1997-V) (b)
 12/26/97 5.69% $ 141,000 $ 141,000
SMM Trust (1997-W) (b)
 12/16/97 5.69  125,000  125,000
TOTAL SHORT-TERM NOTES   1,035,745
TIME DEPOSITS - 1.9%
Barclays Bank, PLC
 12/1/97 5.63  454,000  454,000
Chase Manhattan Bank
 1/20/98 5.77  5,846  5,801
TOTAL TIME DEPOSITS   459,801
REPURCHASE AGREEMENTS - 2.7%
  MATURITY AMOUNT
  (000S)
In a joint trading account
  (U.S. Government Obligations)
     dated 11/20/97 due 12/1/97
      At 5.58%   $ 250,427  250,000
     dated 11/26/97 due 12/1/97
      At 5.68%    280,221  280,000
     dated 11/28/97 due 12/1/97 
      At 5.74%    96,391  96,345
TOTAL REPURCHASE AGREEMENTS   626,345
TOTAL INVESTMENTS - 100%  $ 23,659,772
Total Cost for Income Tax Purposes   $  23,659,772
LEGEND
1. The coupon rate shown on floating or adjustable rate securities
represents the rate at period end. The due dates on these types of
securities reflect 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 approximately
$997,000,000 or 4.2% of net assets.
3. 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)
Commonwealth
Life Insurance Co.
5.86%, 12/31/97  9/24/97  $50,000
Goldman Sachs
Group, L.P. (The)
5.72%, 12/16/97  6/11/97  $210,000
Goldman Sachs
Group, L.P. (The)
5.75%, 2/7/98  8/5/97  $43,000
Transamerica Life
Insurance and 
Annuity Co.
5.67%, 12/1/97  5/7/97  $20,000
INCOME TAX INFORMATION
At November 30, 1997, the fund had a capital loss carryforward of
approximately $2,262,000 of which $468,000, $1,634,000, and $160,000
will expire on November 30, 2001, 2002 and 2004 respectively.
A total of 0.43% of the dividends distributed during the fiscal year
was derived from interest on U.S. Government securities which is
generally exempt from state income tax.
The fund will notify shareholders in January 1998 of the applicable
percentage for use in preparing 1997 income tax returns.
FINANCIAL STATEMENTS
 
 
STATEMENT OF ASSETS AND LIABILITIES
 
<TABLE>
<CAPTION>
<S>                                                                 <C>        <C>            
AMOUNTS IN THOUSANDS (EXCEPT PER-SHARE AMOUNT) NOVEMBER 30, 1997                              
 
ASSETS                                                                                        
 
INVESTMENT IN SECURITIES, AT VALUE (INCLUDING REPURCHASE                       $ 23,659,772   
AGREEMENTS OF $626,345) - SEE                                                                 
ACCOMPANYING SCHEDULE                                                                         
 
RECEIVABLE FOR INVESTMENTS SOLD                                                 229,470       
 
INTEREST RECEIVABLE                                                             219,785       
 
 TOTAL ASSETS                                                                   24,109,027    
 
LIABILITIES                                                                                   
 
PAYABLE TO CUSTODIAN BANK                                           $ 1,027                   
 
PAYABLE FOR INVESTMENTS PURCHASED                                    592,466                  
 
SHARE TRANSACTIONS IN PROCESS                                        5,920                    
 
DISTRIBUTIONS PAYABLE                                                1,232                    
 
ACCRUED MANAGEMENT FEE                                               4,083                    
 
OTHER PAYABLES AND ACCRUED EXPENSES                                  6,577                    
 
 TOTAL LIABILITIES                                                              611,305       
 
NET ASSETS                                                                     $ 23,497,722   
 
NET ASSETS CONSIST OF:                                                                        
 
PAID IN CAPITAL                                                                $ 23,499,984   
 
ACCUMULATED NET REALIZED GAIN (LOSS) ON INVESTMENTS                             (2,262)       
 
NET ASSETS, FOR 23,498,755 SHARES OUTSTANDING                                  $ 23,497,722   
 
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER                        $1.00         
SHARE ($23,497,722 (DIVIDED BY) 23,498,755 SHARES)                                            
 
 
STATEMENT OF OPERATIONS
AMOUNTS IN THOUSANDS  YEAR ENDED NOVEMBER 30, 1997                               
 
INTEREST INCOME                                                    $ 1,279,356   
 
EXPENSES                                                                         
 
MANAGEMENT FEE                                          $ 47,443                 
 
TRANSFER AGENT FEES                                      59,504                  
 
ACCOUNTING FEES AND EXPENSES                             806                     
 
NON-INTERESTED TRUSTEES' COMPENSATION                    140                     
 
CUSTODIAN FEES AND EXPENSES                              372                     
 
REGISTRATION FEES                                        511                     
 
AUDIT                                                    71                      
 
LEGAL                                                    113                     
 
MISCELLANEOUS                                            5                       
 
 TOTAL EXPENSES BEFORE REDUCTIONS                        108,965                 
 
 EXPENSE REDUCTIONS                                      (299)      108,666      
 
NET INTEREST INCOME                                                 1,170,690    
 
NET REALIZED GAIN (LOSS) ON INVESTMENTS                             42           
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS               $ 1,170,732   
 
STATEMENT OF CHANGES IN NET ASSETS
</TABLE>
 
<TABLE>
<CAPTION>
<S>                                                        <C>             <C>             
AMOUNTS IN THOUSANDS                                       YEAR ENDED      YEAR ENDED      
                                                           NOVEMBER 30,    NOVEMBER 30,    
                                                           1997            1996            
 
INCREASE (DECREASE) IN NET ASSETS                                                          
 
OPERATIONS                                                 $ 1,170,690     $ 975,537       
NET INTEREST INCOME                                                                        
 
 NET REALIZED GAIN (LOSS)                                   42              (160)          
 
 NET INCREASE (DECREASE) IN NET ASSETS RESULTING            1,170,732       975,377        
FROM OPERATIONS                                                                            
 
DISTRIBUTIONS TO SHAREHOLDERS FROM NET INTEREST INCOME      (1,170,690)     (975,537)      
 
SHARE TRANSACTIONS AT NET ASSET VALUE OF $1.00 PER SHARE    47,096,513      36,638,550     
PROCEEDS FROM SALES OF SHARES                                                              
 
 REINVESTMENT OF DISTRIBUTIONS FROM NET INTEREST INCOME     1,134,911       948,155        
 
 COST OF SHARES REDEEMED                                    (45,974,342)    (34,777,730)   
 
 NET INCREASE (DECREASE) IN NET ASSETS AND SHARES           2,257,082       2,808,975      
RESULTING FROM SHARE TRANSACTIONS                                                          
 
  TOTAL INCREASE (DECREASE) IN NET ASSETS                   2,257,124       2,808,815      
 
NET ASSETS                                                                                 
 
 BEGINNING OF PERIOD                                        21,240,598      18,431,783     
 
 END OF PERIOD                                             $ 23,497,722    $ 21,240,598    
 
</TABLE>
 
FINANCIAL HIGHLIGHTS
      YEARS ENDED NOVEMBER 30,                               
 
      1997                       1996   1995   1994   1993   
 
 
<TABLE>
<CAPTION>
<S>                                <C>        <C>        <C>        <C>        <C>        
SELECTED PER-SHARE DATA                                                                   
 
NET ASSET VALUE, BEGINNING         $ 1.000    $ 1.000    $ 1.000    $ 1.000    $ 1.000    
OF PERIOD                                                                                 
 
INCOME FROM INVESTMENT              .052       .051       .055       .037       .029      
OPERATIONS                                                                                
NET INTEREST INCOME                                                                       
 
                                                                                          
 
LESS DISTRIBUTIONS                                                                        
 
 FROM NET INTEREST INCOME           (.052)     (.051)     (.055)     (.037)     (.029)    
 
NET ASSET VALUE, END OF PERIOD     $ 1.000    $ 1.000    $ 1.000    $ 1.000    $ 1.000    
 
TOTAL RETURN A                      5.30%      5.18%      5.67%      3.74%      2.97%     
 
RATIOS AND SUPPLEMENTAL DATA                                                              
 
NET ASSETS, END OF PERIOD          $ 23,498   $ 21,241   $ 18,432   $ 14,529   $ 10,314   
(IN MILLIONS)                                                                             
 
RATIO OF EXPENSES TO AVERAGE        .49%       .51%       .55%       .52%       .48%      
NET ASSETS                                                                                
 
RATIO OF EXPENSES TO AVERAGE        .48% B     .51%       .55%       .52%       .48%      
NET ASSETS AFTER EXPENSE                                                                  
REDUCTIONS                                                                                
 
RATIO OF NET INTEREST INCOME TO     5.22%      5.06%      5.50%      3.76%      2.92%     
AVERAGE NET ASSETS                                                                        
 
</TABLE>
 
A THE TOTAL RETURNS WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT
BEEN REDUCED DURING THE PERIODS SHOWN (SEE NOTE 4 OF NOTES TO
FINANCIAL STATEMENTS).
B 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 4 OF NOTES TO FINANCIAL STATEMENTS).
NOTES TO FINANCIAL STATEMENTS
For the period ended November 30, 1997 
 
   
 
 
1. 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.
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
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 $322,978,000 or 1.4% of net assets.
3. 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 .24% (annualized) of average net
assets. For the period, the management fee was equivalent to an annual
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 annual rate of .27% 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. 
4. 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 $299,000 under this
arrangement.
 
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 November 30, 1997, and
the related statement of operations for the year then ended, the
statement of changes in net assets for each of the two years in the
period then ended, and the financial highlights for each of the five
years in the period then ended.  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 November 30, 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 November 30, 1997, the results of its operations for
the year then ended, the changes in its net assets for each of the two
years in the period then ended, and the financial highlights for each
of the five years in the period then ended, in conformity with
generally accepted accounting principles.
/s/COOPERS & LYBRAND L.L.P.
        COOPERS & LYBRAND LLP.
Boston, Massachusetts
January 5, 1998
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)TOUCHTONE XPRESS
1-800-544-5555
PRESS
 For mutual fund and brokerage trading.
 
 For quotes.*
 
 For account balances and holdings.
 
 To review orders and mutual 
fund activity.
 
 To change your PIN.
 
  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)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)
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 500
Merrimack, NH 03054-0500
(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 500
Merrimack, NH 03054-0500
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
48 West Putnam Avenue
Greenwich, CT
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
3445 Peachtree Road, N.E.
Atlanta, GA
1000 Abernathy Road
Atlanta, GA
HAWAII
700 Bishop Street
Honolulu, HI
ILLINOIS
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
155 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
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
OREGON
16850 SW 72 Avenue 
Tigard, OR 
PENNSYLVANIA
1735 Market Street
Philadelphia, PA
439 Fifth Avenue
Pittsburgh, PA
TENNESSEE
6150 Poplar Road
Memphis, TN
TEXAS
10000 Research Boulevard
Austin, TX
4017 Northwest Parkway
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
Robert C. Pozen, Senior Vice President
Boyce I. Greer, Vice President
Fred L. Henning, Vice President
John Todd, Vice President
Eric D. Roiter, Secretary
Richard A. Silver, 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
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 *
Robert C. Pozen
Thomas R. Williams *
ADVISORY BOARD
J. Gary Burkhead
GENERAL DISTRIBUTOR
Fidelity Distributors Corporation
Boston, MA
* INDEPENDENT TRUSTEES
TRANSFER AND SHAREHOLDER
SERVICING AGENT
Fidelity Service Company, Inc.
Boston, MA
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
 
 
FIDELITY
 
(REGISTERED TRADEMARK)
 
 
U.S. GOVERNMENT RESERVES
 
ANNUAL REPORT
NOVEMBER 30, 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.   
 
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.           
 
REPORT OF INDEPENDENT    21   THE AUDITORS' OPINION.                       
ACCOUNTANTS                                                                
 
DISTRIBUTIONS            22                                                
 
 
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.
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.
PRESIDENT'S MESSAGE
 
 
 
(photo_of_Edward_C_Johnson_3d)
DEAR SHAREHOLDER:
Although financial turmoil in Pacific Basin countries was a catalyst
for significant volatility in U.S. markets in late October and into
November, the Standard & Poor's 500 Index has risen more than 31%
year-to-date, almost three times its historical annual average.
Meanwhile, bond markets - primarily influenced by a relatively steady
flow of positive news on the inflation front - continued to post solid
returns through the first 11 months of 1997.
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 evaluate a money market fund's historical 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. 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. If Fidelity had not reimbursed
certain fund expenses, the past five and 10 years total returns would
have been lower.
 
CUMULATIVE TOTAL RETURNS
PERIODS ENDED NOVEMBER 30, 1997               PAST 1   PAST 5   PAST 10   
                                              YEAR     YEARS    YEARS     
 
FIDELITY U.S. GOVERNMENT RESERVES             5.26%    24.24%   70.67%    
 
GOVERNMENT MONEY MARKET FUNDS AVERAGE         5.01%    23.37%   68.98%    
 
CUMULATIVE TOTAL RETURNS show the fund's performance in percentage
terms over a set period - in this case, 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 taxable money market funds
with similar objectives tracked by IBC Financial Data, Inc. The past
one year average represents a peer group of 422 money market funds. 
 
AVERAGE ANNUAL TOTAL RETURNS
PERIODS ENDED NOVEMBER 30, 1997               PAST 1   PAST 5   PAST 10   
                                              YEAR     YEARS    YEARS     
 
FIDELITY U.S. GOVERNMENT RESERVES             5.26%    4.44%    5.49%     
 
GOVERNMENT MONEY MARKET FUNDS AVERAGE         5.01%    4.29%    5.38%     
 
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
                       12/2/97   9/2/97   6/3/97    2/25/97   12/3/96   
 
                                                                        
 
FIDELITY U.S.          5.30%     5.26%    5.22%     4.95%     4.98%     
GOVERNMENT RESERVES                                                     
 
                                                                        
 
GOVERNMENT MONEY       4.89%     4.87%    4.93%     4.62%     4.73%     
MARKET FUNDS AVERAGE                                                    
 
                                                                        
 
                       12/3/97   9/3/97   5/28/97   2/26/97   12/4/96   
 
                                                                        
 
MMDA                   2.62%     2.67%    2.66%     2.63%     2.63%     
 
 
Row: 1, Col: 1, Value: 5.3
Row: 1, Col: 2, Value: 4.89
Row: 1, Col: 3, Value: 2.62
Row: 2, Col: 1, Value: 5.26
Row: 2, Col: 2, Value: 4.87
Row: 2, Col: 3, Value: 2.67
Row: 3, Col: 1, Value: 5.22
Row: 3, Col: 2, Value: 4.930000000000001
Row: 3, Col: 3, Value: 2.66
Row: 4, Col: 1, Value: 4.95
Row: 4, Col: 2, Value: 4.619999999999999
Row: 4, Col: 3, Value: 2.63
Row: 5, Col: 1, Value: 4.98
Row: 5, Col: 2, Value: 4.73
Row: 5, Col: 3, Value: 2.63
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
 
 
An interview with Robert Litterst, Portfolio Manager of Fidelity U.S.
Government Reserves
Q. BOB, WHAT WAS THE INVESTING ENVIRONMENT LIKE OVER THE PAST YEAR?
A. The economy expanded rapidly in the fourth quarter of 1996 and the
first quarter of 1997. In an effort to head off the risk of future
inflation, the Federal Reserve Board raised the rates banks charge
each other for overnight loans - known as the fed funds rate - from
5.25% to 5.50% at the end of March. As we entered the summer,
short-term interest rates rose as most in the market expected the Fed
to continue raising rates. However, the Fed held off because inflation
was well-contained and it expected economic activity to slow. Contrary
to the Fed's forecast, the economy continued on a solid pace in the
third quarter, with real GDP - gross domestic product adjusted for
inflation - growing at a 3.5% annual rate. Over each of the past four
quarters, real GDP has grown at about a 4% annual rate, clearly above
estimates of the economy's non-inflationary potential. Despite subdued
inflation currently, many feel that growth at this rate will result in
a rise in inflation at some point. Nonetheless, the Fed has been
patient, and appears to be willing to tolerate strong growth until
clear signs of rising inflation emerge. 
Q. WERE THERE OTHER FACTORS THAT DROVE THE MARKET FOR SHORT-TERM U.S.
GOVERNMENT SECURITIES?
A. Yes, there were some developments in the U.S. Treasury market that
tended to affect government money market securities, because there is
a correlation between how the two markets behave. As the budget
deficit has declined, so have the financing needs of the U.S.
Treasury. As a result of reduced issuance and a large pay-down of
Treasury debt in the second quarter, the supply of Treasuries has
fallen. Combined with strong demand from both foreign and domestic
investors during the period, this situation pushed yields on
Treasuries - and associated government money market securities -
lower. In addition, concerns about the economic difficulties in Asia
dominated U.S. markets toward the end of the period. 
Q. WHAT SORT OF STRATEGY DID YOU PURSUE?
A. I've used a barbell strategy - concentrating the fund on either end
of the maturity spectrum - investing in overnight to three-month
securities on the one hand and on issues with maturities of one year
on the other. I've been purchasing longer-term securities at moments
of market weakness when the short-term yield curve steepens and longer
investments present attractive values. The very short-term securities
help to balance the portfolio and serve a defensive purpose that will
help the fund if the Fed raises rates again. Overall, the fund's
average maturity tended to be longer than the average of its peers.
Q. HOW DID THE FUND PERFORM OVER THE 12-MONTH PERIOD?
A. On November, 30, 1997, the fund's seven-day yield was 5.29%,
compared to 5.21% six months ago. The fund's total return for the 12
months was 5.26%, compared to the 5.01% total return for the
government money market funds average tracked by IBC Financial Data,
Inc.
Q. WHAT'S YOUR OUTLOOK?
A. Although broad measures of inflation are well-controlled, the
economy is strong and wage pressures appear to be building. Fed
Chairman Alan Greenspan is concerned that increased costs due to
continued tightness in the labor market eventually will be passed on
to the consumer. If the economy continues to expand rapidly and pushes
the unemployment rate lower, then higher inflation is likely to
materialize and further Fed rate increases are probably in the offing.
One factor that may keep the Fed on the sidelines a bit longer than
anticipated is the recent market turmoil in Southeast Asia and its
influence on domestic markets. In addition, a slowdown in Southeast
Asia may dampen U.S. economic growth and moderate inflation pressures.
However, while the turmoil in global financial markets will affect the
timing of future Fed interest-rate changes, it is unlikely to alter
the Fed's ultimate policy decisions, which are driven by domestic
economic considerations.
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
FUND NUMBER: 055
TRADING SYMBOL: FDRXX
START DATE: May 10, 1979
SIZE: as of November 30, 
1997, more than $23.4 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   
            11/30/97           5/31/97            11/30/96           
 
  0 - 30    58                 67                 65                 
 
 31 - 90    12                 15                 20                 
 
 91 - 180   18                 5                  10                 
 
181 - 397   12                 13                 5                  
 
WEIGHTED AVERAGE MATURITY
                                    11/30/97   5/31/97   11/30/96   
 
FIDELITY U.S. GOVERNMENT RESERVES   64 DAYS    61 DAYS   40 DAYS    
 
GOVERNMENT MONEY MARKET                                             
FUNDS AVERAGE *                     46 DAYS    47 DAYS   48 DAYS    
 
ASSET ALLOCATION (% OF FUND'S INVESTMENTS) 
AS OF NOVEMBER 30, 1997 AS OF MAY 31, 1997 
Row: 1, Col: 1, Value: 47.0
Row: 1, Col: 2, Value: 0.0
Row: 1, Col: 3, Value: 53.0
Federal agency 
issues 53%
U.S. Treasury 
obligations 3%
Repurchase 
agreements 44%
   
Federal agency 
issues 53%
U.S. Treasury 
obligations 0%
Repurchase 
agreements 47%
   
Row: 1, Col: 1, Value: 44.0
Row: 1, Col: 2, Value: 3.0
Row: 1, Col: 3, Value: 53.0
*SOURCE: IBC'S MONEY FUND REPORT(registered trademark)
INVESTMENTS NOVEMBER 30, 1997
 
Showing Percentage of Total Value of Investment in Securities
 
 
FEDERAL AGENCIES - 53.0%
 DUE ANNUALIZED YIELD AT PRINCIPAL AMOUNT VALUE (NOTE 1)
 DATE TIME OF PURCHASE (000S) (000S)
FEDERAL FARM CREDIT BANK - AGENCY COUPONS - 3.2%
 4/1/98 6.01% $ 14,000 $ 13,991
 4/1/98 6.05  14,000  13,989
 9/2/98 5.76  13,000  12,987
  40,967
FEDERAL HOME LOAN BANK - AGENCY COUPONS - 12.0%
 12/2/97 5.52 (a)  18,000  17,990
 12/30/97 5.60  12,000  12,067
 3/18/98 5.88  35,000  35,000
 3/19/98 5.59 (a)  25,000  24,995
 6/11/98 5.88  3,500  3,499
 6/12/98 5.81  7,000  6,997
 9/18/98 5.76  20,000  19,995
 9/24/98 5.71  9,000  8,993
 10/23/98 5.70  12,000  11,992
 10/23/98 5.73  12,000  11,989
  153,517
FEDERAL HOME LOAN BANK - DISCOUNT NOTES - 2.2%
 12/31/97 5.59  8,000  7,964
 2/18/98 5.61  7,000  6,915
 6/9/98 5.89  14,000  13,999
  28,878
FEDERAL HOME LOAN MORTGAGE CORP. - AGENCY COUPONS - 3.6%
 3/17/98 5.79  12,000  11,995
 4/8/98 6.04  12,000  11,989
 4/29/98 6.02  9,550  9,515
 6/22/98 5.66 (a)  12,000  11,994
  45,493
FEDERAL HOME LOAN MORTGAGE CORP. - DISCOUNT NOTES - 1.6%
 2/12/98 5.58  7,000  6,922
 2/17/98 5.60  14,000  13,833
  20,755
FEDERAL NATIONAL MORTGAGE ASSOC. - AGENCY COUPONS - 20.9%
 12/1/97 5.62 (a)  33,000  33,053
 12/3/97 5.77 (a)  10,000  10,000
 12/9/97 5.56 (a)   23,000  23,000
 12/10/97 5.60  15,000  15,013
 12/13/97 5.62 (a)   10,000  9,997
 12/15/97 5.56 (a)  45,000  44,975
 3/17/98 5.60  18,000  18,060
 3/18/98 5.91  11,000  10,991
 4/15/98 6.06  14,000  13,994
 4/17/98 6.11  13,000  12,991
 5/21/98 5.96  14,000  13,990
 6/26/98 5.46  14,000  14,479
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
 8/14/98 5.71% $ 13,000 $ 12,986
 8/14/98 5.80  10,000  9,984
 9/9/98 5.77  6,000  5,990
 9/9/98 5.79  5,000  4,994
 11/20/98 5.73  13,000  12,982
  267,479
FEDERAL NATIONAL MORTGAGE ASSOC. - DISCOUNT NOTES - 9.5%
 1/21/98 5.58  13,645  13,539
 1/28/98 5.58  7,000  6,938
 2/13/98 5.58  27,000  26,695
 2/18/98 5.59  7,000  6,915
 3/5/98 5.56  40,000  39,434
 3/30/98 5.58  13,000  12,767
 4/2/98 5.58  16,000  15,706
  121,994
TOTAL FEDERAL AGENCIES   679,083
MEDIUM-TERM NOTES (A)(B) - 0.1%
EXPORT-IMPORT BANK, U.S. (AS GUARANTOR FOR K.A. LEASING, LTD.)
 12/15/97 5.81  1,399  1,399
REPURCHASE AGREEMENTS - 46.9%
 MATURITY AMOUNT 
 (000S) 
In a joint trading account
 (Notes 2 and 3):
  (U.S. Government Obligations):
    dated 11/20/97 due 12/1/97
     At 5.58% $ 55,094  55,000
    dated 11/24/97 due 12/1/97
     At 5.59%  26,028  26,000
    dated 11/26/97 due 12/1/97
     At 5.68%  106,084  106,000
    dated 11/28/97 due 12/1/97
     At 5.74%  290,572  290,433
    dated 11/21/97 due 12/2/97
     At 5.58%  13,022  13,000
    dated 11/25/97 due 12/2/97
     At 5.65%  50,055  50,000
    dated 11/20/97 due 12/29/97
     At 5.59%  39,236  39,000
    dated 10/22/97 due 1/20/98
     At 5.66%  7,099  7,000
REPURCHASE AGREEMENTS - CONTINUED
 MATURITY AMOUNT VALUE (NOTE 1)
 (000S) (000S)
In a joint trading account 
 (Notes 2 and 3): - continued
  (U.S. Treasury Obligations)
    dated 11/28/97 due 12/1/97
     At 5.71% $ 14,007 $ 14,000
TOTAL REPURCHASE AGREEMENTS   600,433
TOTAL INVESTMENTS - 100%  $ 1,280,915
Total Cost For Income Tax Purposes  $ 1,280,915
LEGEND
1. The coupon rate shown on floating or adjustable rate securities
represents the rate at period end. The due dates 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 (000S)
Export-Import  Bank,
  U.S. (as guarantor for
  K.A. Leasing, Ltd.) 7/29/94 $ 1,399
INCOME TAX INFORMATION
At November 30, 1997, the fund had a capital loss carryforward of
approximately $61,000 all of which will expire on November 30, 2003.
FINANCIAL STATEMENTS
 
 
STATEMENT OF ASSETS AND LIABILITIES
 
<TABLE>
<CAPTION>
<S>                                                                 <C>    <C>           
AMOUNTS IN THOUSANDS (EXCEPT PER-SHARE AMOUNT) NOVEMBER 30, 1997                         
 
ASSETS                                                                                   
 
INVESTMENT IN SECURITIES, AT VALUE (INCLUDING                              $ 1,280,915   
REPURCHASE AGREEMENTS OF $600,433) -                                                     
SEE ACCOMPANYING SCHEDULE                                                                
 
CASH                                                                        1,817        
 
INTEREST RECEIVABLE                                                         8,123        
 
 TOTAL ASSETS                                                               1,290,855    
 
LIABILITIES                                                                              
 
DISTRIBUTIONS PAYABLE                                               $ 37                 
 
ACCRUED MANAGEMENT FEE                                               223                 
 
OTHER PAYABLES AND ACCRUED EXPENSES                                  349                 
 
 TOTAL LIABILITIES                                                          609          
 
NET ASSETS                                                                 $ 1,290,246   
 
NET ASSETS CONSIST OF:                                                                   
 
PAID IN CAPITAL                                                            $ 1,290,307   
 
ACCUMULATED NET REALIZED GAIN (LOSS) ON INVESTMENTS                         (61)         
 
NET ASSETS, FOR 1,290,683 SHARES OUTSTANDING                               $ 1,290,246   
 
NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER                    $1.00        
SHARE ($1,290,246 (DIVIDED BY) 1,290,683 SHARES)                                         
 
</TABLE>
 
STATEMENT OF OPERATIONS
AMOUNTS IN THOUSANDS  YEAR ENDED NOVEMBER 30, 1997                           
 
INTEREST INCOME                                                   $ 68,322   
 
EXPENSES                                                                     
 
MANAGEMENT FEE                                          $ 2,517              
 
TRANSFER AGENT FEES                                      3,047               
 
ACCOUNTING FEES AND EXPENSES                             142                 
 
NON-INTERESTED TRUSTEES' COMPENSATION                    9                   
 
CUSTODIAN FEES AND EXPENSES                              14                  
 
REGISTRATION FEES                                        129                 
 
AUDIT                                                    37                  
 
LEGAL                                                    6                   
 
 TOTAL EXPENSES BEFORE REDUCTIONS                        5,901               
 
 EXPENSE REDUCTIONS                                      (77)      5,824     
 
NET INTEREST INCOME                                                62,498    
 
NET REALIZED GAIN (LOSS) ON INVESTMENTS                            24        
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS              $ 62,522   
 
STATEMENT OF CHANGES IN NET ASSETS
 
<TABLE>
<CAPTION>
<S>                                                        <C>             <C>             
AMOUNTS IN THOUSANDS                                       YEAR ENDED      YEAR ENDED      
                                                           NOVEMBER 30,    NOVEMBER 30,    
                                                           1997            1996            
 
INCREASE (DECREASE) IN NET ASSETS                                                          
 
OPERATIONS                                                 $ 62,498        $ 59,722        
NET INTEREST INCOME                                                                        
 
 NET REALIZED GAIN (LOSS)                                   24              12             
 
 NET INCREASE (DECREASE) IN NET ASSETS RESULTING            62,522          59,734         
FROM OPERATIONS                                                                            
 
DISTRIBUTIONS TO SHAREHOLDERS FROM NET INTEREST INCOME      (62,498)        (59,722)       
 
SHARE TRANSACTIONS AT NET ASSET VALUE OF $1.00 PER SHARE    1,599,242       1,718,909      
PROCEEDS FROM SALES OF SHARES                                                              
 
 REINVESTMENT OF DISTRIBUTIONS FROM NET INTEREST INCOME     59,780          56,628         
 
 COST OF SHARES REDEEMED                                    (1,611,507)     (1,720,835)    
 
 NET INCREASE (DECREASE) IN NET ASSETS AND SHARES           47,515          54,702         
RESULTING FROM SHARE TRANSACTIONS                                                          
 
  TOTAL INCREASE (DECREASE) IN NET ASSETS                   47,539          54,714         
 
NET ASSETS                                                                                 
 
 BEGINNING OF PERIOD                                        1,242,707       1,187,993      
 
 END OF PERIOD                                             $ 1,290,246     $ 1,242,707     
 
</TABLE>
 
FINANCIAL HIGHLIGHTS
      YEARS ENDED                  TWO MONTHS     YEARS ENDED            
      NOVEMBER 30,                 ENDED          SEPTEMBER 30,          
                                   NOVEMBER 30,                          
 
      1997           1996   1995   1994           1994            1993   
 
 
<TABLE>
<CAPTION>
<S>                            <C>       <C>       <C>       <C>         <C>       <C>       
SELECTED PER-SHARE DATA                                                                      
 
NET ASSET VALUE,               $ 1.000   $ 1.000   $ 1.000   $ 1.000     $ 1.000   $ 1.000   
BEGINNING OF PERIOD                                                                          
 
INCOME FROM INVESTMENT          .051      .050      .055      .008        .033      .025     
OPERATIONS                                                                                   
NET INTEREST INCOME                                                                          
 
LESS DISTRIBUTIONS                                                                           
 
 FROM NET INTEREST              (.051)    (.050)    (.055)    (.008)      (.033)    (.025)   
 INCOME                                                                                      
 
NET ASSET VALUE,               $ 1.000   $ 1.000   $ 1.000   $ 1.000     $ 1.000   $ 1.000   
END OF PERIOD                                                                                
 
TOTAL RETURN B                  5.26%     5.12%     5.60%     .78%        3.32%     2.57%    
 
RATIOS AND SUPPLEMENTAL DATA                                                                 
 
NET ASSETS, END OF             $ 1,290   $ 1,243   $ 1,188   $ 1,130     $ 1,060   $ 1,043   
PERIOD (IN MILLIONS)                                                                         
 
RATIO OF EXPENSES TO            .48%      .51%      .55%      .36% A,     .51%      .73%     
AVERAGE NET ASSETS                                           C                               
 
RATIO OF EXPENSES TO            .48%      .50%      .55%      .36% A      .51%      .73%     
AVERAGE NET ASSETS                       D                                                   
AFTER EXPENSE                                                                                
REDUCTIONS                                                                                   
 
RATIO OF NET INTEREST           5.13%     5.02%     5.43%     4.77% A     3.27%     2.57%    
INCOME TO AVERAGE                                                                            
NET ASSETS                                                                                   
 
</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.
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.
NOTES TO FINANCIAL STATEMENTS
For the period ended November 30, 1997 
 
   
 
 
5. 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.
6. 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 $1,399,000 or 0.1% of net assets.
7. 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 were: $55,094,000 at 5.58%,
$26,028,000 at 5.59%, $106,084,000 at 5.68%, $290,572,000 at 5.74%,
$13,022,000 at 5.58%, $50,055,000 at 5.65%, $39,236,000 at 5.59%,
$7,099,000 at 5.66%, and $14,007,000 at 5.71%. The investments in
repurchase agreements through the joint trading account are summarized
as follows:
SUMMARY OF JOINT TRADING
DATED NOVEMBER 20, 1997, DUE DECEMBER 1, 1997 AT 5.58% 
Number of dealers or banks 1
Maximum amount with one dealer or bank 100%
Aggregate principal amount of agreements $525,000,000
Aggregate maturity amount of agreements $525,895,125
Aggregate market value of transferred assets $541,754,918
Coupon rates of transferred assets 0% to 11%
Maturity dates of transferred assets 9/1/00 to 11/1/36
DATED NOVEMBER 24, 1997, DUE DECEMBER 1, 1997 AT 5.59%
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 $100,108,694
Aggregate market value of transferred assets $103,130,491
Coupon rates of transferred assets 0%
Maturity dates of transferred assets 7/1/19 to 8/1/34
3. JOINT TRADING ACCOUNT - CONTINUED
SUMMARY OF JOINT TRADING - CONTINUED
DATED NOVEMBER 26, 1997, DUE DECEMBER 1, 1997 AT 5.68%
Number of dealers or banks 1
Maximum amount with one dealer or bank 100%
Aggregate principal amount of agreements $1,500,000,000
Aggregate maturity amount of agreements $1,501,183,333
Aggregate market value of transferred assets $1,565,602,827
Coupon rates of transferred assets 0% to 11.50%
Maturity dates of transferred assets 2/1/99 to 4/1/37
DATED NOVEMBER 28, 1997, DUE DECEMBER 1, 1997 AT 5.74% 
Number of dealers or banks 8
Maximum amount with one dealer or bank 18%
Aggregate principal amount of agreements $1,664,837,000
Aggregate maturity amount of agreements $1,665,633,663
Aggregate market value of transferred assets $1,716,859,518
Coupon rates of transferred assets 0% to 14.50%
Maturity dates of transferred assets 12/8/97 to 7/15/45
DATED NOVEMBER 21, 1997, DUE DECEMBER 2, 1997 AT 5.58% 
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 $100,170,500
Aggregate market value of transferred assets $103,229,275
Coupon rates of transferred assets 0% to 12.50%
Maturity dates of transferred assets 12/1/98 to 8/1/34
DATED NOVEMBER 25, 1997, DUE DECEMBER 2, 1997 AT 5.65% 
Number of dealers or banks 1
Maximum amount with one dealer or bank 100%
Aggregate principal amount of agreements $375,000,000
Aggregate maturity amount of agreements $375,411,979
Aggregate market value of transferred assets $386,618,127
Coupon rates of transferred assets 0%
Maturity dates of transferred assets 2/1/17 to 2/1/37
3. JOINT TRADING ACCOUNT - CONTINUED
SUMMARY OF JOINT TRADING - CONTINUED
DATED NOVEMBER 20, 1997, DUE DECEMBER 29, 1997 AT 5.59% 
Number of dealers or banks 1
Maximum amount with one dealer or bank 100%
Aggregate principal amount of agreements $150,000,000
Aggregate maturity amount of agreements $150,908,375
Aggregate market value of transferred assets $154,888,187
Coupon rates of transferred assets 0%
Maturity dates of transferred assets 7/1/09 to 1/1/31
DATED OCTOBER 22, 1997, DUE JANUARY 20, 1998 AT 5.66% 
Number of dealers or banks 1
Maximum amount with one dealer or bank 100%
Aggregate principal amount of agreements $55,000,000
Aggregate maturity amount of agreements $55,778,250
Aggregate market value of transferred assets $56,574,001
Coupon rates of transferred assets 5.89% to 12%
Maturity dates of transferred assets 8/15/13 to 4/1/34
DATED NOVEMBER 28, 1997, DUE DECEMBER 1, 1997 AT 5.71%
Number of dealers or banks 9
Maximum amount with one dealer or bank 27.5%
Aggregate principal amount of agreements $5,453,673,000
Aggregate maturity amount of agreements $5,456,267,973
Aggregate market value of transferred assets $5,565,932,250
Coupon rates of transferred assets 0% to 13.25%
Maturity dates of transferred assets 12/31/97 to 11/15/27
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
componets, 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 
4. FEES AND OTHER TRANSACTIONS WITH AFFILIATES - 
CONTINUED
MANAGEMENT FEE - CONTINUED
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
 .24% (annualized) of average net assets. For the period, the
management fee was equivalent to an annual 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 annual 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 $77,000 under this
arrangement.
REPORT OF INDEPENDENT ACCOUNTANTS
 
 
To the Trustees of Fidelity Phillips Street Trust and the Shareholders
of Fidelity U.S. Government Reserves:
In our opinion, the accompanying statement of assets and liabilities,
including the schedule of investments, and the related statements of
operations and of changes in net assets and the financial highlights
present fairly, in all material respects, the financial position of
Fidelity U.S. Government Reserves (a fund of Fidelity Phillips Street
Trust) at November 30, 1997, the results of its operations for the
year then ended, and the changes in its net assets and the financial
highlights for the periods indicated, in conformity with generally
accepted accounting principles. These financial statements and
financial highlights (hereafter referred to as "financial statements")
are the responsibility of the Fidelity U.S. Government Reserve's
management; our responsibility is to express an opinion on these
financial statements based on our audits. We conducted our audits of
these financial statements in accordance with generally accepted
auditing standards which require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are
free of material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the
financial statements, assessing the accounting principles used and
significant estimates made by management, and evaluating the overall
financial statement presentation. We believe that our audits, which
included confirmation of securities at November 30, 1997 by
correspondence with the custodian, provide a reasonable basis for the
opinion expressed above.
/s/Price Waterhouse LLP
       Price Waterhouse LLP
Boston, Massachusetts
January 6, 1998
DISTRIBUTIONS
 
 
A total of 17.7% of the dividends distributed during the fiscal year
was derived from interest on U.S. Government securities which is
generally exempt from state income tax.
The fund will notify shareholders in January 1998 of the applicable
percentage for use in preparing 1997 income tax returns.
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)TOUCHTONE XPRESS
1-800-544-5555
PRESS
 For mutual fund and brokerage trading.
 
 For quotes.*
 
 For account balances and holdings.
 
 To review orders and mutual 
fund activity.
 
 To change your PIN.
 
  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)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)
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.
 
INVESTMENT ADVISER
Fidelity Management & Research Company
Boston, MA
(REGISTERED TRADEMARK)
INVESTMENT SUB-ADVISER
FMR Texas Inc.
Irving, TX
OFFICERS
Edward C. Johnson 3d, President
Robert C. Pozen, Senior Vice President
Boyce I. Greer, Vice President
Fred L. Henning, Jr., Vice President
Robert Litterst, Vice President
Eric D. Roiter, Secretary
Richard A. Silver, 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
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 *
Robert C. Pozen
Thomas R. Williams *
ADVISORY BOARD
J. Gary Burkhead
GENERAL DISTRIBUTOR
Fidelity Distributors Corporation
Boston, MA
TRANSFER AND SHAREHOLDER
SERVICING AGENT
Fidelity Service Company, Inc.
Boston, MA
* INDEPENDENT TRUSTEES
CUSTODIAN
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/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



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