DAILY MONEY FUND/MA/
485APOS, 1995-04-24
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT (No. 2-77909) 
  UNDER THE SECURITIES ACT OF 1933 [X]
 Pre-Effective Amendment No.           [  ]
 Post-Effective Amendment No. 29  [X]
and
REGISTRATION STATEMENT (No. 811-3480) 
 UNDER THE INVESTMENT COMPANY ACT OF 1940    [  ]
 Amendment No. 29 [X]
Daily Money Fund                        
(Exact Name of Registrant as Specified in Charter)
82 Devonshire St., Boston, Massachusetts 02109 
(Address Of Principal Executive Offices)  (Zip Code)
Registrant's Telephone Number:  617-563-7000 
Siobian Perkins
Morris, Nichols, Arsht & Tunnell
1201 N. Market Street, P.O. Box 1347
Wilmington, DE 19899-1347 
(Name and Address of Agent for Service)
It is proposed that this filing will become effective
 (  ) immediately upon filing pursuant to paragraph (b)
 (  ) on (                               ) pursuant to paragraph (b) 
 (  ) 60 days after filing pursuant to paragraph (a)(i)
 (X) on (July 1, 1995) pursuant to paragraph (a)(i)
 (  ) 75 days after filing pursuant to paragraph (a)(ii)
 (  ) on (            ) pursuant to paragraph (a)(ii) of rule 485. 
If appropriate, check the following box:
 (  ) this post-effective amendment designates a new effective date for a
previously filed 
      post-effective amendment.
Registrant has filed a declaration pursuant to Rule 24f-2 under the
Investment Company Act of 1940 and intends to file the Notice required by
such Rule before July 14, 1995.
FIDELITY ADVISOR CLASS A & CLASS B PROSPECTUS
 
CROSS REFERENCE SHEET
FORM N-1A                          
 
ITEM NUMBER   PROSPECTUS SECTION   
 
 
<TABLE>
<CAPTION>
<S>   <C>    <C>                              <C>                                                   
1            ..............................   Cover Page                                            
 
2            ..............................   Expenses                                              
 
3     a      ..............................   Financial Highlights                                  
 
      b      ..............................   *                                                     
 
      c      ..............................   Performance                                           
 
      d      ..............................   Cover Page                                            
 
4     a      i.............................   Charter                                               
 
             ii...........................    Investment Principles and Risks; Securities and       
                                              Investment Practices; Fundamental Investment          
                                              Policies and Restrictions                             
 
      b      ..............................   Securities and Investment Practices                   
 
      c      ..............................   Who May Want to Invest; Investment Principles         
                                              and Risks; Securities and Investment Practices        
 
5     a      ..............................   Charter                                               
 
      b      i.............................   FMR and Its Affiliates                                
 
             ii...........................    FMR and Its Affiliates; Charter; Breakdown of         
                                              Expenses                                              
 
             iii..........................    Expenses; Breakdown of Expenses; Management           
                                              Fee                                                   
 
      c      ..............................   FMR and Its Affiliates                                
 
      d      ..............................   Charter; Breakdown of Expenses; Cover Page;           
                                              FMR and Its Affiliates                                
 
      e      ..............................   FMR and its Affiliates; Breakdown of Expenses;        
                                              Other Expenses                                        
 
      f      ..............................   Expenses                                              
 
      g      ..............................   Expenses; FMR and Its Affiliates                      
 
      5A     ..............................   *                                                     
 
6     a      i.............................   Charter                                               
 
             ii...........................    How to Buy Shares; How to Sell Shares; Investor       
                                              Services; Transaction Details; Exchange               
                                              Restrictions; Sales Charge Reductions and Waivers     
 
             iii..........................    *                                                     
 
      b      .............................    FMR and Its Affiliates                                
 
      c      ..............................   Charter                                               
 
      d      ..............................   Cover Page; Charter                                   
 
      e      ..............................   Cover Page; How to Buy Shares; How to Sell            
                                              Shares; Investor Services; Sales Charge               
                                              Reductions and Waivers                                
 
      f, g   ..............................   Dividends, Capital Gains, and Taxes                   
 
7     a      ..............................   Charter; Cover Page                                   
 
      b      ..............................   How to Buy Shares; Transaction Details                
 
      c      ..............................   Sales Charge Reductions and Waivers                   
 
      d      ..............................   How to Buy Shares                                     
 
      e      ..............................   Transaction Details; Breakdown of Expenses            
 
      f      ..............................   Breakdown of Expenses; Other Expenses                 
 
8            ..............................   How to Sell Shares; Investor Services; Transaction    
                                              Details; Exchange Restrictions                        
 
9            ..............................   *                                                     
 
</TABLE>
 
* Not Applicable

 
Please read this prospectus before investing, and keep it on file for
future reference. It contains important information, including how each
fund invests and the services available to shareholders.
FIDELITY INSTITUTIONAL
MONEY MARKET
FUNDS
To learn more about each fund and its investments, you can obtain a copy of
the applicable fund's most recent financial report and portfolio listing or
a copy of the Statement of Additional Information (SAI) dated  July 1, 1995
. The SAI has been filed with the Securities and Exchange Commission (SEC)
and  is incorporated herein by reference (legally forms a part of the
prospectus). For a free copy of either document, call Fidelity at
1-800-843-3001.
INVESTMENTS IN THE FUNDS ARE NEITHER INSURED NOR GUARANTEED BY THE U.S.
GOVERNMENT, AND THERE CAN BE NO ASSURANCE THAT A FUND WILL MAINTAIN A
STABLE $1.00 SHARE PRICE.
 
MUTUAL FUND SHARES ARE NOT DEPOSITS OR 
OBLIGATIONS OF, OR GUARANTEED BY, ANY 
DEPOSITORY INSTITUTION. SHARES ARE NOT 
INSURED BY THE FDIC, THE FEDERAL RESERVE 
BOARD OR ANY OTHER AGENCY, AND ARE SUBJECT 
TO INVESTMENT RISK, INCLUDING THE POSSIBLE 
LOSS OF PRINCIPAL.
 
LIKE ALL MUTUAL FUNDS, THESE 
SECURITIES HAVE NOT BEEN APPROVED 
OR DISAPPROVED BY THE SECURITIES AND 
EXCHANGE COMMISSION OR ANY STATE 
SECURITIES COMMISSION, NOR HAS THE 
SECURITIES AND EXCHANGE COMMISSION 
OR ANY STATE SECURITIES COMMISSION 
PASSED UPON THE ACCURACY OR 
ADEQUACY OF THIS PROSPECTUS. ANY 
REPRESENTATION TO THE CONTRARY IS A 
CRIMINAL OFFENSE.
   
FIDELITY INSTITUTIONAL CASH PORTFOLIOS (FICP):  CLASS A
 Treasury
 Treasury II
 Government
 Domestic
 Money Market
DAILY MONEY FUND (DMF):
 Treasury Only
FIDELITY INSTITUTIONAL TAX-EXEMPT CASH PORTFOLIOS (FITECP):
 Tax-Exempt
(FIDELITY_LOGO_GRAPHIC) 82 DEVONSHIRE STREET, BOSTON, MA 02109
CONTENTS
 
 
KEY FACTS                   WHO MAY WANT TO INVEST                              
 
                            EXPENSES Class A's yearly operating expenses.       
 
                            FINANCIAL HIGHLIGHTS A summary of each fund's       
                            financial data.                                     
 
                            PERFORMANCE How each fund has done over time.       
 
THE FUNDS IN DETAIL         CHARTER How each fund is organized.                 
 
                            INVESTMENT PRINCIPLES AND RISKS Each fund's         
                            overall approach to investing.                      
 
                            BREAKDOWN OF EXPENSES How operating costs           
                            are calculated and what they include.               
 
YOUR ACCOUNT                HOW TO BUY SHARES Opening an account and            
                            making additional investments.                      
 
                            HOW TO SELL SHARES Taking money out and closing     
                            your account.                                       
 
                            INVESTOR SERVICES  Services to help you manage      
                            your account.                                       
 
SHAREHOLDER AND             DIVIDENDS, CAPITAL GAINS, AND TAXES                 
ACCOUNT POLICIES                                                                
 
                            TRANSACTION DETAILS Share price calculations and    
                            the timing of purchases and redemptions.            
 
                            EXCHANGE RESTRICTIONS                               
 
KEY FACTS
 
 
WHO MAY WANT TO INVEST
Each fund offers institutional and corporate investors a convenient and
economical way to invest in a professionally managed portfolio of money
market instruments.
Each fund is designed for those investors who would like to earn current
income while preserving the value of their investment.  
The rate of income will vary from day to day, generally reflecting
short-term interest rates.
Each fund is managed to keep its share price stable at $1.00.  Treasury,
Treasury II, Government, and Treasury Only each offer an added measure of
safety with their focus on U.S. government securities.
None of the funds constitutes a balanced investment plan. However, because
they emphasize stability, they could be well-suited for a portion of your
savings.
EXPENSES
SHAREHOLDER TRANSACTION EXPENSES are charges you pay when you buy or sell
Class A shares of a fund. 
                  
 
Maximum sales charge on purchases and   None         
reinvested distributions                             
 
Maximum deferred sales charge on   None         
redemptions                                     
 
Redemption fee   None         
 
Exchange fee   None         
 
ANNUAL OPERATING EXPENSES are paid out of each fund's assets. Each fund
pays a management fee to Fidelity Management & Research Company (FMR). 
Each fund also incurs other expenses for services such as maintaining
shareholder records and furnishing shareholder statements and financial
reports.
Class A expenses are factored into its share price or dividends and are not
charged directly to shareholder accounts (see "Breakdown of Expenses" on
page ).
The following are projections based on historical expenses of Class A of
each fund and are calculated as a percentage of average net assets of Class
A of each fund. Projections for Domestic, Money Market, Government,
Treasury, and Treasury II (the Institutional Cash Portfolios) have been
adjusted to reflect current fees.
 
       Class A Operating Expenses         
 
DOMESTIC        Management fee                 ___                
                                               %                  
 
                12b-1 fee (Distribution fee)      N    on         
                                               e                  
 
                Other expenses                 ___                
                                               %   A              
 
                Total operating expenses          0.20            
                                                      %   A       
 
MONEY MARKET    Management fee                 ___%               
 
                12b-1 fee (Distribution fee)      N    on         
                                               e                  
 
                Other expenses                 ___                
                                               %   A              
 
                Total operating expenses          0.18            
                                                      %   A       
 
TREASURY        Management fee                 __%                
                                               A                  
 
                12b-1 fee (Distribution fee)   Non                
                                               e                  
 
                Other expenses                 ___                
                                               %A                 
 
                Total operating expenses       0.20               
                                               %A                 
 
TREASURY II     Management fee                 ___                
                                               %                  
 
                12b-1 fee (Distribution fee)   Non                
                                               e                  
 
                Other expenses                 ___%               
                                               A                  
 
                Total operating expenses       0.20               
                                               %A                 
 
GOVERNMENT      Management fee                 ___                
                                               %                  
 
                12b-1 fee (Distribution fee)   Non                
                                               e                  
 
                Other expenses                 ___                
                                               %                  
 
                Total operating expenses       0.20               
                                               %                  
 
TREASURY ONLY   Management fee                 ___                
                                               %                  
 
                12b-1 fee (Distribution fee)   Non                
                                               e                  
 
                Other expenses                 ___%               
                                               A                  
 
                Total operating expenses       0.20               
                                               %A                 
 
TAX-EXEMPT      Management fee                 ___                
                                               %                  
 
                12b-1 fee (Distribution fee)   Non                
                                               e                  
 
                Other expenses                 ___                
                                               %                  
 
                Total operating expenses       0.20               
                                               %                  
 
A AFTER EXPENSE REDUCTIONS.
 EXPENSE TABLE EXAMPLE: You would pay the following expenses on a $1,000
investment in Class A shares, assuming a 5% annual return and full
redemption at the end of each time period:
                 1      3       5      10      
                 Year   Years   Year   Years   
 
Domestic         $      $       $      $       
 
Money Market     $      $       $      $       
 
Government       $      $       $      $       
 
Treasury         $      $       $      $       
 
Treasury II      $      $       $      $       
 
Treasury Only    $      $       $      $       
 
Tax-Exempt       $      $       $      $       
 
THESE EXAMPLES ILLUSTRATE THE EFFECT OF EXPENSES, BUT ARE NOT MEANT TO
SUGGEST ACTUAL OR EXPECTED COSTS OR RETURNS, ALL OF WHICH MAY VARY.
FMR has voluntarily agreed to reimburse Class A of each fund to the extent
that total operating expenses for Domestic, Money Market, Government,
Treasury, Treasury II, Treasury Only and Tax-Exempt are in excess of __%,
__%, __%, __%, __%, __%  and __%, respectively, of its average net assets.
If this agreement were not in effect, total operating expenses for Class A
of each fund would have been the following amounts, as a percentage of
average net assets, ___% for Domestic; ___%, for Money Market; ___%, for
Government; ___% for Treasury; ___% for Treasury II, ___%, for Treasury
Only, and ___%, for Tax-Exempt.  Interest, taxes, brokerage commissions, or
extraordinary expenses are not included in these expense limitations.
FINANCIAL HIGHLIGHTS
The financial highlights tables that follow and each fund's financial
statements are included in each fund's Annual Report and have been audited
by independent accountants. ___________ serves as the independent
accountant for each of the FICP funds, while __________ serves as the
independent accountant for both Tax-Exempt and Treasury Only.  Their
reports on the applicable financial statements and financial highlights are
included in each Annual Report. The financial statements, the financial
highlights, and the reports are incorporated by reference into the funds'
SAI, which may be obtained free of charge from Fidelity Distributors
Corporation (FDC).
U.S. TREASURY PORTFOLIO  
   
   
   
 
 
 
<TABLE>
<CAPTION>
<S>                            
<C>                     <C>          <C>          <C>          <C>          <C>          <C>         <C>         <C>               
Years Ended March 31,                                                                                            November 9,       
                                                                                                                 1985              
                                                                                                                 (Commencem        
                                                                                                                 ent               
                                                                                                                 of Operations)    
                                                                                                                 to March 31,      
 
                               
1994                    1993         1992         1991         1990         1989         1988        1987        1986              
 
Selected Per-Share          
Data                          
 
Net asset value,               
$ 1.000                 $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000     $ 1.000     $ 1.000           
beginning                    
of period                    
 
Income from                     
.030                    .035         .053         .076         .088         .079         .065        .062        .030             
Investment                   
Operations                   
Net interest income          
 
Less Distributions              
(.030)                  (.035)       (.053)       (.076)       (.088)       (.079)       (.065)      (.062)      (.030)           
From net interest            
income                       
 
Net asset value, end           
$ 1.000                 $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000     $ 1.000     $ 1.000           
of period                     
 
Total Return (dagger)           
3.08                    3.51         5.48         7.89         9.15         8.17         6.65        6.36        3.02%            
%                       %            %            %            %            %            %           %                             
 
Ratios and                   
Supplemental Data            
 
Net assets, end of             
$ 1,611,87              $ 2,036,80   $ 2,629,07   $ 1,782,95   $ 1,721,12   $ 1,179,62   $ 650,114   $ 637,115   $ 239,945         
period (000 omitted)           
7                       6            2            7            6            0                                                      
 
Ratio of expenses to            
.18                     .18          .18          .18          .20          .20          .20         .20         .20%*            
average net                    
%                       %            %            %            %            %            %           %                             
assets (dagger)(dagger)      
 
Ratio of expenses to            
.23                     .23          .25          .24          .25          .26          .23         .25         .34%*            
average net assets             
%                       %            %            %            %            %            %           %                             
before expense               
reductions (dagger)(dagger)  
 
Ratio of net interest           
3.03                    3.46         5.29         7.57         8.72         8.06         6.45        6.13        7.56%*           
income to average              
%                       %            %            %            %            %            %           %                             
net assets                  
 
</TABLE>
 
** AS OF MARCH 31, 1995, CLASS B SHARES FOR U.S. TREASURY PORTFOLIO HAD NOT
COMMENCED OPERATIONS.
(dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED
AND WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE
PERIODS SHOWN.
(dagger)(dagger) SEE NOTE 5 OF NOTES TO FINANCIAL STATEMENTS.
U.S. TREASURY PORTFOLIO II  
   
   
   
 
 
 
<TABLE>
<CAPTION>
<S>                 <C>           <C>           <C>           <C>           <C>           <C>         <C>         <C>              
                                                                                                                  February 2,      
                                                                                                                  1987             
Years Ended March 31                                                                                              (Commenceme      
                                                                                                                   nt of            
                                                                                                                   Operations) to   
                                                                                                                   March 31,        
 
                    1994          1993          1992          1991          1990          1989        1988        1987             
 
Selected Per-Share Data                                                                                                          
 
Net asset value, 
beginning           $ 1.000       $ 1.000       $ 1.000       $ 1.000       $ 1.000       $ 1.000     $ 1.000     $ 1.000          
of period                                                                                                                        
 
Income from                                                                                                                      
Investment Operations                                                                                                            
 
 Net interest income .030          .034          .053          .076          .088          .078        .064        .009            
 
Less Distributions                                                                                                               
 
 From net interest 
income              (.030)        (.034)        (.053)        (.076)        (.088)        (.078)      (.064)      (.009)          
 
Net asset value, 
end of             $ 1.000       $ 1.000       $ 1.000       $ 1.000       $ 1.000       $ 1.000     $ 1.000     $ 1.000          
period                                                                                                                          
 
Total Return 
(dagger)             3.06          3.46          5.41          7.87          9.13          8.11        6.60        .93%            
                     %             %             %             %             %             %           %                            
 
Ratios and Supplemental                                                                                                          
Data                                                                                                                             
 
Net assets, end of 
period               $ 4,551,918   $ 5,589,663   $ 5,476,852   $ 3,281,686   $ 1,481,324   $ 658,068   $ 379,501   $ 26,314         
(000 omitted)                                                                                                                    
 
Ratio of expenses to  .18           .18           .18           .18           .19           .20         .20         .20%*           
average              %             %             %             %             %             %           %                            
net assets (dagger)(dagger)                                                                                                      
 
Ratio of expenses to  .24           .23           .25           .25           .27           .26         .32         .99%*           
average net assets   %             %             %             %             %             %           %                            
before expense                                                                                                                   
reductions (dagger)(dagger)                                                                                                      
 
Ratio of net interest 3.01          3.38          5.12          7.50          8.63          7.92        6.46        6.11%*          
income to            %             %             %             %             %             %           %                            
average net assets                                                                                                              
 
</TABLE>
 
* ANNUALIZED
(dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED
AND WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE
PERIODS SHOWN.
(dagger)(dagger) SEE NOTE 5 OF NOTES TO FINANCIAL STATEMENTS.
U.S. TREASURY PORTFOLIO II - CLASS B
   
   
   
 
<TABLE>
<CAPTION>
<S>                                                                                   <C>              
                                                                                      October 22,      
                                                                                      1993             
                                                                                      (Commencem       
                                                                                      ent of           
                                                                                      Operations) to   
                                                                                      March 31,        
                                                                                      1994             
 
Selected Per-Share Data                                                                                
 
Net asset value, beginning of period                                                  $ 1.000          
 
Income from Investment Operations                                                                      
 
 Net interest income                                                                   .012            
 
Less Distributions                                                                                     
 
 From net interest income                                                              (.012)          
 
Net asset value, end of period                                                        $ 1.000          
 
Total Return (dagger)                                                                  1.21%           
 
Ratios and Supplemental Data                                                                           
 
Net assets, end of period (000 omitted)                                               $ 5,175          
 
Ratio of expenses to average net assets (dagger)(dagger)                               .50%*           
 
Ratio of expenses to average net assets before expense reductions (dagger)(dagger)     .56%*           
 
Ratio of net interest income to average net assets                                     2.69%*          
 
</TABLE>
 
* ANNUALIZED
(dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED
AND WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE
PERIOD SHOWN.
(dagger)(dagger) SEE NOTE 5 OF NOTES TO FINANCIAL STATEMENTS.
U.S. GOVERNMENT PORTFOLIO - CLASS A
   
   
   
 
 
 
<TABLE>
<CAPTION>
<S>        <C>          <C>          <C>          <C>          <C>          <C>          <C>          <C>          <C>              
                                                                                                                   July 25, 1985    
                                                                                                                   (Commenceme      
Years Ended March 31,                                                                                              nt of            
                                                                                                                   Operations) to   
                                                                                                                   March 31,        
 
           1994         1993         1992         1991         1990         1989         1988         1987         1986             
 
Selected Per-Share                                                                                                               
Data                                                                                                                           
 
Net asset 
value,     $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000          
beginning of period                                                                                                              
 
Income from 
Investment .031         .035         .054         .077         .088         .079         .068         .063         .053            
Operations                                                                                                                       
Net interest income                                                                                                              
 
Less 
Distributions (.031)    (.035)       (.054)       (.077)       (.088)       (.079)       (.068)       (.063)       (.053)          
From net interest                                                                                                                
income                                                                                                                           
 
Net asset value, 
end of     $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000          
period                                                                                                                          
 
Total Return 
(dagger)    3.13         3.56         5.55         7.94         9.15         8.19         6.98         6.51         5.47%           
           %            %            %            %            %            %            %            %                             
 
Ratios and                                                                                                                       
Supplemental Data                                                                                                               
 
Net assets, 
end of     $ 3,764,54   $ 5,686,16   $ 4,603,78   $ 3,613,83   $ 2,815,62   $ 1,918,34   $ 1,878,78   $ 1,358,65   $ 511,720        
period 
(000 
omitted)   4            6            1            8            2            2            6            9                             
 
Ratio of 
expenses 
to        .18          .18          .18          .18          .20          .20          .20          .20          .20%*           
average 
net       %            %            %            %            %            %            %            %                             
assets (dagger)(dagger)                                                                                                          
 
Ratio of 
expenses 
to         .24          .24          .25          .25          .25          .24          .23          .25          .30%*           
average net 
assets     %            %            %            %            %            %            %            %                             
before expense                                                                                                                   
reductions (dagger)(dagger)                                                                                                      
 
Ratio of 
net 
interest   3.07         3.50         5.33         7.62         8.74         7.90         6.78         6.28         7.81%*          
income to 
average 
net        %            %            %            %            %            %            %            %                             
assets                                                                                                                           
 
</TABLE>
 
* ANNUALIZED
(dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED
AND WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE
PERIODS SHOWN.
(dagger)(dagger) SEE NOTE 5 OF NOTES TO FINANCIAL STATEMENTS.
U.S. GOVERNMENT PORTFOLIO - CLASS B
   
   
   
 
<TABLE>
<CAPTION>
<S>                                                                                   <C>              
                                                                                      April 4, 1994    
                                                                                      (Commencemen     
                                                                                      t of             
                                                                                      Operations) to   
                                                                                      March 31, 1995   
 
Selected Per-Share Data                                                                                
 
Net asset value, beginning of period                                                  $                
 
Income from Investment Operations                                                                      
 
 Net interest  income                                                                                  
 
Less Distributions                                                                                     
 
 From net interest income                                                                              
 
Net asset value, end of period                                                        $                
 
Total Return (dagger)                                                                                  
 
Ratios and Supplemental Data                                                                           
 
Net assets, end of period (000 omitted)                                               $                
 
Ratio of expenses to average net assets (dagger)(dagger)                                               
 
Ratio of expenses to average net assets before expense reductions (dagger)(dagger)                     
 
Ratio of net interest income to average net assets                                                     
 
</TABLE>
 
* ANNUALIZED
(dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED
AND WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE
PERIOD SHOWN.
(dagger)(dagger) SEE NOTE 5 OF NOTES TO FINANCIAL STATEMENTS.
DOMESTIC MONEY MARKET PORTFOLIO - CLASS A
   
   
   
 
 
 
<TABLE>
<CAPTION>
<S>                                                    <C>                    <C>         <C>         <C>         <C>              
                                                        Years Ended March 31                                       November 3,      
                                                                                                                   1989             
                                                                                                                   (Commenceme      
                                                                                                                   nt of            
                                                                                                                   Operations) to   
                                                                                                                   March 31,        
 
                                                        1994                   1993        1992        1991        1990             
 
Selected Per-Share Data                                                                                                             
 
Net asset value, beginning of period                    $ 1.000                $ 1.000     $ 1.000     $ 1.000     $ 1.000          
 
Income from Investment Operations                        .031                   .034        .054        .078        .035            
Net interest income                                                                                                                 
 
Less Distributions                                       (.031)                 (.034)      (.054)      (.078)      (.035)          
From net interest income                                                                                                            
 
Net asset value, end of period                          $ 1.000                $ 1.000     $ 1.000     $ 1.000     $ 1.000          
 
Total Return (dagger)                                    3.14%                  3.50%       5.50%       8.11%       3.52%           
 
Ratios and Supplemental Data                                                                                                        
 
Net assets, end of period (000 omitted)                 $ 656,976              $ 804,354   $ 558,727   $ 355,369   $ 330,974        
 
Ratio of expenses to average net assets (dagger)(dagger) .18%                   .18%        .18%        .18%        .06%*           
 
Ratio of expenses to average net assets before expense   .26%                   .26%        .29%        .30%        .43%*           
reductions  (dagger)(dagger)                                                                                                        
 
Ratio of net interest income to average net assets       3.09%                  3.43%       5.24%       7.79%       8.44%*          
 
</TABLE>
 
* ANNUALIZED
(dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED
AND WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE
PERIODS SHOWN.
(dagger)(dagger) SEE NOTE 5 OF NOTES TO FINANCIAL STATEMENTS.
DOMESTIC MONEY MARKET PORTFOLIO - CLASS B
   
   
   
 
<TABLE>
<CAPTION>
<S>                                                                                   <C>              
                                                                                      July 19, 1994    
                                                                                      (Commencemen     
                                                                                      t of             
                                                                                      Operations) to   
                                                                                      March 31, 1995   
 
Selected Per-Share Data                                                                                
 
Net asset value, beginning of period                                                  $                
 
Income from Investment Operations                                                                      
 
 Net interest  income                                                                                  
 
Less Distributions                                                                                     
 
 From net interest income                                                                              
 
Net asset value, end of period                                                        $                
 
Total Return (dagger)                                                                                  
 
Ratios and Supplemental Data                                                                           
 
Net assets, end of period (000 omitted)                                               $                
 
Ratio of expenses to average net assets (dagger)(dagger)                                               
 
Ratio of expenses to average net assets before expense reductions (dagger)(dagger)                     
 
Ratio of net interest income to average net assets                                                     
 
</TABLE>
 
* ANNUALIZED
(dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED
AND WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE
PERIOD SHOWN.
(dagger)(dagger) SEE NOTE 5 OF NOTES TO FINANCIAL STATEMENTS.
MONEY MARKET PORTFOLIO - CLASS A
   
   
   
 
 
 
<TABLE>
<CAPTION>
<S>       <C>          <C>          <C>          <C>          <C>          <C>          <C>          <C>          <C>              
                                                                                                                  July 5, 1985     
                                                                                                                  (Commencem       
Years Ended March 31,                                                                                              ent of           
                                                                                                                  Operations) to   
                                                                                                                   March 31,        
 
          1994         1993         1992         1991         1990         1989         1988         1987         1986             
 
Selected Per-Share  
Data           
 
Net asset 
value,    $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000          
beginning of                                                                                                                     
period                                                                                                                           
 
Income from                                                                                                                     
Investment                                                                                                                        
Operations                                                                                                                       
 
 Net 
interest 
income     .032         .035         .055         .078         .089         .080         .069         .064         .059            
 
Less Distributions                                                                                                               
 
 From net 
interest   (.032)       (.035)       (.055)       (.078)       (.089)       (.080)       (.069)       (.064)       (.059)          
income                                                                                                                           
 
Net asset 
value, end 
of         $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000          
period                                                                                                                            
 
Total 
Return 
(dagger)   3.20         3.58         5.59         8.13         9.25         8.35         7.14         6.57         6.01%           
           %            %            %            %            %            %            %            %                             
 
Ratios and                                                                                                                      
Supplemental Data                                                                                                             
 
Net assets, 
end of    $ 3,200,27   $ 4,332,99   $ 3,990,39   $ 4,706,93   $ 4,127,87   $ 2,627,45   $ 2,524,76   $ 1,569,19   $ 960,784        
period 
(000 
omitted)  7            5            5            6            9            0            7            9                             
 
Ratio of 
expenses 
to         .18          .18          .18          .18          .20          .20          .20          .20          .19%*           
average 
net        %            %            %            %            %            %            %            %                             
assets (dagger)(dagger)                                                                                                         
 
Ratio of 
expenses 
to          .23          .23          .24          .25          .24          .24          .23          .23          .28%*           
average net 
assets     %            %            %            %            %            %            %            %                             
before                                                                                    
expense reductions                                                                                                             
(dagger)(dagger)                                                                                                              
 
Ratio of 
net 
interest   3.15         3.50         5.42         7.80         8.82         8.11         6.95         6.33         7.97%*          
income to 
average    %            %            %            %            %            %            %            %                             
net assets                                                                                                                     
 
</TABLE>
 
* ANNUALIZED
(dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED
AND WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE
PERIODS SHOWN.
(dagger)(dagger) SEE NOTE 5 OF NOTES TO FINANCIAL STATEMENTS.
MONEY MARKET PORTFOLIO - CLASS B
   
   
   
 
<TABLE>
<CAPTION>
<S>                                                                                   <C>              
                                                                                      November 17,     
                                                                                      1993             
                                                                                      (Commencemen     
                                                                                      t of             
                                                                                      Operations) to   
                                                                                      March 31, 1994   
 
Selected Per-Share Data                                                                                
 
Net asset value, beginning of period                                                  $ 1.000          
 
Income from Investment Operations                                                                      
 
 Net interest  income                                                                  .011            
 
Less Distributions                                                                                     
 
 From net interest income                                                              (.011)          
 
Net asset value, end of period                                                        $ 1.000          
 
Total Return (dagger)                                                                  1.08%           
 
Ratios and Supplemental Data                                                                           
 
Net assets, end of period (000 omitted)                                               $ 89,463         
 
Ratio of expenses to average net assets (dagger)(dagger)                               .50%*           
 
Ratio of expenses to average net assets before expense reductions (dagger)(dagger)     .55%*           
 
Ratio of net interest income to average net assets                                     2.83%*          
 
</TABLE>
 
* ANNUALIZED
(dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED
AND WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE
PERIOD SHOWN.
(dagger)(dagger) SEE NOTE 5 OF NOTES TO FINANCIAL STATEMENTS.
FIDELITY U. S. TREASURY INCOME
   
   
   
 
 
 
<TABLE>
<CAPTION>
<S>                                           <C>                    <C>                  <C>                  <C>                  
                                              Years Ended July 31,                                             October 3, 1990      
                                                                                                               (Commencement        
                                                                                                               of Operations) to    
                                                                                                               July 31,             
 
                                                1994                   1993                 1992                 1991          
 
Selected Per-Share Data                                                                                                        
 
Net asset value, beginning of period          $ 1.000                $ 1.000              $ 1.000              $ 1.000              
 
Income from Investment Operations              .032                   .031                 .045                 .055                
Net interest income                                                                                                              
 
Less Distributions                             (.032)                 (.031)               (.045)               (.055)              
From net interest income                                                                                                       
 
Net asset value, end of period                $ 1.000                $ 1.000              $ 1.000              $ 1.000              
 
Total Return B                                 3.27%                  3.10%                4.64%                5.63%               
 
Ratios and Supplemental Data                                                                                                    
 
Net assets, end of period (000 omitted)       $ 1,049,170            $ 1,047,791          $ 1,197,559          $ 705,543            
 
Ratio of expenses to average net assets C     .20%                   .20%                 .20%                 .03%A               
 
Ratio of expenses to average net assets before 
expense                                       .42%                   .42%                 .42%                 .42%A               
reductions C                                                                                                                    
 
Ratio of net interest income to average net 
assets                                         3.22%                  3.05%                4.43%                6.34%A              
 
</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 SEE NOTE 3 OF NOTES TO FINANCIAL STATEMENTS.
INSTITUTIONAL TAX-EXEMPT CASH PORTFOLIO
   
   
   
 
 
 
<TABLE>
<CAPTION>
<S> 
<C>                   <C>          <C>          <C>          <C>          <C>          <C>          <C>          <C>            
                              
Years Ended May 31,                                                                                              July 25,       
                                                                                                                  1985           
                                                                                                                 (Commence      
                                                                                                                  ment of        
                                                                                                                  Operations)    
                                                                                                                   to             
                                                                                                                   May 31,        
 
 1994                  1993         1992         1991         1990         1989         1988         1987         1986           
 
Selected Per-Share       
Data                     
 
Net asset value,              
$ 1.000               $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000        
beginning         
of period                
 
Income from                    
.024                  .026         .040         .053         .058         .058         .046         .042         .044          
Investment               
Operations               
Net interest income      
 
Less Distributions             
(.024)                (.026)       (.040)       (.053)       (.058)       (.058)       (.046)       .042         .044          
From net interest        
income                   
 
Net asset value, end          
$ 1.000               $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000      $ 1.000        
of period                
 
Total Return (dagger)          
2.44                  2.66         4.02         5.40         6.00         5.97         4.72         4.28         4.51%         
%                     %            %            %            %            %            %            %                           
 
Ratios and               
Supplemental Data        
 
Net assets, end of            
$ 2,390,66            $ 2,239,03   $ 2,556,99   $ 2,116,84   $ 1,984,63   $ 2,006,86   $ 2,080,84   $ 1,850,05   $ 1,162,939    
period                        
3                     1            5            1            6            7            6            3                           
(000 omitted)            
 
Ratio of expenses to           
.18                   .18          .18          .18          .20          .20          .20          .20          .19%*         
average                       
%                     %            %            %            %            %            %            %                           
net assets(dagger)(dagger)
 
Ratio of expenses to           
.24                   .24          .25          .23          .23          .24          .22          .23          .25%*         
average                       
%                     %            %            %            %            %            %            %                           
net assets before        
expense                  
reductions(dagger)(dagger)  
 
Ratio of net interest          
2.41                  2.62         3.90         5.28         5.82         5.80         4.65         4.20         5.18%*        
income to                     
%                     %            %            %            %            %            %            %                           
average net assets       
 
</TABLE>
 
* ANNUALIZED
(dagger) TOTAL RETURNS FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED
AND WOULD HAVE BEEN LOWER HAD CERTAIN EXPENSES NOT BEEN REDUCED DURING THE
PERIODS SHOWN.
(dagger)(dagger) SEE NOTE 3 OF NOTES TO FINANCIAL STATEMENTS.
PERFORMANCE
Money market fund performance can be measured as TOTAL RETURN or YIELD. 
EXPLANATION OF TERMS
TOTAL RETURN is the change in value of an investment in fund over a given
period, assuming reinvestment of any dividends and capital gains. A
CUMULATIVE TOTAL RETURN reflects actual performance over a stated period of
time. An AVERAGE ANNUAL TOTAL RETURN is a hypothetical rate of return that,
if achieved annually, would have produced the same cumulative total return
if performance had been constant over the entire period. Average annual
total returns smooth out variations in performance; they are not the same
as actual year-by-year results.
YIELD refers to the income generated by an investment in a fund over a
given period of time, expressed as an annual percentage rate.
When a yield assumes that income earned is reinvested, it is called an
EFFECTIVE YIELD.
A TAX-EQUIVALENT YIELD shows what an investor would have to earn before
taxes to equal a tax-free yield.
Seven-day yield illustrates the income earned by an investment in a money
market fund over a recent seven-day period. Since money market funds
maintain a stable $1.00 share price, current seven-day yields are the most
common illustration of money market fund performance.
The funds' recent strategies, performance, and holdings are detailed twice
a year in financial reports, which are sent to all shareholders.
For current performance call Fidelity.
THE FUNDS IN DETAIL
 
 
CHARTER
EACH FUND IS A MUTUAL FUND: an investment that pools shareholders' money
and invests it toward a specified goal. Treasury, Treasury II, Domestic,
Money Market and Government are diversified series of Fidelity
Institutional Cash Portfolios, an open-end management investment company
organized as a Delaware business trust on May 30, 1993. Treasury Only is a
diversified series of Daily Money Fund, an open-end management investment
company organized as a Delaware business trust on September 30, 1993.
Tax-Exempt is a series of Fidelity Institutional Tax-Exempt Cash
Portfolios, an open-end management investment company organized as a
Delaware business trust organized on January 29, 1992.  Each trust is an
open-end management investment company.  There is a remote possibility that
one fund might become liable for a misstatement in the prospectus about
another fund.
Each fund of FICP is comprised of two classes of shares, Class A and Class
B.  Each class shares a common investment objective and investment
portfolio.  The classes may have different sales charges and other expenses
which may affect performance.
EACH FUND IS GOVERNED BY A BOARD OF TRUSTEES which is responsible for
protecting the interests of shareholders. The trustees are experienced
executives who meet throughout the year to oversee the funds' activities,
review contractual arrangements with companies that provide services to the
funds, and review the funds' performance. The majority of trustees are not
otherwise affiliated with Fidelity.
THE FUNDS MAY HOLD SPECIAL MEETINGS AND MAIL PROXY MATERIALS. These
meetings may be called to elect or remove trustees, change fundamental
policies, approve a management contract, or for other purposes.
Shareholders not attending these meetings are encouraged to vote by proxy.
The transfer agent will mail proxy materials in advance, including a voting
card and information about the proposals to be voted on. You are entitled
to one vote for each share you own. 
Separate votes are taken by each class of shares, fund, or trust, if a
matter affects just that class of shares, fund, or trust, respectively.
FMR AND ITS AFFILIATES
Fidelity Investments is one of the largest investment management
organizations in the United States and has its principal business address
at 82 Devonshire Street, Boston, Massachusetts 02109. It includes a number
of different subsidiaries and divisions which provide a variety of
financial services and products. The funds employ various Fidelity
companies to perform activities required for their operation.
The funds are managed by FMR, which handles their business affairs. FMR
Texas Inc. (FMR Texas) has primary responsibility for providing investment
management services.
As of _______, 1995, FMR advised funds having approximately ___ million
shareholder accounts with a total value of more than $___ billion.
Fidelity investment personnel may invest in securities for their own
account pursuant to a code of ethics that establishes procedures for
personal investing and restricts certain transactions.
FDC distributes and markets Fidelity's funds and services. Fidelity
Investments Institutional Operations Company (FIIOC) performs transfer
agent servicing functions for the funds.
FMR Corp. is the ultimate parent company of FMR and FMR Texas. Through
ownership of voting common stock, members of the Edward C. Johnson 3d
family form a controlling group with respect to FMR Corp.  Changes may
occur in the Johnson family group, through death or disability, which would
result in changes in each individual family member's holding of stock. 
Such changes could result in one or more family members becoming holders of
over 25% of the stock.  FMR Corp. has received an opinion of counsel that
changes in the composition of the Johnson family group under these
circumstances would not result in the termination of the funds' management
or distribution contracts and, accordingly, would not require a shareholder
vote to continue operation under those contracts.
UMB Bank, n.a. (UMB) is Tax-Exempt's transfer agent, although it employs
FIIOC to perform these functions. UMB is located at 1010 Grand Avenue,
Kansas City, Missouri.
To carry out the funds' transactions, FMR may use its broker-dealer
affiliates and other firms that sell fund shares, provided that a fund
receives services and commission rates comparable to those of other
broker-dealers.
INVESTMENT PRINCIPLES AND RISKS
EACH FUND OF FICP seeks to obtain as high a level of current income as is
consistent with the preservation of principal and liquidity within the
standards prescribed for the fund.
TREASURY, under normal conditions, invests at least 65% of its total assets
in U.S. Treasury bills, notes and bonds and repurchase agreements backed by
those obligations. These operating policies may be changed upon 90 days'
notice to shareholders.
TREASURY II, under normal conditions, invests 100% of its total assets in
U.S. Treasury bills, notes and bonds and other direct obligations of the
U.S. Treasury. The fund may also engage in repurchase agreements backed by
those obligations. These operating policies may be changed upon 90 days'
notice to shareholders.
GOVERNMENT  invests in U.S. Government obligations issued or guaranteed as
to principal and interest by the U.S. Government, including bills, notes,
bonds and other U.S. Treasury debt securities, and instruments issued by
U.S. Government instrumentalities or agencies.
DOMESTIC  invests in U.S. dollar-denominated money market instruments of
domestic issuers rated in the highest rating category by at least two
nationally recognized rating services, or by one if only one rating service
has rated an obligation. The fund may purchase unrated obligations
determined to be of equivalent quality pursuant to procedures adopted by
the Board of Trustees. Under normal conditions, the fund will invest more
than 25% of its total assets in obligations of companies in the financial
services industry.
MONEY MARKET invests in high quality, U.S. dollar-denominated money market
instruments of domestic and foreign issuers. Under normal conditions, the
fund will invest more than 25% of its total assets in obligations of
companies in the financial services industry.
TAX-EXEMPT seeks as high a level of interest income exempt from federal
income tax, as is consistent with a portfolio of high quality, short-term
municipal obligations selected on the basis of liquidity and stability of
principal. 
The fund, under normal conditions, will invest so that at least 80% of its
income distributions are exempt from federal income tax.  The fund does not
currently intend to purchase municipal obligations that are subject to the
federal alternative minimum tax.
The fund invests primarily in high quality, short-term municipal
securities, but also may invest in high quality, long-term fixed, variable,
or floating rate instruments (including tender option bonds) whose features
give them interest rates, maturities, and prices similar to short-term
instruments.  Pursuant to procedures adopted by the Board of Trustees, the
fund may purchase securities that FMR believes present minimal credit
risks.  Securities must be rated, in accordance with applicable rules,in
the highest rating category for short-term securities by at least one
nationally recognized statistical rating organization (NRSRO) and rated in
one of the two highest categories for short-term securities by another
NRSRO if rated by more than one NRSRO; or, if unrated, judged by FMR to be
equivalent quality to those securities rated in the highest short-term
rating category, pursuant to procedures adopted by the Board of Trustees. 
The fund's policy regarding limiting investments to the highest rating
category may be changed upon 90 days' prior notice to shareholders.
FMR normally invests the fund's assets according to its investment strategy
and does not expect to invest in federally taxable obligations. The fund
also reserves the right to hold a substantial amount of uninvested cash or
to invest more than normally permitted in federally taxable obligations for
temporary, defensive purposes.
TREASURY ONLY seeks as high a level of current income as is consistent with
the security of principal and liquidity, and to maintain a constant NAV of
$1.00. 
The fund invests only in U.S. Treasury securities, including bills, notes,
bonds and other direct obligations of the U.S. Treasury that are guaranteed
as to payment of principal and interest by the full faith and credit of the
U.S. Government.
The fund will invest in those securities whose interest is specifically
exempt from state and local income taxes under federal law; such interest
is not exempt from federal income tax.
The funds follow industry-standard guidelines on the quality and maturity
of their investments, which are designed to help maintain a stable $1.00
share price. The funds will purchase only high-quality securities that FMR
believes present minimal credit risks and will observe maturity
restrictions on securities they buy. In general, securities with longer
maturities are more vulnerable to price changes, although they may provide
higher yields. It is possible that a major change in interest rates or a
default on the funds' investments could cause their share prices (and the
value of your investment) to change. It is important to note that the funds
are not guaranteed by the U.S. Government.
Each fund stresses income (tax-free income in the case of Tax-Exempt),
preservation of capital, and liquidity, and does not seek the higher yields
or capital appreciation than more aggressive investments may provide. Each
fund's yield will vary from day to day, generally reflecting current
short-term interest rates and other market conditions.
SECURITIES AND INVESTMENT PRACTICES
The following pages contain more detailed information about types of
instruments in which a fund may invest, and strategies FMR may employ in
pursuit of a fund's investment objective. A summary of risks and
restrictions associated with these instrument types and investment
practices is included as well. A complete listing of each fund's policies
and limitations and more detailed information about each fund's investments
is contained in a fund's SAI. Policies and limitations are considered at
the time of purchase; the sale of instruments is not required in the event
of a subsequent change in circumstances.
FMR may not buy all of these instruments or use all of these techniques to
the full extent permitted unless it believes that doing so will help a fund
achieve its goal. Current holdings and recent investment strategies are
described in a fund's financial reports, which are sent to shareholders
twice a year. For a free SAI or financial report, call 1-800-843-3001. 
MONEY MARKET SECURITIES are high-quality, short-term obligations issued by
the U.S. Government, corporations, financial institutions, municipalities,
local and state governments, and other entities.  These obligations may
carry fixed, variable, or floating interest rates.  Some money market
securities employ a trust or other similar structure to modify the
maturity, price characteristics, or quality of financial assets so that
they are eligible investments for money market funds.  A security's credit
may be enhanced by a bank, insurance company, or other entity.  If the
structure does not perform as intended, adverse tax or investment
consequences may result.   
U.S. GOVERNMENT MONEY MARKET SECURITIES are short-term debt obligations
issued or guaranteed by the U.S. Treasury or by an agency or
instrumentality of the U.S. Government. Not all U.S. Government securities
are backed by the full faith and credit of the United States. For example,
securities issued by the Federal Farm Credit Bank or by the Federal
National Mortgage Association are supported by the instrumentality's right
to borrow money from the U.S. Treasury under certain circumstances.
However, securities issued by the Financing Corporation are supported only
by the credit of the entity that issued them.
RESTRICTIONS:  Treasury and Treasury II will not invest in securities
issued or guaranteed by U.S. Government agencies, instrumentalities, or
government-sponsored enterprises that are not backed by the full faith and
credit of the United States.
MUNICIPAL SECURITIES are issued to raise money for a variety of public or
private purposes, including general financing for state and local
governments, or financing for specific projects or public facilities. They
may be issued in anticipation of future revenues, and may be backed by the
full taxing power of a municipality, the revenues from a specific project,
or the credit of a private organization.  The value of some or all
municipal securities may be affected by uncertainties in hte municipal
market related to legislation or litigation involving the taxation of
municipal securities or the rights of municipal securities holders.  A fund
may own a municipal security directly or through a participation interest.
FOREIGN SECURITIES may involve different risks than domestic securities,
including risks relating to the political and economic conditions of the
foreign country involved, which could affect the payment of principal or
interest.  Issuers of foreign securities include foreign governments,
corporations, and banks.
RESTRICTIONS:  Domestic, Government, Treasury, Treasury II, Treasury Only,
and Tax-Exempt may not invest in foreign securities. Money Market may not
invest in foreign securities unless they are denominated in U.S. dollars.
ASSET-BACKED SECURITIES include (i) interests in pools of mortgages, loans,
or receivables, (ii) pools of purchase contracts, financing leases, or
sales agreements entered into by municipalities, or (iii) pools of other
assets. Payment of principal and interest may be largely dependent upon the
cash flows generated by the assets backing the securities. Securities
backed by assets related to municipalities usually rely on continued
payments by such municipalities.
VARIABLE AND FLOATING RATE SECURITIES have interest rates that are
periodically adjusted either at specific intervals or whenever a benchmark
rate changes.  These interest rate adjustments are designed to help
stabilize the security's price.
STRIPPED SECURITIES are the separate income or principal components of a
debt security. Their risks are similar to those of other money market
securities, although they may be more volatile.
REPURCHASE AGREEMENTS. In a repurchase agreement, a fund buys a security at
one price and simultaneously agrees to sell it back at a higher price.
Delays or losses could result if the other party to the agreement defaults
or becomes insolvent.
RESTRICTIONS. Treasury Only does not currently intend to engage in
repurchase agreements.
REVERSE REPURCHASE AGREEMENTS. In a reverse repurchase agreement, a fund
temporarily transfers possession of a portfolio instrument to another party
in return for cash. This could increase the risk of fluctuation in the
fund's yield or in the market value of its assets.
RESTRICTIONS. Subject to revision upon 90 days' notice to shareholders,
Treasury Only will not engage in reverse repurchase agreements.  Tax-Exempt
does not intend to engage in reverse repurchase agreements.
OTHER MONEY MARKET SECURITIES may include commercial paper, certificates of
deposit, bankers' acceptances, and time deposits.
MUNICIPAL LEASE OBLIGATIONS are used by municipalities to acquire land,
equipment, or facilities. If the municipality stops making payments or
transfers its obligations to a private entity, the obligation could lose
value or become taxable.
OTHER MUNICIPAL SECURITIES may include zero coupon bonds, and obligations
of U.S. territories and possessions such as Guam, the Virgin Islands, and
Puerto Rico, and their political subdivisions and public corporations.  The
economy of Puerto Rico is closely linked to the U.S. economy, and will be
affected by the strength of the U.S. dollar, interest rates, the price
stability of oil imports, and the continued existence of favorable tax
incentives.  Recent legislation revised these incentives, but the
government of Puerto Rico anticipates only a slight reduction in the
average real growth rates for the economy.
PUT FEATURES entitle the holder to put (sell back) a security to the issuer
or a financial intermediary. In exchange for this benefit, a fund may pay
periodic fees or accept a lower interest rate. The credit quality of the
investment may be affected by the creditworthiness of the put provider.
Demand features, standby commitments, and tender options are types of put
features.
PRIVATE ENTITIES may be involved in some municipal securities. For example,
industrial revenue bonds are backed by private entities, and resource
recovery bonds often involve private corporations. The viability of a
project or tax incentives could affect the value and credit quality of
these securities.
ILLIQUID AND RESTRICTED SECURITIES. Some investments may be determined by
FMR, under the supervision of the Board of Trustees, to be illiquid, which
means that they may be difficult to sell promptly at an acceptable price.
The sale of some illiquid and, and some other securities, may be subject to
legal restrictions. Difficulty in selling securities may result in a loss
or may be costly to a fund.
RESTRICTIONS. A fund may not purchase a security if, as a result, more than
10% of its net assets would be invested in illiquid securities. Government,
Treasury, Treasury II and Treasury Only may not invest in restricted
securities.
WHEN-ISSUED AND DELAYED-DELIVERY TRANSACTIONS are trading practices in
which payment and delivery for the securities take place at a future date.
The market value of a security could change during this period, which could
affect the market value of a fund's assets.
FINANCIAL SERVICES INDUSTRY. Companies in the financial services industry
are subject to various risks related to that industry, such as government
regulation, changes in interest rates, and exposure on loans, including
loans to foreign borrowers. If a fund invests substantially in this
industry, its performance may be affected by conditions affecting the
industry.
DIVERSIFICATION. Diversifying a fund's investment portfolio can reduce the
risks of investing. This may include limiting the amount of money invested
in any one issuer or, on a broader scale, in any one industry or type of
project. Economic, business, or political changes can affect all securities
of a similar type.
RESTRICTIONS: Each fund (other than Treasury Only and Tax-Exempt) may not
purchase a security, if, as a result, more than 5% of its total assets
would be invested in any issuer, except that, with respect to 25% of its
total assets, each fund (other than Treasury Only and Tax-Exempt) may
invest up to 10% of its total assets in the securities of any issuer.
With respect to 75% of its total assets,Tax-Exempt may not purchase a
security if, as a result, more than 5% of its total assets would be
invested in the securities of a single issuer. These limitations do not
apply to U.S. Government securities.
BORROWING. Each fund may borrow from banks or from other funds advised by
FMR, or through reverse repurchase agreements, and may make additional
investments while borrowings are outstanding.
RESTRICTIONS:  Each fund, other than Tax-Exempt, may borrow only for
temporary or emergency purposes, or engage in reverse repurchase
agreements, but not in an amount exceeding 33% of its total assets.
Tax-Exempt may borrow only for temporary or emergency purposes, but not in
an amount exceeding 33% of its total assets.
LENDING. Lending securities to broker-dealers and institutions, including
FBSI, an affiliate of FMR, is a means of earning income. This practice
could result in a loss or a delay in recovering a fund's securities. A fund
may also lend money to other funds advised by FMR and to issuers in
connection with certain direct debt transactions.
RESTRICTIONS: Loans, in the aggregate, may not exceed 33% of a fund's total
assets.  Treasury Only does not intend to engage in lending.
FUNDAMENTAL INVESTMENT POLICIES AND RESTRICTIONS
Some of the policies and restrictions discussed on the preceding pages are
fundamental, that is, subject to change only by shareholder approval. The
following paragraphs restate all those that are fundamental. All policies
stated throughout this prospectus, other than those identified in the
following paragraphs, can be changed without shareholder approval. 
Each of Domestic, Money Market, Government, Treasury and Treasury II seeks
to obtain as high a level of current income as is consistent with the
preservation of principal and liquidity within the    limitations    
prescribed for the fund.
Tax-Exempt seeks as high a level of interest income exempt from federal
income tax, as is consistent with a portfolio of high quality, short-term
municipal obligations selected on the basis of liquidity and stability of
principal.
Treasury Only seeks as high a level of current income as is consistent with
the security of principal and liquidity, and to maintain a constant NAV of
$1.00.
Each fund (other than Treasury Only and Tax-Exempt) may not purchase a
security, if, as a result, more than 5% of its total assets would be
invested in any issuer, except that, with respect to 25% of its total
assets, each fund (other than Treasury Only and Tax-Exempt) may invest up
to 10% of its total assets in the securities of any issuer.
With respect to 75% of its total assets, Tax-Exempt may not purchase a
security if, as a result, more than 5% of its total assets would be
invested in the securities of a single issuer. These limitations do not
apply to U.S. Government securities.
Each fund, other than Tax-Exempt, may borrow only for temporary or
emergency purposes, or engage in reverse repurchase agreements, but not in
an amount exceeding 33% of its total assets. Tax-Exempt may borrow only for
temporary or emergency purposes, but not in an amount exceeding 33% of its
total assets.
Loans, in the aggregate, may not exceed 33% of  total assets.
BREAKDOWN OF EXPENSES
Like all mutual funds, the funds pay fees related to their daily
operations. For each fund, expenses paid out of a fund's assets are
reflected in that class's share price or dividends; they are neither billed
directly to shareholders nor deducted from shareholder accounts.
Each fund pays a MANAGEMENT FEE to FMR for managing its investments and
business affairs. FMR in turn pays fees to an affiliate who provides
assistance with these services. Each fund also pays OTHER EXPENSES, which
are explained below.
MANAGEMENT FEE
FMR HAS SUB-ADVISORY AGREEMENTS with FMR Texas, which has primary
responsibility for providing investment management for each fund, while FMR
retains responsibility for providing each fund with other management
services. For these services, FMR pays FMR Texas 50% of each fund's
management fee (before expense reimbursements). For fiscal 1995, FMR paid
FMR Texas the following percentages of each funds average net assets. 
FUND NAME       PERCENTAG    
                E OF         
                AVERAGE      
                NET ASSETS   
 
Domestic                     
 
Money Market                 
 
Government                   
 
Treasury                     
 
Treasury II                  
 
Tax-Exempt                   
 
Treasury Only                
 
OTHER EXPENSES
While the management fee is a significant component of each fund's annual
operating costs, the funds have other expenses as well.
FIIOC performs transfer agency, dividend disbursing and shareholder
servicing functions for Class A shares of each fund other than Tax-Exempt. 
Fidelity Service Co. (FSC) calculates the NAV and dividends for Class A of
each fund other than Tax-Exempt, maintains the general accounting records 
for Class A of each fund other than Tax-Exempt, and administers the
securities lending program for each fund other than Tax-Exempt, Treasury II
and Treasury Only.  For fiscal 1995, FIIOC and FSC received the following
fees:
FUND NAME       PERCENTAG     PERCENTAG    
                E OF CLASS    E OF THE     
                A'SAVERAG     FUND'SAVER   
                E NET         AGE NET      
                ASSETS        ASSETS       
                PAID TO       PAID TO      
                FIIOC         FSC          
 
Domestic                                   
 
Money Market                               
 
Government                                 
 
Treasury                                   
 
Treasury II                                
 
Treasury Only                              
 
UMB performs transfer agency, dividend disbursing and shareholder servicing
functions for Class A shares of Tax-Exempt. UMB has entered into
sub-arrangements pursuant to which FIIOC performs certain transfer agency,
dividend disbursing and shareholder services for Class A shares of
Tax-Exempt.  UMB has entered into sub-arrangements pursuant to which FSC
calculates the NAV and dividends for Class A shares of Tax-Exempt, and
maintains the fund's general accounting records.  All of the fees are paid
to FIIOC or FSC by UMB, which is reimbursed by Class A, or the fund, as
applicable, for such payments. 
In fiscal 1995, fees paid by UMB to FIIOC on behalf of Class A Tax-Exempt
amounted to ___% of Class A's average net assets, and fees paid by UMB to
FSC on behalf of Tax-Exempt amounted to ___% of the fund's average net
assets.
Class A of each fund has adopted a DISTRIBUTION AND SERVICE PLAN. Each plan
recognizes that FMR may use its resources, including management fees, to
pay expenses associated with the sale of fund shares. This may include
payments to third parties, such as banks or broker-dealers, that provide
shareholder support services or engage in the sale of the funds' shares.
The Board of Trustees of each fund has not authorized such payments. Each
fund does not pay FMR separate fees for this service.
Class A of each fund also pays other expenses, such as legal, audit, and
custodian fees; in some instances, proxy solicitation costs; and the
compensation of trustees who are not affiliated with Fidelity.
YOUR ACCOUNT
 
 
HOW TO BUY SHARES
EACH CLASS'S SHARE PRICE, called net asset value (NAV), is calculated every
business day.  The funds are managed to keep share prices stable at $1.00.
Each fund's shares are sold without a sales charge.
Shares are purchased at the next NAV calculated after your order is
received and accepted by the transfer agent.  NAV is normally calculated at
12:00 p.m., Eastern time for Treasury Only and Tax-Exempt; 3:00 p.m.
Eastern Time for Domestic, Money Market, Government, and Treasury; and 3:00
p.m. and 5:00 p.m. Eastern time for Treasury II.
IF YOU ARE NEW TO FIDELITY, an initial investment must be preceded or
accompanied by a completed, signed application, which  should be forwarded
to: 
 Fidelity Client Services
 Fidelity Institutional Money Market     Funds
 FIIOC, ZR5
 P.O. Box 1182
 Boston, MA 02103-1182
IF YOU ALREADY HAVE MONEY INVESTED IN A FIDELITY FUND, YOU CAN
(small solid bullet) Wire money into your account, or
(small solid bullet) Open an account by exchanging from the same class of  
      any fund that is offered through this prospectus. 
Investments in the funds must be made using the Federal Reserve Wire
System.  Checks will not be accepted as a means of investment.
BY TELEPHONE. For wiring information and instructions, you should call the
Financial Institution through which you trade or Fidelity Client Services.
There is no fee imposed by the funds for wire purchases. However, if you
buy shares through a Financial Institution, the Financial Institution may
impose a fee for wire purchases.
Fidelity Client Services:
Nationwide............................1-800-843-3001
In order to receive same-day acceptance of your investment, you must
telephone Institutional Trading between 8:30 a.m. and 12:00 p.m. Eastern
time for Tax-Exempt  and Treasury Only; 8:30 a.m. and 3:00 p.m. Eastern
time for Domestic, Money Market, Government and Treasury ; and 8:30 a.m.
and 5:00 p.m. Eastern time for Treasury II, on days the fund is open for
business to advise them of the wire and to place the trade.
In order to receive same day acceptance of your investment in Treasury II
after 3:00 pm, you must telephone Institutional Trading before 5:00 p.m.
Eastern time to place the trade and must obtain a wire reference number for
each trade.  Wire purchases must be received by Institutional Trading
before 5:15 p.m. Eastern time for Treasury II. Wire reference numbers are
assigned exclusively by telephone and are effective for one transaction
only. Wired money for purchases placed after 3:00 p.m. Eastern time that is
not properly identified with a wire reference number will be returned to
the bank from which it was wired and will not be credited to your account.
You will receive dividends on the day of your investment, provided (i) you
telephone Fidelity Client Services between 8:30 a.m. and 12:00 p.m. Eastern
time for Treasury Only and Tax-Exempt; 8:30 a.m. and 3:00 p.m. Eastern time
for Domestic, Money Market,  Government, and Treasury ; and 8:30 a.m. and
5:00 p.m. Eastern time for Treasury II, on days the fund is open for
business to advise them of the wire and to place the trade,  and (ii) the
fund's custodian bank receives the wire(4/10 KV WILL CHECK WITH MARKETING:)
by 5:15 p.m., Eastern time on the day the purchase order is accepted.
You will be entitled to the dividend declared by Class A shares of a fund
provided the fund's custodian bank receives the wire on the day the
purchase order is accepted. You are advised to wire funds as early in the
day as possible and to provide advance notice to Institutional Trading for
large transactions. If Institutional Trading is not advised of a purchase
prior to the stated cutoff time, or if clearinghouse funds are transmitted
via the Bank Wire system, the order will not be accepted.
MINIMUM INVESTMENTS - FICP AND TAX-EXEMPT
TO OPEN AN ACCOUNT  $1,000,000
MINIMUM BALANCE $1,000,000
MINIMUM INVESTMENT - TREASURY ONLY
TO OPEN AN ACCOUNT  $100,000
MINIMUM BALANCE $100,000
HOW TO SELL SHARES
You can arrange to take money out of your Class A account at any time by
selling (redeeming) some or all of your shares. Your shares will be sold at
the next NAV calculated after your order is received and accepted by the
transfer agent.  NAV is normally calculated at 12:00 p.m. Eastern time for
Tax-Exempt  and Treasury Only, 3:00 p.m. Eastern time for Domestic, Money
Market, Government, and Treasury, and 3:00  and 5:00 p.m. Eastern time for
Treasury II.
A fund may take up to seven days to pay you, if making immediate payment
would adversely affect the fund.
IF YOU ARE SELLING SOME BUT NOT ALL OF YOUR SHARES, leave at least
$1,000,000 worth of shares in the account to keep it open.
BY TELEPHONE.  Redemption requests may be made by calling Institutional
Trading at the phone numbers listed on page ___.
You should be able to obtain a signature guarantee from a bank, broker,
dealer, credit union (if authorized under state law), securities exchange
or association, clearing agency, or savings association. A notary public
cannot provide a signature guarantee.
You may change the bank account(s) designated to receive redemption
proceeds at any time prior to making a redemption request. You should send
a letter of instruction, including a signature guarantee, to Fidelity
Client Services at the address shown on page ____. 
There is no fee imposed by the funds for wiring of redemption proceeds.
However, if you buy shares through a Financial Institution, the Financial
Institution may impose a fee for wire redemptions.
Redemption proceeds will be wired via the Federal Reserve Wire System to
the bank account of record. If a redemption request is received by
telephone between 8:30 a.m. and 12:00 p.m. Eastern time for Tax-Exempt and 
Treasury Only, 8:30 a.m. and 3:00 p.m. Eastern time for Domestic, Money
Market, Government, and Treasury, and 8:30 a.m. and 5:00 p.m. Eastern time
for redemptions from Treasury II, redemption proceeds will normally be
wired on the same day a redemption request is received. 
In order to begin investing in, or redeeming from Treasury II after 3:00
p.m. Eastern time, you must contact Fidelity Client Services one week in
advance to establish the requisite operational requirements for late
trading. Even after these procedures are in place, you are encouraged to
execute your trades prior to 3:00 p.m. Eastern time whenever possible.
INVESTOR SERVICES
Fidelity  provides a variety of services to help you manage your account.
INFORMATION SERVICES
STATEMENTS AND REPORTS that the transfer agent sends to you include the
following:
(small solid bullet) Confirmation statements (after every transaction,
except a reinvestment, that affects your account balance or your account
registration)
(small solid bullet) Account statements (monthly)
(small solid bullet) Financial reports (every six months)
To reduce expenses, only one copy of most financial reports will be mailed,
even if you have more than one account in the fund. Call 1-800-843-3001 if
you need additional copies of financial reports or historical account
information.
SUB-ACCOUNTING AND SPECIAL SERVICES. Special processing has been arranged
with FIIOC for institutions that wish to open multiple accounts (a master
account and sub-accounts). You may be required to enter into a separate
agreement with FIIOC. Charges for these services, if any, will be
determined based on the level of services to be rendered. 
SHAREHOLDER AND ACCOUNT POLICIES
 
 
DIVIDENDS, CAPITAL GAINS, AND TAXES
Each fund distributes substantially all of its net investment income and
capital gains, if any, to shareholders each year. Income dividends are
declared daily and paid monthly.
Income dividends declared are accrued daily throughout the month and are
distributed in the form of full and fractional Class A shares on the first
business day of the following month.  Based on prior approval of the fund,
dividends relating to Class A shares redeemed during the month can be
distributed in the form of full and fractional shares on the day of
redemption.  Each fund reserves the right to limit this service.
Shareholders may elect to receive dividend distributions in cash.
DISTRIBUTION OPTIONS
When you open an account, specify on your account application how you want
to receive your distributions. The funds offer two options:
1. REINVESTMENT OPTION. Your dividend and capital gain distributions, if
any, will be automatically reinvested in additional shares of the same
class of the fund. If you do not indicate a choice on your application, you
will be assigned this option.
2. CASH OPTION. You will be sent a wire for your dividend and capital gain
distributions, if any.
Dividends will be reinvested at each fund's Class A NAV on the last day of
the month. Capital gain distributions, if any, will be reinvested at the
NAV as of the record date of the distribution.
TAXES
As with any investment, you should consider how an investment in the funds
could affect you. Below are some of the funds' tax implications.  If your
account is not a tax-deferred retirement account, be aware of these tax
implications.
TAXES ON DISTRIBUTIONS. Interest income that Tax-Exempt earns is
distributed to shareholders as income dividends. Interest that is federally
tax-free remains tax-free when it is distributed. Distributions from all
other funds, however, are subject to federal income tax and may also be
subject to state or local taxes. If you live outside the United States,
your distributions from these funds could also be taxed by the country in
which you reside. Your distributions are taxable when they are paid,
whether you take them in cash or reinvest them.
For federal tax purposes, the income and short-term capital gains
distributions from each of Domestic, Money Market, Government, Treasury,
Treasury II, and Treasury Only are taxed as dividends. Long-term capital
gains distributions, if any, are taxed as long-term capital gains.
Mutual fund dividends from U.S. government securities are generally free
from state and local income taxes. However, particular states may limit
this benefit, and some types of securities, such as repurchase agreements
and some agency-backed securities, may not qualify for the benefit. In
addition, some states may impose intangible property taxes. You should
consult your own tax adviser for details and up-to-date information on the
tax laws in your state.
During the fiscal year ended March 31, 1995, the following percentages of
each fund's income distributions were from U.S. Government securities: ___%
for Government; __% for Treasury; __% for Treasury II; __% for Treasury
Only; and ___% for Tax-Exempt.
However, for shareholders of Tax-Exempt, gain on the sale of tax-free bonds
results in taxable distributions. For shareholders of the fund, short-term
capital gains and a portion of the gain on bonds purchased at a discount
are taxed as dividends; long-term capital gain distributions, if any, are
taxed as long-term capital gains.
Distributions are taxable when they are paid, whether you take them in cash
or reinvest them. However, distributions declared in December and paid in
January are taxable as if they were paid on December 31.
Every January, the Transfer Agent will send you and the IRS a statement
showing the taxable distributions paid to you in the previous year.
A portion of Tax-Exempt's dividends may be free from state or local taxes.
Income from investments in your state are often tax-free to you. Each year,
the transfer agent will send you a breakdown of Tax-Exempt's income from
each state to help you calculate your taxes.
During the fiscal year ended March 31, 1995, __% of Tax-Exempt's income
dividends was free from federal income tax.
EFFECT OF FOREIGN TAXES. Foreign governments may impose taxes on Money
Market and its investments and these taxes generally will reduce the fund's
distributions.
There are tax requirements that all funds must follow in order to avoid
federal taxation. In its effort to adhere to these requirements, the fund
may have to limit its investment activity in some types of instruments. 
TRANSACTION DETAILS
EACH FUND IS OPEN FOR BUSINESS and its NAV is calculated each day that both
the Federal Reserve Bank of New York (New York Fed) (for all funds other
than Tax-Exempt) or the Federal Reserve Bank of Kansas City (Kansas City
Fed) (for Tax-Exempt) and the New York Stock Exchange (NYSE) are open. The
following holiday closings have been scheduled for 1995: New Year's Day
(observed), Martin Luther King 's Birthday, Washington's Birthday, Good
Friday, Memorial Day, Independence Day, Labor Day, Columbus Day,
Thanksgiving Day, and Christmas Day.  Although FMR expects the same holiday
schedule to be observed in the future, the New York Fed, the Kansas City
Fed, or the NYSE may modify its holiday schedule at any time. On any day
that the New York Fed, the Kansas City Fed, or the NYSE closes early, the
principal government securities markets close early (such as on days in
advance of holidays generally observed by participants in such markets), or
as permitted by the SEC, the right is reserved to advance the time on that
day by which purchase and redemption orders must be received. 
To the extent that portfolio securities are traded in other markets on days
when the New York Fed, the Kansas City Fed, or the NYSE is closed, each
fund's NAV may be affected on days when investors do not have access to the
fund to purchase or redeem shares. Certain Fidelity funds may follow
different holiday closing schedules.
A CLASS' NAV is the value of a single share. The NAV of Class A of each
fund is computed by adding Class A's pro rata share of the value of each
fund's investments, cash, and other assets, subtracting Class A's pro rata
share of the value of the fund's liabilities, subtracting the liabilities
allocated to Class A, and dividing by the number of Class A shares of that
fund that are outstanding. Each fund values its portfolio securities on the
basis of amortized cost. This method minimizes the effect of changes in a
security's market value and helps each fund maintain a stable $1.00 share
price.
THE OFFERING PRICE (price to buy one share) and REDEMPTION PRICE (price to
sell one share) of Class A are its NAV. 
WHEN YOU SIGN YOUR ACCOUNT APPLICATION, you will be asked to certify that
your social security or taxpayer identification number is correct and that
you are not subject to 31% backup withholding for failing to report income
to the IRS. If you violate IRS regulations, the IRS can require a fund to
withhold 31% of your taxable distributions and redemptions.
YOU MAY INITIATE MANY TRANSACTIONS BY TELEPHONE. Fidelity and the transfer
agent may only be liable for losses resulting from unauthorized
transactions if they do not follow reasonable procedures designed to verify
the identity of the caller. Fidelity and the transfer agent will request
personalized security codes or other information, and may also record
calls. You should verify the accuracy of the confirmation statements
immediately after receipt. If you do not want the ability to redeem by
telephone, call the transfer agent for instructions. Additional
documentation may be required from corporations, associations and certain
fiduciaries.
EACH FUND RESERVES THE RIGHT TO SUSPEND THE OFFERING OF SHARES for a period
of time. Each fund also reserves the right to reject any specific purchase
order, including certain purchases by exchange. See "Exchange Restrictions"
on page __. Purchase orders may be refused if, in FMR's opinion, they would
disrupt management of a fund. 
TO ALLOW FMR TO MANAGE THE FUNDS MOST EFFECTIVELY, you are urged to
initiate all trades as early in the day as possible and to notify Fidelity
Client Services in advance of transactions in excess of $10 million for
Tax-Exempt and each FICP fund, and $5 million for Treasury Only.
WHEN YOU PLACE AN ORDER TO BUY SHARES, your shares will be purchased at the
next NAV calculated after your request is received and accepted by the
transfer agent. Note that all of your purchases must be made by federal
fund wire; checks will not be accepted for purchases.
Net interest income for dividend purposes is determined by FSC on a daily
basis and shall be payable to shareholders of record at the time of its
declaration (including, for this purpose, holders of Class A shares
purchased, but excluding holders of shares redeemed, on that day). 
The income declared for Treasury II is based on estimates of net interest
income for the fund. Actual income may differ from estimates and
differences, if any, will be included in the calculation of subsequent
dividends.
Shareholders of record as of 3:00 p.m. Eastern time (5:00 p.m. Eastern time
for Treasury II) will be entitled to dividends declared that day.
WHEN YOU PLACE AN ORDER TO SELL SHARES, your shares will be sold at the
next NAV calculated after your order is received and accepted. Note that
shares redeemed do not receive the dividend declared on the day of
redemption. 
When the NYSE, the Kansas City Fed, or the New York Fed is closed (or when
trading is restricted) for any reason other than its customary weekend or
holiday closings, or under any emergency circumstances as determined by the
SEC to merit such action, a fund may suspend redemption or postpone payment
dates. In cases of suspension of the right of redemption, the request for
redemption may either be withdrawn or payment may be made based on the NAV
next determined after the termination of the suspension.
IF YOUR ACCOUNT BALANCE FALLS BELOW $1,000,000 ($100,000 FOR TREASURY ONLY)
due to redemption, the account may be closed and the proceeds may be wired
to the bank account of record. You will be given 30 days notice that your
account will be closed unless it is increased to the minimum. 
THE TRANSFER AGENT MAY CHARGE A FEE FOR SPECIAL SERVICES, such as providing
historical account documents, that are beyond the normal scope of its
services. 
EXCHANGE RESTRICTIONS
As a shareholder you have the privilege of exchanging Class A shares of any
fund offered through this prospectus at no charge for Class A shares of any
other fund offered through this prospectus.
An exchange involves the redemption of all or a portion of the shares of
one fund and the purchase of shares of another fund.
BY TELEPHONE. Exchanges may be requested on any day a fund is open for
business by calling Institutional Trading (at the numbers listed on page
__) between 8:30 am and 12:00 pm Eastern time for Tax-Exempt and Treasury
Only; 8:30 am and 3:00 pm Eastern time for Domestic, Money Market,
Government and Treasury; and 8:30 a.m. and 5:00 p.m. Eastern time for
Treasury II.
BY MAIL. You may exchange shares on any business day by submitting written
instructions with an authorized signature which is on file for that
account. Written requests for exchanges should contain the fund name,
account number, and number of shares to be redeemed, and the name of the
fund to be purchased. Written requests for exchange should be mailed to
Fidelity Client Services at the address on page __.
WHEN YOU PLACE AN ORDER TO EXCHANGE SHARES, Class A shares will be redeemed
at the next determined NAV after your order is received and accepted.
Shares of the fund to be acquired will be purchased at its next determined
NAV after redemption proceeds are made available. You should note that,
under certain circumstances, a fund may take up to seven days to make
redemption proceeds available for the exchange purchase of shares of
another fund. In addition, please note the following:
(small solid bullet) Exchanges will not be permitted until a completed and
signed account application is on file. 
(small solid bullet) The fund you are exchanging into must be registered
for sale in your state.
(small solid bullet) You may only exchange between accounts that are
registered in the same name, address, and taxpayer identification number.
(small solid bullet) Before exchanging into a fund, read its prospectus.
(small solid bullet) If your order to exchange out of Treasury II is
received between 3:00 p.m. and 5:00 p.m. Eastern time, your money may not
be invested for one day, depending on the time at which orders are accepted
by the fund into which they are exchanging.
(small solid bullet) You will earn dividends in the acquired fund in
accordance with the fund's customary policy, normally on the day the
exchange request is received.
(small solid bullet) Exchanges may have tax consequences for you.
(small solid bullet) Each fund reserves the right to refuse exchange
purchases by any person or group if, in FMR's judgment, the fund would be
unable to invest the money effectively in accordance with its investment
objective and policies, or would otherwise potentially be adversely
affected.
(small solid bullet) Your exchanges may be restricted or refused if a fund
receives or anticipates simultaneous orders affecting significant portions
of a fund's assets. In particular, a pattern of exchanges that coincides
with a "market timing" strategy may be disruptive to a fund.
Although the funds will attempt to give you prior notice whenever they are
reasonably able to do so, they may impose these restrictions at any time.
The funds reserve the right to terminate or modify the exchange privilege
in the future. 
No dealer, sales representative or any other person has been authorized to
give any information or to make any representations, other than those
contained in this Prospectus and in the related SAI, in connection with the
offer contained in this Prospectus. If given or made, such other
information or representations must not be relied upon as having been
authorized by the fund or FDC. This Prospectus and the related SAI do not
constitute an offer by the fund or by FDC to sell or to buy shares of a
fund to any person to whom it is unlawful to make such offer.

FIDELITY INSTITUTIONAL MONEY MARKET FUNDS - CLASS A 
 
CROSS REFERENCE SHEET
FORM N-1A         
 
ITEM NUMBER   STATEMENT OF ADDITIONAL INFORMATION SECTION   
 
 
<TABLE>
<CAPTION>
<S>      <C>     <C>                            <C>                                             
10, 11           ............................   Cover Page; Table of Contents                   
 
12               ............................   *                                               
 
13       a - c   ............................   Investment Policies and Limitations             
 
         d       ............................   Portfolio Transactions                          
 
14       a - c   ............................   Trustees and Officers                           
 
15       a       ............................   *                                               
 
         b       ............................   Description of the Funds                        
 
         c       ............................   Trustees and Officers                           
 
16       a i     ............................   FMR                                             
 
           ii    ............................   Trustees and Officers                           
 
          iii    ............................   Management Contracts                            
 
         b,c,d   ............................   Management Contracts                            
 
         e       ............................   *                                               
 
         f       ............................   Distribution and Service Plans                  
 
         g       ............................   *                                               
 
         h       ............................   Description of the Funds                        
 
         i       ............................   Management Contracts                            
 
17       a       ............................   Portfolio Transactions                          
 
         b       ............................   Portfolio Transactions                          
 
         c       ............................   Portfolio Transactions                          
 
         d, e    ............................   *                                               
 
18       a       ............................   Description of the Funds                        
 
         b       ............................   *                                               
 
19       a       ............................   Additional Purchase, Exchange and Redemption    
                                                Information                                     
 
         b       ............................   Additional Purchase, Exchange and Redemption    
                                                Information; Valuation                          
 
         c       ............................   *                                               
 
20                                              Distributions and Taxes                         
 
21       a, b    ............................   Distribution and Service Plans; Management      
                                                Contracts                                       
 
         c       ............................   *                                               
 
22               ............................   Performance                                     
 
23               ............................   Financial Statements                            
 
</TABLE>
 
* Not Applicable
FIDELITY INSTITUTIONAL CASH PORTFOLIOS - CLASS A 
Domestic, Government, Money Market 
Treasury, Treasury II,
FIDELITY INSTITUTIONAL TAX-EXEMPT CASH PORTFOLIOS:
Tax-Exempt
DAILY MONEY FUND: 
Treasury Only
 
STATEMENT OF ADDITIONAL INFORMATION
 
JULY 1, 1995
This Statement of Additional Information (SAI) is not a prospectus but
should be read in conjunction with the funds' current Prospectus (dated
July 1, 1995).  Please retain this document for future reference.  The
funds' financial statements and financial highlights, included in the
Annual Report, for the fiscal year ended March 31, 1995, are incorporated
herein by reference.  To obtain an additional copy of the Prospectus or the
Annual Report, please call Fidelity Distributors Corporation at
1-800-544-8888.
TABLE OF CONTENTS
Page
Investment Policies and Limitations          
Portfolio Transactions          
Valuation          
Performance           
Additional Purchase, Exchange and Redemption Information      
Distributions and Taxes
FMR
Trustees and Officers
Management Contracts
Contracts with FMR Affiliates
Distribution and Service Plans
Description of the Funds
Financial Statements
Appendix
INVESTMENT ADVISER
Fidelity Management & Research Company (FMR)
SUB-ADVISER
FMR Texas Inc. (FMR Texas)
DISTRIBUTOR
Fidelity Distributors Corporation (FDC)
TRANSFER AGENT FOR TAXABLE FUNDS
Fidelity Investments Institutional Operations Company (FIIOC) 
TRANSFER AGENT FOR TAX-EXEMPT
UMB Bank, n.a. (UMB)
INVESTMENT POLICIES AND LIMITATIONS
 The following policies and limitations supplement those set forth in the
prospectus.  Unless otherwise noted, whenever an investment policy or
limitation states a maximum percentage of a fund's assets that may be
invested in any security or other asset, or sets forth a policy regarding
quality standards, such standard or percentage limitation shall be
determined immediately after and as a result of a fund's acquisition of
such security or other asset.  Accordingly, any subsequent change in
values, net assets, or other circumstances will not be considered when
determining whether the investment complies with each fund's investment
policies and limitations.
 Each fund's fundamental investment policies and limitations may not be
changed without approval by a "majority of the outstanding voting
securities" (as defined in the Investment Company Act of 1940 (1940 Act))
of each fund.  However, except for the fundamental investment limitations
set forth below, the investment policies and limitations described in this
SAI are not fundamental, and may be changed without shareholder approval.
INVESTMENT LIMITATIONS OF TREASURY
 THE FOLLOWING ARE TREASURY'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH
IN THEIR ENTIRETY.  THE FUND MAY NOT:
 (1)  purchase the securities of any issuer (other than obligations issued
or guaranteed as to principal and interest by the government of the United
States, its agencies or instrumentalities) if, as a result, more than 5% of
its total assets would be invested in the securities of such issuer,
provided, however, that with respect to 25% of its total assets, 10% of its
assets may be invested in the securities of an issuer;
 (2)  issue senior securities, except as permitted under the Investment
Company Act of 1940;
 (3)  borrow money, except that the fund may (i) borrow money for temporary
or emergency purposes (not for leveraging or investment) and (ii) engage in
reverse repurchase agreements for any purpose; provided that (i) and (ii)
in combination do not exceed 33 1/3% of the value of the fund's total
assets (including the amount borrowed) less liabilities (other than
borrowings).  Any borrowings that come to exceed this amount will be
reduced within three days (not including Sundays and holidays) to the
extent necessary to comply with the 33 1/3% limitation;
 (4)  underwrite securities issued by others, except to the extent that the
fund may be considered an underwriter within the meaning of the Securities
Act of 1933 in the disposition of restricted securities;
 (5)  purchase the securities of any issuer (other than securities issued
or guaranteed by the U.S. Government or any of its agencies or
instrumentalities) if, as a result, more than 25% of the fund's total
assets would be invested in the securities of companies whose principal
business activities are in the same industry;
 (6)  buy or sell real estate;
 (7)  lend any security or make any other loan if, as a result, more than
33 1/3% of its total assets would be lent to other parties, but this
limitation does not apply to purchases of debt securities or to repurchase
agreements;
 (8)  invest in oil, gas, or other mineral exploration or development
programs; or
 (9)  invest in companies for the purpose of exercising control or
management.
 (10)  The fund may, notwithstanding any other fundamental investment
policy or limitation, invest all of its assets in the securities of a
single open-end management investment company with substantially the same
fundamental investment objectives, policies and limitations as the fund.
 THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL, AND MAY BE
CHANGED WITHOUT SHAREHOLDER APPROVAL.
 (i)  The fund does not currently intend to sell securities short, unless
it owns or has the right to obtain securities equivalent in kind and amount
to the securities sold short, and provided that transactions in futures
contracts and options are not deemed to constitute selling securities
short.
 (ii)  The fund does not currently intend to purchase securities on margin,
except that the fund may obtain such short-term credits as are necessary
for the clearance of transactions, and provided that margin payments in
connection with futures contracts and options on futures contracts shall
not constitute purchasing securities on margin.
 (iii)  The fund may borrow money only (a) from a bank or from a registered
investment company or fund for which FMR or an affiliate serves as
investment adviser or (b) by engaging in reverse repurchase agreements with
any party.  The fund will not purchase any security while borrowings
(excluding reverse repurchase agreements) representing more than 5% of its
total assets are outstanding.  The fund will not borrow from other funds
advised by FMR or its affiliates if total outstanding borrowings
immediately after such borrowing would exceed 15% of the fund's total
assets. 
 (iv)  The fund does not currently intend to purchase or sell futures
contracts or call options.  This limitation does not apply to options
attached to, or acquired or traded together with, their underlying
securities, and does not apply to securities that incorporate features
similar to options or futures contracts.
 (v)  The fund does not currently intend to purchase any security if, as a
result, more than 10% of its net assets would be invested in securities
that are deemed to be illiquid because they are subject to legal or
contractual restrictions on resale or because they cannot be sold or
disposed of in the ordinary course of business at approximately the prices
at which they are valued.
 (vi)  The fund does not currently intend to (a) purchase securities of
other investment companies, except in the open market where no commission
except the ordinary broker's commission is paid, or (b) purchase or retain
securities issued by other open-end investment companies.  Limitations (a)
and (b) do not apply to securities received as dividends, through offers of
exchange, or as a result of a reorganization, consolidation, or merger.
 (vii)  The fund does not currently intend to make loans, but this
limitation does not apply to purchases of debt securities or to repurchase
agreements.
 (viii)  The fund does not currently intend to invest in interests in real
estate investment trusts that are not readily marketable, or to invest in
interests in real estate limited partnerships that are not listed on the
New York Stock Exchange or the American Stock Exchange or traded on the
NASDAQ National Market System.
 (ix)  The fund does not currently intend to purchase the securities of any
issuer if those officers and Trustees of the Trust and those officers and
directors of FMR who individually own more than 1/2 of 1% of the securities
of such issuer together own more than 5% of such issuer's securities.
 (x)  The fund does not currently intend to invest in oil, gas, or other
mineral exploration or development programs or leases.
 (xi)  The fund does not currently intend to invest all of its assets in
the securities of a single open-end management investment company managed
by Fidelity Management & Research Company or an affiliate or successor with
substantially the same fundamental investment objective, policies, and
limitations as the fund.
 For the fund's policies on quality and maturity, see section entitled
"Quality and Maturity" on page 12.
INVESTMENT LIMITATIONS OF TREASURY II
 THE FOLLOWING ARE TREASURY II'S FUNDAMENTAL INVESTMENT LIMITATIONS SET
FORTH IN THEIR ENTIRETY.  THE  FUND  MAY NOT:
 (1)  purchase the securities of any issuer (other than obligations issued
or guaranteed as to principal and interest by the government of the United
States, its agencies or instrumentalities) if, as a result, more than 5% of
its total assets would be invested in the securities of such issuer,
provided, however, that with respect to 25% of its total assets, 10% of its
assets may be invested in the securities of an issuer;
 (2)  issue senior securities, except as permitted under the Investment
Company Act of 1940;
 (3)  borrow money, except that the fund may (i) borrow money for temporary
or emergency purposes (not for leveraging or investment) and (ii) engage in
reverse repurchase agreements for any purpose; provided that (i) and (ii)
in combination do not exceed 33 1/3% of the value of the fund's total
assets (including the amount borrowed) less liabilities (other than
borrowings).  Any borrowings that come to exceed this amount will be
reduced within three days (not including Sundays and holidays) to the
extent necessary to comply with the 33 1/3% limitation;
 (4)  underwrite securities issued by others, except to the extent that the
fund may be considered an underwriter within the meaning of the Securities
Act of 1933 in the disposition of restricted securities;
 (5)  purchase the securities of any issuer (other than securities issued
or guaranteed by the U.S. Government or any of its agencies or
instrumentalities) if, as a result, more than 25% of the fund's total
assets would be invested in the securities of companies whose principal
business activities are in the same industry;
 (6)  buy or sell real estate;
 (7)  lend any security or make any other loan if, as a result, more than
33 1/3% of its total assets would be lent to other parties, but this
limitation does not apply to purchases of debt securities or to repurchase
agreements;
 (8)  invest in oil, gas, or other mineral exploration or development
programs; or
 (9)  invest in companies for the purpose of exercising control or
management.
 (10)  The fund may, notwithstanding any other fundamental investment
policy or limitation, invest all of its assets in the securities of a
single open-end management investment company with substantially the same
fundamental investment objectives, policies and limitations as the fund.
 THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL, AND MAY BE
CHANGED WITHOUT SHAREHOLDER APPROVAL.
 (i)  The fund does not currently intend to sell securities short, unless
it owns or has the right to obtain securities equivalent in kind and amount
to the securities sold short, and provided that transactions in futures
contracts and options are not deemed to constitute selling securities
short.
 (ii)  The fund does not currently intend to purchase securities on margin,
except that the fund may obtain such short-term credits as are necessary
for the clearance of transactions, and provided that margin payments in
connection with futures contracts and options on futures contracts shall
not constitute purchasing securities on margin.
 (iii)  The fund may borrow money only from a bank or from a registered
investment company or fund for which FMR or an affiliate serves as
investment adviser.  The fund will not purchase any security while
borrowings representing more than 5% of its total assets are outstanding. 
The fund will not borrow from other funds advised by FMR or its affiliates
if total outstanding borrowings immediately after such borrowing would
exceed 15% of the fund's total assets.  
 (iv)  The fund does not currently intend to purchase or sell futures
contracts or call options.  This limitation does not apply to options
attached to, or acquired or traded together with, their underlying
securities, and does not apply to securities that incorporate features
similar to options or futures contracts.
 (v)  The fund does not currently intend to (a) purchase securities of
other investment companies, except in the open market where no commission
except the ordinary broker's commission is paid, or (b) purchase or retain
securities issued by other open-end investment companies.  Limitations (a)
and (b) do not apply to securities received as dividends, through offers of
exchange, or as a result of a reorganization, consolidation, or merger.
 (vi)  The fund does not currently intend to make loans, but this
limitation does not apply to purchases of debt securities or to repurchase
agreements.
 (vii)  The fund does not currently intend to invest in interests in real
estate investment trusts that are not readily marketable, or to invest in
interests in real estate limited partnerships that are not listed on the
New York Stock Exchange or the American Stock Exchange or traded on the
NASDAQ National Market System.
 (viii)  The fund does not currently intend to purchase the securities of
any issuer if those officers and Trustees of the Trust and those officers
and directors of FMR who individually own more than 1/2 of 1% of the
securities of such issuer together own more than 5% of such issuer's
securities.
 (ix)  The fund does not currently intend to invest in oil, gas, or other
mineral exploration or development programs or leases.
 (x)  The fund does not currently intend to invest all of its assets in the
securities of a single open-end management investment company managed by
Fidelity Management & Research Company or an affiliate or successor with
substantially the same fundamental investment objective, policies, and
limitations as the fund.
 For the fund's policies on quality and maturity, see section entitled
"Quality and Maturity" on page 12.
INVESTMENT LIMITATIONS OF GOVERNMENT 
 THE FOLLOWING ARE GOVERNMENT'S FUNDAMENTAL INVESTMENT LIMITATIONS SET
FORTH IN THEIR ENTIRETY.  THE FUND MAY NOT:
 (1)  purchase the securities of any issuer (other than obligations issued
or guaranteed as to principal and interest by the government of the United
States, its agencies or instrumentalities) if, as a result, more than 5% of
its total assets would be invested in the securities of such issuer,
provided, however, that with respect to 25% of its total assets, 10% of its
assets may be invested in the securities of an issuer;
 (2)  issue senior securities, except as permitted under the Investment
Company Act of 1940;
 (3)  borrow money, except that the fund may (i) borrow money for temporary
or emergency purposes (not for leveraging or investment) and (ii) engage in
reverse repurchase agreements for any purpose; provided that (i) and (ii)
in combination do not exceed 33 1/3% of the value of the fund's total
assets (including the amount borrowed) less liabilities (other than
borrowings).  Any borrowings that come to exceed this amount will be
reduced within three days (not including Sundays and holidays) to the
extent necessary to comply with the 33 1/3% limitation;
 (4)  underwrite securities issued by others, except to the extent that the
fund may be considered an underwriter within the meaning of the Securities
Act of 1933 in the disposition of restricted securities;
 (5)  purchase the securities of any issuer (other than securities issued
or guaranteed by the U.S. Government or any of its agencies or
instrumentalities) if, as a result, more than 25% of the fund's total
assets would be invested in the securities of companies whose principal
business activities are in the same industry;
 (6)  buy or sell real estate;
 (7)  lend any security or make any other loan if, as a result, more than
33 1/3% of its total assets would be lent to other parties, but this
limitation does not apply to purchases of debt securities or to repurchase
agreements;
 (8)  invest in oil, gas, or other mineral exploration or development
programs; or
 (9)  invest in companies for the purpose of exercising control or
management.
 (10)  The fund may, notwithstanding any other fundamental investment
policy or limitation, invest all of its assets in the securities of a
single open-end management investment company with substantially the same
fundamental investment objectives, policies and limitations as the fund.
 THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL, AND MAY BE
CHANGED WITHOUT SHAREHOLDER APPROVAL.
 (i)  The fund does not currently intend to purchase a security (other than
a security issued or guaranteed by the U.S. Government or any of its
agencies or instrumentalities) if, as a result, more than 5% of its total
assets would be invested in the securities of a single issuer; provided
that the fund may invest up to 10% of its total assets in the first tier
securities of a single issuer for up to three business days.
 (ii)  The fund does not currently intend to sell securities short, unless
it owns or has the right to obtain securities equivalent in kind and amount
to the securities sold short, and provided that transactions in futures
contracts and options are not deemed to constitute selling securities
short.
 (iii)  The fund does not currently intend to purchase securities on
margin, except that the fund may obtain such short-term credits as are
necessary for the clearance of transactions, and provided that margin
payments in connection with futures contracts and options on futures
contracts shall not constitute purchasing securities on margin.
 (iv)  The fund may borrow money only (a) from a bank or from a registered
investment company or fund for which FMR or an affiliate serves as
investment adviser or (b) by engaging in reverse repurchase agreements with
any party.  The fund will not purchase any security while borrowings
(excluding reverse repurchase agreements) representing more than 5% of its
total assets are outstanding.  The fund will not borrow from other funds
advised by FMR or its affiliates if total outstanding borrowings
immediately after such borrowing would exceed 15% of the fund's total
assets.
 (v)  The fund does not currently intend to purchase any security if, as a
result, more than 10% of its net assets would be invested in securities
that are deemed to be illiquid because they are subject to legal or
contractual restrictions on resale or because they cannot be sold or
disposed of in the ordinary course of business at approximately the prices
at which they are valued.
 (vi)  The fund does not currently intend to purchase or sell futures
contracts or call options.  This limitation does not apply to options
attached to, or acquired or traded together with, their underlying
securities, and does not apply to securities that incorporate features
similar to options or futures contracts.
 (vii)  The fund does not currently intend to (a) purchase securities of
other investment companies, except in the open market where no commission
except the ordinary broker's commission is paid, or (b) purchase or retain
securities issued by other open-end investment companies.  Limitations (a)
and (b) do not apply to securities received as dividends, through offers of
exchange, or as a result of a reorganization, consolidation, or merger.
 (viii)  The fund does not currently intend to make loans, but this
limitation does not apply to purchases of debt securities or to repurchase
agreements.
 (ix)  The fund does not currently intend to invest in interests in real
estate investment trusts that are not readily marketable, or to invest in
interests in real estate limited partnerships that are not listed on the
New York Stock Exchange or the American Stock Exchange or traded on the
NASDAQ National Market System.
 (x)  The fund does not currently intend to invest in oil, gas, or other
mineral exploration or development programs or leases.
 (xi)  The fund does not currently intend to invest all of its assets in
the securities of a single open-end management investment company managed
by Fidelity Management & Research Company or an affiliate or successor with
substantially the same fundamental investment objective, policies, and
limitations as the fund.
 
 For the fund's policies on quality and maturity, see section entitled
"Quality and Maturity" on page 12.
INVESTMENT LIMITATIONS OF DOMESTIC
 THE FOLLOWING ARE DOMESTIC'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH
IN THEIR ENTIRETY.  THE FUND MAY NOT:
 (1)  purchase the securities of any issuer (other than obligations issued
or guaranteed as to principal and interest by the government of the United
States, its agencies or instrumentalities) if, as a result, more than 5% of
its total assets would be invested in the securities of such issuer,
provided, however, that with respect to 25% of its total assets, 10% of its
assets may be invested in the securities of an issuer;
 (2)  issue senior securities, except as permitted under the Investment
Company Act of 1940;
 (3)  borrow money, except that the fund may (i) borrow money for temporary
or emergency purposes (not for leveraging or investment) and (ii) engage in
reverse repurchase agreements for any purpose; provided that (i) and (ii)
in combination do not exceed 33 1/3% of the value of the fund's total
assets (including the amount borrowed) less liabilities (other than
borrowings).  Any borrowings that come to exceed this amount will be
reduced within three days (not including Sundays and holidays) to the
extent necessary to comply with the 33 1/3% limitation;
 (4)  underwrite securities issued by others, except to the extent that the
fund may be considered an underwriter within the meaning of the Securities
Act of 1933 in the disposition of restricted securities;
 (5)  purchase the securities of any issuer (other than securities issued
or guaranteed by the U.S. Government or any of its agencies or
instrumentalities) if, as a result, more than 25% of the fund's total
assets would be invested in the securities of companies whose principal
business activities are in the same industry, except that the fund will
invest more than 25% of its total assets in the financial services
industry;
 (6)  buy or sell real estate;
 (7)  lend any security or make any other loan if, as a result, more than
33 1/3% of its total assets would be lent to other parties, but this
limitation does not apply to purchases of debt securities or to repurchase
agreements;
 (8)  invest in oil, gas, or other mineral exploration or development
programs; or
 (9)  invest in companies for the purpose of exercising control or
management.
 (10)  The fund may, notwithstanding any other fundamental investment
policy or limitation, invest all of its assets in the securities of a
single open-end management investment company with substantially the same
fundamental investment objectives, policies and limitations as the fund.
 THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL, AND MAY BE
CHANGED WITHOUT SHAREHOLDER APPROVAL.
 (i)  The fund does not currently intend to purchase a security (other than
a security issued or guaranteed by the U.S. Government or any of its
agencies or instrumentalities) if, as a result, more than 5% of its total
assets would be invested in the securities of a single issuer; provided
that the fund may invest up to 10% of its total assets in the first tier
securities of a single issuer for up to three business days.
 (ii)  The fund does not currently intend to sell securities short, unless
it owns or has the right to obtain securities equivalent in kind and amount
to the securities sold short, and provided that transactions in futures
contracts and options are not deemed to constitute selling securities
short.
 (iii)  The fund does not currently intend to purchase securities on
margin, except that the fund may obtain such short-term credits as are
necessary for the clearance of transactions, and provided that margin
payments in connection with futures contracts and options on futures
contracts shall not constitute purchasing securities on margin.
 (iv)  The fund may borrow money only (a) from a bank or from a registered
investment company or fund for which FMR or an affiliate serves as
investment adviser or (b) by engaging in reverse repurchase agreements with
any party.  The fund will not purchase any security while borrowings
(excluding reverse repurchase agreements) representing more than 5% of its
total assets are outstanding.  The fund will not borrow from other funds
advised by FMR or its affiliates if total outstanding borrowings
immediately after such borrowing would exceed 15% of the fund's total
assets. 
 (v)  The fund does not currently intend to lend assets other than
securities to other parties, except by lending money (up to 10% of the
fund's net assets) to a registered investment company or portfolio for
which FMR or an affiliate serves as investment adviser.
 (vi)  The fund does not currently intend to purchase any security if, as a
result, more than 10% of its net assets would be invested in securities
that are deemed to be illiquid because they are subject to legal or
contractual restrictions on resale or because they cannot be sold or
disposed of in the ordinary course of business at approximately the prices
at which they are valued.
 (vii)  The fund does not currently intend to purchase or sell futures
contracts or call options.  This limitation does not apply to options
attached to, or acquired or traded together with, their underlying
securities, and does not apply to securities that incorporate features
similar to options or futures contracts.
 (viii)  The fund does not currently intend to lend assets other than
securities to other parties, except by lending money (up to 10% of the
fund's net assets) to a registered investment company or fund for which FMR
or an affiliate serves as investment adviser.  (This limitation does not
apply to purchases of debt securities or to repurchase agreements.)
 (ix)  The fund does not currently intend to (a) purchase securities of
other investment companies, except in the open market where no commission
except the ordinary broker's commission is paid, or (b) purchase or retain
securities issued by other open-end investment companies.  Limitations (a)
and (b) do not apply to securities received as dividends, through offers of
exchange, or as a result of a reorganization, consolidation, or merger.
 (x)  The fund does not currently intend to invest in interests in real
estate investment trusts that are not readily marketable, or to invest in
interests in real estate limited partnerships that are not listed on the
New York Stock Exchange or the American Stock Exchange or traded on the
NASDAQ National Market System.
 (xi)  The fund does not currently intend to purchase the securities of any
issuer if those officers and Trustees of the Trust and those officers and
directors of FMR who individually own more than 1/2 of 1% of the securities
of such issuer together own more than 5% of such issuer's securities.
 (xii)  The fund does not currently intend to invest in oil, gas, or other
mineral exploration or development programs or leases.
 (xiii)  The fund does not currently intend to invest all of its assets in
the securities of a single open-end management investment company managed
by Fidelity Management & Research Company or an affiliate or successor with
substantially the same fundamental investment objective, policies, and
limitations as the fund.
 
 For the fund's policies on quality and maturity, see section entitled
"Quality and Maturity" on page 12.
 
INVESTMENT LIMITATIONS OF MONEY MARKET 
 THE FOLLOWING ARE MONEY MARKET'S FUNDAMENTAL INVESTMENT LIMITATIONS SET
FORTH IN THEIR ENTIRETY.  THE FUND MAY NOT:
 (1)  purchase the securities of any issuer (other than obligations issued
or guaranteed as to principal and interest by the government of the United
States, its agencies or instrumentalities) if, as a result, more than 5% of
its total assets would be invested in the securities of such issuer,
provided, however, that with respect to 25% of its total assets, 10% of its
assets may be invested in the securities of an issuer;
 (2)  issue senior securities, except as permitted under the Investment
Company Act of 1940;
 (3)  borrow money, except that the fund may (i) borrow money for temporary
or emergency purposes (not for leveraging or investment) and (ii) engage in
reverse repurchase agreements for any purpose; provided that (i) and (ii)
in combination do not exceed 33 1/3% of the value of the fund's total
assets (including the amount borrowed) less liabilities (other than
borrowings).  Any borrowings that come to exceed this amount will be
reduced within three days (not including Sundays and holidays) to the
extent necessary to comply with the 33 1/3% limitation;
 (4)  underwrite securities issued by others, except to the extent that the
fund may be considered an underwriter within the meaning of the Securities
Act of 1933 in the disposition of restricted securities;
 (5)  purchase the securities of any issuer (other than securities issued
or guaranteed by the U.S. Government or any of its agencies or
instrumentalities) if, as a result, more than 25% of the fund's total
assets would be invested in the securities of companies whose principal
business activities are in the same industry, except that the fund will
invest more than 25% of its total assets in the financial services
industry;
 (6)  buy or sell real estate;
 (7)  lend any security or make any other loan if, as a result, more than
33 1/3% of its total assets would be lent to other parties, but this
limitation does not apply to purchases of debt securities or to repurchase
agreements;
 (8)  invest in oil, gas, or other mineral exploration or development
programs; or
 (9)  invest in companies for the purpose of exercising control or
management.
 (10)  The fund may, notwithstanding any other fundamental investment
policy or limitation, invest all of its assets in the securities of a
single open-end management investment company with substantially the same
fundamental investment objectives, policies and limitations as the fund.
 THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL, AND MAY BE
CHANGED WITHOUT SHAREHOLDER APPROVAL.
 (i)  The fund does not currently intend to purchase a security (other than
a security issued or guaranteed by the U.S. Government or any of its
agencies or instrumentalities) if, as a result, more than 5% of its total
assets would be invested in the securities of a single issuer; provided
that the fund may invest up to 10% of its total assets in the first tier
securities of a single issuer for up to three business days.
 (ii)  The fund does not currently intend to sell securities short, unless
it owns or has the right to obtain securities equivalent in kind and amount
to the securities sold short, and provided that transactions in futures
contracts and options are not deemed to constitute selling securities
short.
 (iii)  The fund does not currently intend to purchase securities on
margin, except that the fund may obtain such short-term credits as are
necessary for the clearance of transactions, and provided that margin
payments in connection with futures contracts and options on futures
contracts shall not constitute purchasing securities on margin.
 (iv)  The fund may borrow money only (a) from a bank or from a registered
investment company or fund for which FMR or an affiliate serves as
investment adviser or (b) by engaging in reverse repurchase agreements with
any party.  The fund will not purchase any security while borrowings
(excluding reverse repurchase agreements) representing more than 5% of its
total assets are outstanding.  The fund will not borrow from other funds
advised by FMR or its affiliates if total outstanding borrowings
immediately after such borrowing would exceed 15% of the fund's total
assets. 
 (v)  The fund does not currently intend to purchase any security if, as a
result, more than 10% of its net assets would be invested in securities
that are deemed to be illiquid because they are subject to legal or
contractual restrictions on resale or because they cannot be sold or
disposed of in the ordinary course of business at approximately the prices
at which they are valued.
 (vi)  The fund does not currently intend to purchase or sell futures
contracts or call options.  This limitation does not apply to options
attached to, or acquired or traded together with, their underlying
securities, and does not apply to securities that incorporate features
similar to options or futures contracts.
 (vii)  The fund does not currently intend to lend assets other than
securities to other parties, except by lending money (up to 10% of the
fund's net assets) to a registered investment company or fund for which FMR
or an affiliate serves as investment adviser.  (This limitation does not
apply to purchases of debt securities or to repurchase agreements.)
 (viii)  The fund does not currently intend to (a) purchase securities of
other investment companies, except in the open market where no commission
except the ordinary broker's commission is paid, or (b) purchase or retain
securities issued by other open-end investment companies.  Limitations (a)
and (b) do not apply to securities received as dividends, through offers of
exchange, or as a result of a reorganization, consolidation, or merger.
 (ix)  The fund does not currently intend to invest in interests in real
estate investment trusts that are not readily marketable, or to invest in
interests in real estate limited partnerships that are not listed on the
New York Stock Exchange or the American Stock Exchange or traded on the
NASDAQ National Market System.
 (x)  The fund does not currently intend to purchase the securities of any
issuer if those officers and Trustees of the Trust and those officers and
directors of FMR who individually own more than 1/2 of 1% of the securities
of such issuer together own more than 5% of such issuer's securities.
 (xi)  The fund does not currently intend to invest in oil, gas, or other
mineral exploration or development programs or leases.
 (xii)  The fund does not currently intend to invest all of its assets in
the securities of a single open-end management investment company managed
by Fidelity Management & Research Company or an affiliate or successor with
substantially the same fundamental investment objective, policies, and
limitations as the fund.
 
 For the fund's policies on quality and maturity, see section entitled
"Quality and Maturity" on page 12. 
INVESTMENT LIMITATIONS OF TAX-EXEMPT
 THE FOLLOWING ARE TAX-EXEMPT'S FUNDAMENTAL INVESTMENT LIMITATIONS SET
FORTH IN THEIR ENTIRETY.  THE FUND MAY NOT:
 (1)  with respect to 75% of the fund's total assets, purchase the
securities of any issuer (other than securities issued or guaranteed by the
U.S. Government, or any of its agencies, or instrumentalities) if, as a
result thereof, (a) more than 5% of the fund's total assets would be
invested in the securities of that issuer, or (b) the fund would hold more
than 10% of the outstanding voting securities of that issuer;
 (2)  issue senior securities, except as permitted under the Investment
Company Act of 1940;
 (3)  make short sales of securities;
 (4)  purchase any securities on margin, except for such short-term credits
as are necessary for the clearance of transactions;
 (5)  borrow money, except for temporary or emergency purposes (not for
leveraging or investment) in an amount not to exceed 33 1/3% of the value
of the fund's total assets (including the amount borrowed) less liabilities
(other than borrowings). Any borrowings that come to exceed 33 1/3% of the
fund's assets by reason of a decline in net assets will be reduced within
three days (exclusive of Sundays and Holidays) to the extent necessary to
comply with the 33 1/3% limitation;
 (6)  underwrite securities issued by others, except to the extent that the
fund may be considered an underwriter within the meaning of the Securities
Act of 1933 in the disposition of restricted securities;
 (7)  purchase the securities of any issuer (other than securities issued
or guaranteed by the U.S. Government, or any of its agencies,
instrumentalities, territories or possessions, or issued or guaranteed by a
state government or political subdivision thereof) if as a result more than
25% of the value of its total assets would be invested in securities of
companies having their principal business activities in the same industry; 
 (8)  purchase or sell real estate, but this shall not prevent the fund
from investing in municipal bonds or other obligations secured by real
estate or interest therein; 
 (9)  purchase or sell physical commodities;
 (10)  lend any security or make any other loan if, as a result, more than
33 1/3% of its total assets would be lent to other parties (but this limit
does not apply to purchases of debt securities or to repurchase
agreements); or
 (11)  invest in oil, gas or other mineral exploration or development
programs.
 (12)  The fund may, notwithstanding any other fundamental investment
policy or limitation, invest all of its assets in the securities of a
single open-end management investment company with substantially the same
fundamental investment objectives, policies and limitations as the fund.
For purposes of limitations (1) and (7), FMR identifies the issuer of a
security depending on the terms and conditions of the security. In
identifying the issuer, FMR will consider the entity or entities
responsible for payment of interest and repayment of principal and the
source of such payments; the way in which assets and revenues of an issuing
political subdivision are separated from those of other political entities;
and whether a governmental body is guaranteeing the security. 
THE FOLLOWING LIMITATIONS ARE NOT FUNDAMENTAL, AND MAY BE CHANGED WITHOUT
SHAREHOLDER APPROVAL.
 (i)  The fund may borrow money only (a) from a bank or from a registered
investment company or fund for which FMR or an affiliate serves as
investment adviser or (b) by engaging in reverse repurchase agreements with
any party.  The fund will not purchase any security while borrowings
(excluding reverse repurchase agreements) representing more than 5% of its
total assets are outstanding.  The fund will not borrow from other funds
advised by FMR or its affiliates if total outstanding borrowings
immediately after such borrowing would exceed 15% of the fund's total
assets.
 (ii)  The fund does not currently intend to purchase any security if, as a
result, more than 10% of its net assets would be invested in securities
that are deemed to be illiquid because they are subject to legal or
contractual restrictions on resale or because they cannot be sold or
disposed of in the ordinary course of business at approximately the prices
at which they are valued. 
 (iii)  The fund does not currently intend to invest more than 25% of its
total assets in industrial revenue bonds related to a single industry. 
 (iv)  The fund does not currently intend to purchase or sell futures
contracts or call options. This limitation does not apply to options
attached to, or acquired or traded together with, their underlying
securities, and does not apply to securities that incorporate features
similar to options or futures contracts. 
 (v)  The fund does not currently intend to engage in repurchase agreements
or make loans, but this limitation does not apply to purchases of debt
securities. 
 (vi)  The fund does not currently intend to purchase the securities of any
issuer if those officers and Trustees of the fund and those officers and
directors of FMR who individually own more than 1/2 of 1% of the securities
of such issuer together own more than 5% of such issuer's securities.
For the fund's policies on quality and maturity, see the section entitled
"Quality and Maturity" on page 12.
INVESTMENT LIMITATIONS OF TREASURY ONLY
 THE FOLLOWING ARE TREASURY ONLY'S FUNDAMENTAL INVESTMENT LIMITATIONS SET
FORTH IN THEIR ENTIRETY.  THE FUND MAY NOT:
 (1)   issue senior securities, except as permitted under the Investment
Company Act of 1940;
 (2)  borrow money, except that the fund may (i) borrow money for temporary
or emergency purposes (not for leveraging or investment) and (ii) engage in
reverse repurchase agreements for any purpose; provided that (i) and (ii)
in combination do not exceed 33 1/3% of the fund's total assets (including
the amount borrowed) less liabilities (other than borrowings). Any
borrowings that come to exceed this amount will be reduced within three
days (not including Sundays and holidays) to the extent necessary to comply
with the 33 1/3% limitation;
 (3)  underwrite securities issued by others, except to the extent that the
fund may be considered an underwriter within the meaning of the Securities
Act of 1933 in the disposition of restricted securities;
 (4)  purchase the securities of any issuer (other than securities issued
or guaranteed by the U.S. Government or any of its agencies or
instrumentalities) if, as a result, more than 25% of the fund's total
assets would be invested in the securities of companies whose principal
business activities are in the same industry;
 (5)  purchase or sell real estate unless acquired as a result of ownership
of securities or other instruments (but this shall not prevent the fund
from investing in securities or other instruments backed by real estate or
securities of companies engaged in the real estate business);
 (6)  purchase or sell physical commodities unless acquired as a result of
ownership of securities or other instruments; or
 (7)  lend any security or make any other loan if, as a result, more than
33 1/3% of its total assets would be lent to other parties, but this
limitation does not apply to purchases of debt securities or to repurchase
agreements.
 (8)  The fund may, notwithstanding any other fundamental investment policy
or limitation, invest all of its assets in the securities of a single
open-end management investment company with substantially the same
fundamental investment objectives, policies and limitations as the fund.
 THE FOLLOWING LIMITATIONS ARE NOT FUNDAMENTAL AND MAY BE CHANGED WITHOUT
SHAREHOLDER APPROVAL:
 (i)  The fund may borrow money only (a) from a bank or from a registered
investment company or fund for which FMR or an affiliate serves as
investment adviser or (b) by engaging in reverse repurchase agreements with
any party. The fund will not purchase any security while borrowings
representing more than 5% of its total assets are outstanding. The fund
will not borrow from other funds advised by FMR or its affiliates if total
outstanding borrowings immediately after such borrowing would exceed 15% of
the fund's total assets.
 (ii)  Subject to revision upon 90 days' notice to shareholders, the fund
does not intend to engage in reverse repurchase agreements.
 (iii)  The fund does not currently intend to make loans, but this
limitation does not apply to purchases of debt securities.
 (iv)  The fund does not currently intend to invest all of its assets in
the securities of a single open-end management investment company with
substantially the same fundamental investment objectives, policies, and
limitations as the fund.
For the fund's policies on quality and maturity, see the section entitled
"Quality and Maturity" below.
 Each funds' investments must be consistent with its investment objective
and policies.  Accordingly, not all of the security types and investment
techniques discussed below are eligible investments for each of the funds.
AFFILIATED BANK TRANSACTIONS.  A fund may engage in transactions with
financial institutions that are, or may be considered to be, "affiliated
persons" of the fund under the 1940 Act. These transactions may include
repurchase agreements with custodian banks; short-term obligations of, and
repurchase agreements with, the 50 largest U.S. banks (measured by
deposits); municipal securities; U.S. Government securities with affiliated
financial institutions that are primary dealers in these securities;
short-term currency transactions; and short-term borrowings. In accordance
with exemptive orders issued by the Securities and Exchange Commission
(SEC), the Board of Trustees has established and periodically reviews
procedures applicable to transactions involving affiliated financial
institutions.
QUALITY AND MATURITY. Pursuant to procedures adopted by the Board of
Trustees, the funds may purchase only high-quality securities that FMR
believes present minimal credit risks. To be considered high-quality, a
security must be rated in accordance with applicable rules in one of the
two highest categories for short-term securities by at least two nationally
recognized rating services (or by one, if only one rating service has rated
the security); or, if unrated, judged to be of equivalent quality by FMR.
High-quality securities are divided into "first tier" and "second tier"
securities. First tier securities are those deemed to be in the highest
rating category (e.g., Standard & Poor's A-1 or SP-1), and second tier
securities are those deemed to be in the second highest rating category
(e.g., Standard & Poor's A-2 or SP-2).
A fund may not invest more than 5% of its total assets in second tier
securities. In addition, a fund may not invest more than 1% of its total
assets or $1 million (whichever is greater) in the second tier securities
of a single issuer.
Each fund currently intends to limit its investments to securities with
remaining maturities of 397 days or less, and to maintain a dollar-weighted
average maturity of 90 days or less. When determining the maturity of a
security, a fund may look to an interest rate reset or demand feature.
MONEY MARKET SECURITIES are high-quality, short-term obligations.  Some
money market securities employ a trust or other similar structure to modify
the maturity, price characteristics, or quality of financial assets.  For
example, put features can be used to modify the maturity of a security or
interest rate adjustment features can be used to enhance price stability. 
If the structure does not perform as intended, adverse tax or investment
consequences may result.  Neither the Internal Revenue Service (IRS) nor
any other regulatory authority has ruled definitively on certain legal
issues presented by structured securities.  Future tax or other regulatory
determinations could adversely affect the value, liquidity, or tax
treatment of the income received from these securities or the nature and
timing of distributions made by the funds.  The payment of principal and
interest on structured securities may be largely dependent on the cash
flows generated by the underlying financial assets.
VARIABLE AND FLOATING RATE SECURITIES provide for periodic adjustments of
the interest rate paid on the security.  Variable rate securities provide
for a specified periodic adjustment in the interest rate, while floating
rate securities have interest rates that change whenever there is a change
in a designated benchmark rate.  Some variable or floating rate securities
have put features.
PUT FEATURES entitle the holder to sell a security back to the issuer or a
third party at any time or at specified intervals.  They are subject to the
risk that the put provider is unable to honor the put feature (purchase the
security).  Put providers often support their ability to buy securities on
demand by obtaining letters of credit or other guarantees from domestic or
foreign banks.  FMR may rely on its evaluation of a bank's credit in
determining whether to purchase a security supported by a letter of credit. 
In evaluating a foreign bank's credit, FMR will consider whether adequate
public information about the bank is available and whether the bank may be
subject to unfavorable political or economic developments, currency
controls, or other government restrictions that might affect the bank's
ability to honor its credit commitment.  Demand features, standby
commitments, and tender options are types of put features. 
DELAYED-DELIVERY TRANSACTIONS. A fund may buy and sell securities on a
delayed-delivery or when-issued basis. These transactions involve a
commitment by a fund to purchase or sell specific securities at a
predetermined price or yield, with payment and delivery taking place after
the customary settlement period for that type of security (and more than
seven days in the future). Typically, no interest accrues to the purchaser
until the security is delivered.
When purchasing securities on a delayed-delivery basis, each fund assumes
the rights and risks of ownership, including the risk of price and yield
fluctuations. Because a fund is not required to pay for securities until
the delivery date, these risks are in addition to the risks associated with
the fund's other investments. If a fund remains substantially fully
invested at a time when delayed-delivery purchases are outstanding, the
delayed-delivery purchases may result in a form of leverage. When
delayed-delivery purchases are outstanding, the fund will set aside
appropriate liquid assets in a segregated custodial account to cover its
purchase obligations. When a fund has sold a security on a delayed-delivery
basis, the fund does not participate in further gains or losses with
respect to the security. If the other party to a delayed-delivery
transaction fails to deliver or pay for the securities, the fund could miss
a favorable price or yield opportunity, or could suffer a loss.
A fund may renegotiate delayed-delivery transactions after they are entered
into, and may sell underlying securities before they are delivered, which
may result in capital gains or losses. 
ZERO COUPON BONDS do not make regular interest payments. Instead, they are
sold at a deep discount from their face value and are redeemed at face
value when they mature. Because zero coupon bonds do not pay current
income, their prices can be very volatile when interest rates change. In
calculating its daily dividend, a fund takes into account as income a
portion of the difference between a zero coupon bond's purchase price and
its face value.
MUNICIPAL LEASES and participation interests therein may take the form of a
lease, an installment purchase, or a conditional sale contract and are
issued by state and local governments and authorities to acquire land and a
wide variety of equipment and facilities. Generally, the funds will not
hold such obligations directly as a lessor of the property, but will
purchase a participation interest in a municipal obligation from a bank or
other third party. A participation interest gives a fund a specified,
undivided interest in the obligation in proportion to its purchased
interest in the total amount of the obligation.
Municipal leases frequently have risks distinct from those associated with
general obligation or revenue bonds. State constitutions and statutes set
forth requirements that states or municipalities must meet to incur debt.
These may include voter referenda, interest rate limits, or public sale
requirements. Leases, installment purchases, or conditional sale contracts
(which normally provide for title to the leased asset to pass to the
governmental issuer) have evolved as a means for governmental issuers to
acquire property and equipment without meeting their constitutional and
statutory requirements for the issuance of debt. Many leases and contracts
include "non-appropriation clauses" providing that the governmental issuer
has no obligation to make future payments under the lease or contract
unless money is appropriated for such purposes by the appropriate
legislative body on a yearly or other periodic basis. Non-appropriation
clauses free the issuer from debt issuance limitations. 
FEDERALLY TAXABLE OBLIGATIONS. Under normal conditions, the tax-free funds
do not intend to invest in securities whose interest is federally taxable.
However, from time to time on a temporary basis, each tax-free fund may
invest a portion of its assets in fixed-income obligations whose interest
is subject to federal income tax. For example, each tax-free fund may
invest in obligations whose interest is federally taxable pending the
investment or reinvestment in municipal securities of proceeds from the
sale of its shares or sales of portfolio securities.
Should a tax-free fund invest in federally taxable obligations, it would
purchase securities that, in FMR's judgment, are of high quality. These
obligations would include those issued or guaranteed by the U.S. government
or its agencies or instrumentalities; obligations of domestic banks; and
repurchase agreements. 
Proposals to restrict or eliminate the federal income tax exemption for
interest on municipal obligations are introduced before Congress from time
to time. Proposals also may be introduced before that would affect the
state tax treatment of the tax-free funds' distributions. If such proposals
were enacted, the availability of municipal obligations and the value of
the tax-free funds' holdings would be affected and the Trustees would
reevaluate the tax-free funds' investment objectives and policies. 
ILLIQUID INVESTMENTS are investments that cannot be sold or disposed of in
the ordinary course of business at approximately the prices at which they
are valued. Under the supervision of the Board of Trustees, FMR determines
the liquidity of a fund's investments and, through reports from FMR, the
Board monitors investments in illiquid instruments. In determining the
liquidity of a fund's investments, FMR may consider various factors,
including (1) the frequency of trades and quotations, (2) the number of
dealers and prospective purchasers in the marketplace, (3) dealer
undertakings to make a market, (4) the nature of the security (including
any demand or tender features), and (5) the nature of the marketplace for
trades (including the ability to assign or offset the fund's rights and
obligations relating to the investment).
Investments currently considered by the funds to be illiquid include
repurchase agreements not entitling the holder to payment of principal and
interest within seven days.  Also, FMR may determine some restricted
securities, time deposits, and municipal lease obligations to be illiquid.
FMR may determine some restricted securities and municipal lease
obligations to be illiquid.
In the absence of market quotations, illiquid investments are valued for
purposes of monitoring amortized cost valuation at fair value as determined
in good faith by a committee appointed by the Board of Trustees. If through
a change in values, net assets, or other circumstances, a fund were in a
position where more than 10% of its net assets were invested in illiquid
securities, it would seek to take appropriate steps to protect liquidity.
RESTRICTED SECURITIES generally can be sold in privately negotiated
transactions, pursuant to an exemption from registration under the
Securities Act of 1933, or in a registered public offering. Where
registration is required, a fund may be obligated to pay all or part of the
registration expense and a considerable period may elapse between the time
it decides to seek registration and the time it may be permitted to sell a
security under an effective registration statement. If, during such a
period, adverse market conditions were to develop, a fund might obtain a
less favorable price than prevailed when it decided to seek registration of
the security. However, in general, each fund anticipates holding restricted
securities to maturity or selling them in an exempt transaction.
REPURCHASE AGREEMENTS. In a repurchase agreement, a fund purchases a
security and simultaneously commits to sell that security back to the
original seller at an agreed-upon price. The resale price reflects the
purchase price plus an agreed-upon incremental amount which is unrelated to
the coupon rate or maturity of the purchased security. While it does not
presently appear possible to eliminate all risks from these transactions
(particularly the possibility that the value of the underlying security
will be less than the resale price, as well as delays and costs to a fund
in connection with bankruptcy proceedings), it is each fund's current
policy to engage in repurchase agreement transactions with parties whose
creditworthiness has been reviewed and found satisfactory by FMR.
REVERSE REPURCHASE AGREEMENTS. In a reverse repurchase agreement, a fund
sells a portfolio instrument to another party, such as a bank or
broker-dealer, in return for cash and agrees to repurchase the instrument
at a particular price and time. While a reverse repurchase agreement is
outstanding, the fund will maintain appropriate liquid assets in a
segregated custodial account to cover its obligation under the agreement. A
fund will enter into reverse repurchase agreements only with parties whose
creditworthiness has been found satisfactory by FMR. Such transactions may
increase fluctuations in the market value of the fund's assets and may be
viewed as a form of leverage.
ASSET-BACKED SECURITIES include pools of mortgages, loans, receivables or
other assets. Payment of principal and interest may be largely dependent
upon the cash flows generated by the assets backing the securities and, in
certain cases, supported by letters of credit, surety bonds, or other
credit enhancements. The value of asset-backed securities may also be
affected by the creditworthiness of the servicing agent for the pool, the
originator of the loans or receivables, or the financial institution(s)
providing the credit support.
STRIPPED GOVERNMENT SECURITIES. Stripped securities are created by
separating the income and principal components of a debt instrument and
selling them separately. Each taxable fund may purchase U.S. Treasury
STRIPS (Separate Trading of Registered Interest and Principal of
Securities), which are created when the coupon payments and the principal
payment are stripped from an outstanding Treasury bond by the Federal
Reserve Bank. Bonds issued by the Resolution Funding Corporation can also
be stripped in this fashion.
Privately stripped government securities are created when a dealer deposits
a Treasury security or federal agency security with a custodian for
safekeeping and then sells the coupon payments and principal payment that
will be generated by this security. Proprietary receipts, such as
Certificates of Accrual on Treasury Securities (CATS), Treasury Investment
Growth Receipts (TIGRS), and generic Treasury Receipts (TRs), are stripped
U.S. Treasury securities that are separated into their component parts
through trusts created by their broker sponsors. Bonds issued by the
Financing Corporation (FICO) can also be stripped in this fashion.
Because of the SEC's views on privately stripped government securities, a
taxable fund must evaluate them as it would non-government securities
pursuant to regulatory guidelines applicable to all money market funds. 
Accordingly, a fund will not treat such obligations as U.S. Government
securities for purposes of its portfolio composition test. A taxable fund
currently intends to purchase only those privately stripped government
securities that have either received the highest rating from two nationally
recognized rating services (or one, if only one has rated the security) or,
if unrated, been judged to be of equivalent quality by FMR pursuant to
procedures adopted by the Board of Trustees.
SHORT SALES "AGAINST THE BOX." A fund may sell securities short when it
owns or has the right to obtain securities equivalent in kind or amount to
the securities sold short. Short sales could be used to protect the net
asset value per share of the fund in anticipation of increased interest
rates, without sacrificing the current yield of the securities sold short.
If a fund enters into a short sale against the box, it will be required to
set aside securities equivalent in kind and amount to the securities sold
short (or securities convertible or exchangeable into such securities) and
will be required to hold such securities while the short sale is
outstanding. The fund will incur transaction costs, including interest
expenses, in connection with opening, maintaining, and closing short sales
against the box.
INTERFUND BORROWING PROGRAM. Pursuant to an exemptive order issued by the
SEC, each fund has received permission to lend money to, and borrow money
from, other funds advised by FMR or its affiliates.  Government, Treasury,
Treasury II, Tax-Exempt and Treasury Only will participate in the interfund
borrowing program only as borrowers. Interfund loans and borrowings
normally extend overnight, but can have a maximum duration of seven days. 
Loans may be called on one day's notice. Domestic and Money Market will
lend through the program only when the returns are higher than those
available from other short-term instruments (such as repurchase
agreements). A fund will borrow through the program only when the costs are
equal to or lower than the cost of bank loans. A fund may have to borrow
from a bank at a higher interest rate if an interfund loan is called or not
renewed.  Any delay in repayment to a lending fund could result in a lost
investment opportunity or additional borrowing costs. 
DOMESTIC AND FOREIGN ISSUERS. Investments may be made in U.S.
dollar-denominated time deposits, certificates of deposit, and bankers'
acceptances of U.S. banks and their branches located outside of the United
States, U.S. branches and agencies of foreign banks, and foreign branches
of foreign banks. A fund may also invest in U.S. dollar-denominated
securities issued or guaranteed by other U.S. or foreign issuers, including
U.S. and foreign corporations or other business organizations, foreign
governments, foreign government agencies or instrumentalities, and U.S. and
foreign financial institutions, including savings and loan institutions,
insurance companies, mortgage bankers, and real estate investment trusts,
as well as banks. 
The obligations of foreign branches of U.S. banks may be general
obligations of the parent bank in addition to the issuing branch, or may be
limited by the terms of a specific obligation and by governmental
regulation. Payment of interest and principal on these obligations may also
be affected by governmental action in the country of domicile of the branch
(generally referred to as sovereign risk). In addition, evidence of
ownership of fund securities may be held outside of the United States and
the fund may be subject to the risks associated with the holding of such
property overseas. Various provisions of federal law governing the
establishment and operation of U.S. branches do not apply to foreign
branches of U.S. banks.
 Obligations of U.S. branches and agencies of foreign banks may be general
obligations of the parent bank in addition to the issuing branch, or may be
limited by the terms of a specific obligation and by federal and state
regulation, as well as by governmental action in the country in which the
foreign bank has its head office.
 Obligations of foreign issuers involve certain additional risks.  These
risks may include future unfavorable political and economic developments,
withholding taxes, seizures of foreign deposits, currency controls,
interest limitations, or other governmental restrictions that might affect
payment of principal or interest.  Additionally, there may be less public
information available about foreign banks and their branches.  Foreign
issuers may be subject to less governmental regulation and supervision than
U.S. issuers.  Foreign issuers also generally are not bound by uniform
accounting, auditing and, financial reporting requirements comparable to
those applicable to U.S. issuers.
PORTFOLIO TRANSACTIONS
 All orders for the purchase or sale of fund securities are placed on
behalf of each fund by FMR pursuant to authority contained in each fund's
management contract.  If FMR grants investment management authority to the
sub-adviser (see the section entitled "Management Contracts"), the
sub-adviser will be authorized to place orders for the purchase and sale of
fund securities, and will do so in accordance with the policies described
below.  FMR is also responsible for the placement of transaction orders for
other investment companies and accounts for which it or its affiliates act
as investment adviser.  Securities purchased and sold by a fund generally
will be traded on a net basis (i.e., without commission).  In selecting
broker-dealers, subject to applicable limitations of the federal securities
laws, FMR considers various relevant factors, including, but not limited
to, the size and type of the transaction; the nature and character of the
markets for the security to be purchased or sold; the execution efficiency,
settlement capability, and financial condition of the broker- dealer firm;
the broker-dealer's execution services rendered on a continuing basis; and
the reasonableness of any commissions.
 The funds may execute fund transactions with broker-dealers who provide
research and execution services to the funds or other accounts over which
FMR or its affiliates exercise investment discretion.  Such services may
include advice concerning the value of securities; the advisability of
investing in, purchasing, or selling securities; the availability of
securities or the purchasers or sellers of securities; furnishing analyses
and reports concerning issuers, industries, securities, economic factors
and trends, fund strategy and performance of accounts; and effecting
securities transactions and performing functions incidental thereto (such
as clearance and settlement). FMR maintains a listing of broker-dealers who
provide such services on a regular basis.  However, as many transactions on
behalf of the funds are placed with broker-dealers (including
broker-dealers on the list) without regard to the furnishing of such
services, it is not possible to estimate the proportion of such
transactions directed to such broker-dealers solely because such services
were provided.  The selection of such broker-dealers generally is made by
FMR (to the extent possible consistent with execution considerations) based
upon the quality of research and execution services provided.
 The receipt of research from broker-dealers that execute transactions on
behalf of the funds may be useful to FMR in rendering investment management
services to the funds or its other clients, and conversely, such research
provided by broker-dealers who have executed transaction orders on behalf
of other FMR clients may be useful to FMR in carrying out its obligations
to the funds.  The receipt of such research has not reduced FMR's normal
independent research activities; however, it enables FMR to avoid the
additional expenses that could be incurred if FMR tried to develop
comparable information through its own efforts.
 Subject to applicable limitations of the federal securities laws,
broker-dealers may receive commissions for agency transactions that are in
excess of the amount of commissions charged by other broker-dealers in
recognition of their research and execution services.  In order to cause
the funds to pay such higher commissions, FMR must determine in good faith
that such commissions are reasonable in relation to the value of the
brokerage and research services provided by such executing broker- dealers,
viewed in terms of a particular transaction or FMR's overall
responsibilities to the funds and its other clients.  In reaching this
determination, FMR will not attempt to place a specific dollar value on the
brokerage and research services provided, or to determine what portion of
the compensation should be related to those services.
 FMR is authorized to use research services provided by and to place fund
transactions with brokerage firms that have provided assistance in the
distribution of shares of the funds or shares of other Fidelity funds to
the extent permitted by law.  FMR may use research services provided by and
place agency transactions with Fidelity Brokerage Services, Inc. (FBSI) and
Fidelity Brokerage Services, Ltd. (FBSL), subsidiaries of FMR Corp., if the
commissions are fair, reasonable, and comparable to commissions charged by
non- affiliated, qualified brokerage firms for similar services.
 Section 11(a) of the Securities Exchange Act of 1934 prohibits members of
national securities exchanges from executing exchange transactions for
accounts which they or their affiliates manage, unless certain requirements
are satisfied.  Pursuant to such requirements, the Board of Trustees has
authorized FBSI to execute fund transactions on national securities
exchanges in accordance with approved procedures and applicable SEC rules.
 The funds' Trustees periodically review FMR's performance of its
responsibilities in connection with the placement of fund transactions on
behalf of the funds and review the commissions paid by each fund over
representative periods of time to determine if they are reasonable in
relation to the benefits to the funds.
 For the fiscal years ended March 31, 1995, 1994, and 1993, the funds paid
no brokerage commissions.
 From time to time, the Trustees will review whether the recapture for the
benefit of the funds of some portion of the brokerage commissions or
similar fees paid by the funds on fund transactions is legally permissible
and advisable.  Each fund seeks to recapture soliciting broker-dealer fees
on the tender of fund securities, but at present no other recapture
arrangements are in effect.  The Trustees intend to continue to review
whether recapture opportunities are available and are legally permissible
and, if so, to determine in the exercise of their business judgment whether
it would be advisable for each fund to seek such recapture.
 Although the Trustees and officers of each fund are substantially the same
as those of other funds managed by FMR, investment decisions for each fund
are made independently from those of other funds managed by FMR or accounts
managed by FMR affiliates.  It sometimes happens that the same security is
held in the fund of more than one of these funds or accounts.  Simultaneous
transactions are inevitable when several funds and accounts are managed by
the same investment adviser, particularly when the same security is
suitable for the investment objective of more than one fund or account.
 When two or more funds are simultaneously engaged in the purchase or sale
of the same security, the prices and amounts are allocated in accordance
with procedures believed to be appropriate and equitable for each fund.  In
some cases this system could have a detrimental effect on the price or
value of the security as far as each fund is concerned.  In other cases,
however, the ability of the funds to participate in volume transactions
will produce better executions and prices for the funds.  It is the current
opinion of the Trustees that the desirability of retaining FMR as
investment adviser to each fund outweighs any disadvantages that may be
said to exist from exposure to simultaneous transactions.
VALUATION
 Each fund values its investments on the basis of amortized cost.  This
technique involves valuing an instrument at its cost as adjusted for
amortization of premium or accretion of discount rather than its value
based on current market quotations or appropriate substitutes which reflect
current market conditions.  The amortized cost value of an instrument may
be higher or lower than the price a fund would receive if it sold the
instrument.
 Valuing each fund's instruments on the basis of amortized cost and use of
the term "money market fund" are permitted by Rule 2a-7 under the 1940 Act. 
The funds must adhere to certain conditions under Rule 2a-7; these
conditions are summarized on page                   
 The Board of Trustees of the Trust oversees FMR's adherence to SEC rules
concerning money market funds, and has established procedures designed to
stabilize each fund's NAV at $1.00. At such intervals as they deem
appropriate, the Trustees consider the extent to which NAV calculated by
using market valuations would deviate from $1.00 per share.  If the
Trustees believe that a deviation from a fund's amortized cost per share
may result in material dilution or other unfair results to shareholders,
the Trustees have agreed to take such corrective action, if any, as they
deem appropriate to eliminate or reduce, to the extent reasonably
practicable, the dilution or unfair results.  Such corrective action could
include selling fund instruments prior to maturity to realize capital gains
or losses or to shorten average fund maturity; withholding dividends;
redeeming shares in kind; establishing NAV by using available market
quotations; and such other measures as the Trustees may deem appropriate.
 During periods of declining interest rates, each fund's yield based on
amortized cost may be higher than the yield based on market valuations. 
Under these circumstances, a shareholder in a fund would be able to obtain
a somewhat higher yield than would result if a fund utilized market
valuations to determine its NAV.  The converse would apply in a period of
rising interest rates.
PERFORMANCE
 The funds may quote performance in various ways.  All performance
information supplied by the funds in advertising is historical and is not
intended to indicate future returns.  Each fund's yield and total return
fluctuate in response to market conditions and other factors.
 YIELD CALCULATIONS.  To compute a fund's yield for a period, the net
change in value of a hypothetical account containing one share reflects the
value of additional shares purchased with dividends from the one original
share and dividends declared on both the original share and any additional
shares.  The net change is then divided by the value of the account at the
beginning of the period to obtain a base period return.  The base period
return is annualized to obtain a current annualized yield.  A fund also may
calculate an effective yield by compounding the base period return over a
one-year period.  In addition to the current yield, the funds may quote
yields in advertising based on any historical seven-day period.  Yields for
the funds are calculated on the same basis as other money market funds, as
required by applicable regulations.
 
Yield information may be useful in reviewing a fund's performance and in
providing a basis for comparison with other investment alternatives. 
However, each fund's yield fluctuates, unlike investments that pay a fixed
interest rate over a stated period of time.  When comparing investment
alternatives, investors should also note the quality and maturity of the
fund securities of respective investment companies they have chosen to
consider.
 
Investors should recognize that in periods of declining interest rates a
fund's yield will tend to be somewhat higher than prevailing market rates,
and in periods of rising interest rates a fund's yield will tend to be
somewhat lower.  Also, when interest rates are falling, the inflow of net
new money to a fund from the continuous sale of its shares will likely be
invested in instruments producing lower yields than the balance of a fund's
holdings, thereby reducing a fund's current yield.  In periods of rising
interest rates, the opposite can be expected to occur.
A fund's tax-equivalent yield is the rate an investor would have to earn
from a fully taxable investment after taxes to equal the fund's tax-free
yield.  Tax-equivalent yields are calculated by dividing a fund's yield by
the result of one minus a stated federal or combined federal and state tax
rate.  If any portion of the fund's yield is tax-exempt, only that portion
is adjusted in the calculation.
1995 TAX RATES
 
<TABLE>
<CAPTION>
<S>   <C>               <C>   <C>          <C>        <C>                <C>               
                              Federal      State      Single Return      Joint Return      
 
      Taxable Income*         Income Tax   Marginal   Combined Income    Combined Income   
 
</TABLE>
 
 
<TABLE>
<CAPTION>
<S>             <C>                      <C>       <C>    <C>             <C>             
Single Return             Joint Return   Bracket   Rate   Tax Bracket**   Tax Bracket**   
 
                                                                                          
 
                                                                                          
 
</TABLE>
 
*  Net amount subject to federal income tax after deductions and
exemptions.  Assumes ordinary income only.
** Excludes the impact of the phaseout of personal exemptions, limitations
on itemized deductions, and other credits, exclusions, and adjustments
which may increase a taxpayer's marginal tax rate. An increase in a
shareholder's marginal tax rate would increase that shareholder's
tax-equivalent yield.
Having determined your effective tax bracket, use the following table to
determine the tax-equivalent yield for a given tax-free yield.
 
If your effective combined federal and state personal tax rate in 1995 is:
      %   %   %   %   %   
 
 
<TABLE>
<CAPTION>
<S>                <C>                                                               
To match these                                                                       
 
tax-free yields:   Your taxable investment would have to earn the following yield:   
 
                                                                                     
 
                                                                                     
 
</TABLE>
 
Tax-Exempt may invest a portion of its assets in obligations that are
subject to state or federal income taxes.  When the fund invests in these
obligations, its tax-equivalent yield will be lower.  In the table above,
the tax-equivalent yields are calculated assuming investments are 100%
federally and state tax-free.
The following table shows the effect of a shareholder's tax status on
effective yield under federal income tax laws for 1995.  It shows the
approximate yield a taxable security must provide at various income
brackets to produce after-tax yields equivalent to those of hypothetical
tax-exempt obligations yielding from _% to _%.  Of course, no assurance can
be given that a fund will achieve any specific tax-exempt yield.  While the
fund invests principally in obligations whose interest is exempt from
federal income tax, other income received by the fund may be taxable. 
1995 TAX RATES AND TAX-EQUIVALENT YIELDS
      Federal   If individual tax-exempt yield is:   
 
Taxable Income*   Tax         %   %   %   %   %   %   
 
Single Return   Joint Return   Bracket**   Then taxable-equivalent yield is:   
 
*  Net amount subject to federal income tax after deductions and
exemptions.  Assumes ordinary income only.
** Excludes the impact of the phaseout of personal exemptions, limitations
on itemized deductions, and other credits, exclusions, and adjustments
which may increase a taxpayer's marginal tax rate. An increase in a
shareholder's marginal tax rate would increase that shareholder's
tax-equivalent yield.
The fund may invest a portion of its assets in obligations that are subject
to federal income tax.  When the fund invests in these obligations, its
tax-equivalent yields will be lower.  In the table above, tax-equivalent
yields are calculated assuming investments are 100% federally tax-free.
 TOTAL RETURN CALCULATIONS.  Total returns quoted in advertising reflect
all aspects of a fund's return, including the effect of reinvesting
dividends and capital gain distributions, and any change in a fund's NAV
over a stated period.  Average annual total returns are calculated by
determining the growth or decline in value of a hypothetical historical
investment in a fund over a stated period, and then calculating the
annually compounded percentage rate that would have produced the same
result if the rate of growth or decline in value had been constant over the
period.  For example, a cumulative total return of 100% over ten years
would produce an average annual return of 7.18%, which is the steady annual
rate of return that would equal 100% growth on a compounded basis in ten
years. While average annual returns are a convenient means of comparing
investment alternatives, investors should realize that a fund's performance
is not constant over time, but changes from year to year, and that average
annual returns represent averaged figures as opposed to the actual
year-to-year performance of a fund.
 In addition to average annual total returns, a fund may quote unaveraged
or cumulative total returns reflecting the simple change in value of an
investment over a stated period.  Average annual and cumulative total
returns may be quoted as a percentages or as a dollar amount, and may be
calculated for a single investment, a series of investments, or a series of
redemptions, over any time period.  Total returns may be broken down into
their components of income and capital (including capital gains and changes
in share price) in order to illustrate the relationship of these factors
and their contributions to total return.  Total returns may be quoted on a
before-tax or after-tax basis.  Total returns, yields, and other
performance information may be quoted numerically or in a table, graph, or
similar illustration. 
HISTORICAL RESULTS.  The following tables show each fund's 7-day yields, as
well as Tax-Exempt's tax-equivalent yields, and total returns for the
period ended March 31, 1995. 
 Tax-Exempt's tax-equivalent yield is based on a __% federal income tax
rate.  
      Average Annual Total Returns   Cumulative Total Returns   
 
 
<TABLE>
<CAPTION>
<S>             <C>         <C>              <C>    <C>     <C>             <C>    <C>     <C>             
                Seven-Day   Tax-Equivalent   One    Five    Ten Years/      One    Five    Ten Years/      
                Yield       Yield            Year   Years   Life of Fund*   Year   Years   Life of Fund*   
 
Domestic                                                                                                   
Government                                                                                                 
Money Market                                                                                               
Treasury                                                                                                   
Treasury II                                                                                                
Treasury Only                                                                                              
Tax-Exempt                                                                                                 
 
</TABLE>
 
* Life of Fund figures are from commencement of operations of each fund. 
Commencement of operations for each fund are as follows: Domestic -
11/3/89; Government - 7/25/85; Money Market - 7/3/85; Treasury - 11/1/85;
Treasury II - 2/2/87; Treasury Only - 10/3/90; and Tax-Exempt - 7/25/85. 
Note:  If FMR had not reimbursed certain fund expenses during these
periods, the yields for each fund would have been:
FUND            YIELD   
 
Domestic                
 
Government              
 
Money Market            
 
Treasury                
 
Treasury II             
 
Treasury Only           
 
Tax-Exempt              
 
 and the total returns would have been lower.
DOMESTIC
HISTORICAL FUND RESULTS
 The following chart shows the income and capital elements of the fund's
year-by-year total returns for the period November 3, 1989 through March
31, 1995 as compared to the cost of living measured by the Consumer Price
Index over the same period. The CPI information is as of month-end closest
to the initial investment date for each fund.
 During the period from November 3, 1989 through March 31, 1995, a
hypothetical investment of $10,000 in Class A of the fund would have grown
to $ assuming all dividends were reinvested. This was a period of
fluctuating interest rates and the figures below should not be considered
representative of the dividend income or capital gain or loss that could be
realized from an investment in the fund today.
 Value of  Value of
Period Initial Value of Reinvested  Consumer
Ended $10,000 Reinvested Capital Gains Total Price
3/31 Investment Dividends Distributions Value  Index
1990* $ $ $ $ $
1991 $ $ $ $ $
1992 $ $ $ $ $
1993 $ $ $ $ $
1994 $ $ $ $ $
1995 $ $ $ $ $
*  From November 3, 1989 (commencement of operations)
 Explanatory Notes:  With an initial investment of $10,000 made on November
3, 1989, the net amount invested in shares of the fund was $xx,xxx.  The
cost of the initial investment ($10,000) together with the aggregate cost
of reinvested dividends for the period covered (that is, their cash value
at the time they were reinvested) amounted to $xx,xxx.  If distributions
had not been reinvested, the amount of distributions earned from the fund
over time would have been smaller and the cash payments (dividends) for the
period would have come to $xx,xxx.  The fund did not distribute any capital
gains during the period. Tax consequences of different investments have not
been factored into the above figures.
GOVERNMENT
HISTORICAL FUND RESULTS
 The following chart shows the income and capital elements of the fund's
year-by-year total returns for the period July 25, 1985 through March 31,
1995 as compared to the cost of living measured by the Consumer Price Index
over the same period. The CPI information is as of month-end closest to the
initial investment date for each fund.
 During the period from July 25, 1985 through March 31, 1995, a
hypothetical investment of $10,000 in the fund would have grown to $
assuming all dividends were reinvested. This was a period of fluctuating
interest rates and the figures below should not be considered
representative of the dividend income or capital gain or loss that could be
realized from an investment in the fund today.
 Value of  Value of
Period Initial Value of Reinvested  Consumer
Ended $10,000 Reinvested Capital Gains Total Price
3/31 Investment Dividends Distributions Value  Index
1986* $ $ $ $ $
1987 $ $ $ $ $
1988 $ $ $ $ $
1989 $ $ $ $ $
1990 $ $ $ $ $
1991 $ $ $ $ $
1992 $ $ $ $ $
1993 $ $ $ $ $
1994 $ $ $ $ $
1995 $ $ $ $ $
*  From July 25, 1985 (commencement of operations)
 Explanatory Notes:  With an initial investment of $10,000 made on July 25,
1985, the net amount invested in shares of the fund was $xx,xxx. The cost
of the initial investment ($10,000) together with the aggregate cost of
reinvested dividends for the period covered (that is, their cash value at
the time they were reinvested) amounted to $xx,xxx.  If distributions had
not been reinvested, the amount of distributions earned from the fund over
time would have been smaller and the cash payments (dividends) for the
period would have come to $xx,xxx.  The fund did not distribute any capital
gains during the period. Tax consequences of different investments have not
been factored into the above figures.
MONEY MARKET
HISTORICAL FUND RESULTS
 The following chart shows the income and capital elements of the fund's
year-by-year total returns for the period July 5, 1985 through March 31,
1995 as compared to the cost of living measured by the Consumer Price Index
over the same period. The CPI information is as of month-end closest to the
initial investment date for each fund.
 During the period from July 3, 1985 through March 31, 1995, a hypothetical
investment of $10,000 in the fund would have grown to $ assuming all
dividends were reinvested. This was a period of fluctuating interest rates
and the figures below should not be considered representative of the
dividend income or capital gain or loss that could be realized from an
investment in the fund today.
 Value of  Value of
Period Initial Value of Reinvested  Consumer
Ended $10,000 Reinvested Capital Gains Total Price
3/31 Investment Dividends Distributions Value  Index
1986* $ $ $ $ $
1987 $ $ $ $ $
1988 $ $ $ $ $
1989 $ $ $ $ $
1990 $ $ $ $ $
1991 $ $ $ $ $
1992 $ $ $ $ $
1993 $ $ $ $ $
1994 $ $ $ $ $
1995 $ $ $ $ $
*  From July 3, 1985 (commencement of operations)
 Explanatory Notes:  With an initial investment of $10,000 made on July 3,
1985, the net amount invested in shares of the fund was $xx,xxx.  The cost
of the initial investment ($10,000) together with the aggregate cost of
reinvested dividends for the period covered (that is, their cash value at
the time they were reinvested) amounted to $xx,xxx.  If distributions had
not been reinvested, the amount of distributions earned from the fund over
time would have been smaller and the cash payments (dividends) for the
period would have come to $xx,xxx.  The fund did not distribute any capital
gains during the period. Tax consequences of different investments have not
been factored into the above figures.
TREASURY 
HISTORICAL FUND RESULTS
 The following chart shows the income and capital elements of the fund's
year-by-year total returns for the period November 9, 1985 through March
31, 1995 as compared to the cost of living measured by the Consumer Price
Index over the same period. The CPI information is as of month-end closest
to the initial investment date for each fund.
 During the period from November 9, 1985 through March 31, 1995, a
hypothetical investment of $10,000 in the fund would have grown to $xx,xxx
assuming all dividends were reinvested. This was a period of fluctuating
interest rates and the figures below should not be considered
representative of the dividend income or capital gain or loss that could be
realized from an investment in the fund today.
 Value of  Value of
Period Initial Value of Reinvested  Consumer
Ended $10,000 Reinvested Capital Gains Total Price
3/31 Investment Dividends Distributions Value  Index
1986* $ $ $ $ $
1987 $ $ $ $ $
1988 $ $ $ $ $
1989 $ $ $ $ $
1990 $ $ $ $ $
1991 $ $ $ $ $
1992 $ $ $ $ $
1993 $ $ $ $ $
1994 $ $ $ $ $
1995 $ $ $ $ $
*  From November 9, 1985 (commencement of operations)
 Explanatory Notes:  With an initial investment of $10,000 made on November
9, 1985, the net amount invested in shares of the fund was $10,000.  The
cost of the initial investment ($10,000) together with the aggregate cost
of reinvested dividends for the period covered (that is, their cash value
at the time they were reinvested) amounted to $xx,xxx.  If distributions
had not been reinvested, the amount of distributions earned from the fund
over time would have been smaller and the cash payments (dividends) for the
period would have come to $xx,xxx.  The fund did not distribute any capital
gains during the period. Tax consequences of different investments have not
been factored into the above figures.
TREASURY II
HISTORICAL FUND RESULTS
 The following chart shows the income and capital elements of the fund's
year-by-year total returns for the period February 2, 1987 through March
31, 1995 as compared to the cost of living measured by the Consumer Price
Index over the same period. The CPI information is as of month-end closest
to the initial investment date for each fund.
 During the period from February 2, 1987 through March 31, 1995, a
hypothetical investment of $10,000 in the fund would have grown to $
assuming all dividends were reinvested. This was a period of fluctuating
interest rates and the figures below should not be considered
representative of the dividend income or capital gain or loss that could be
realized from an investment in the fund today.
 Value of  Value of
Period Initial Value of Reinvested  Consumer
Ended $10,000 Reinvested Capital Gains Total Price
3/31 Investment Dividends Distributions Value  Index
1987* $ $ $ $ $
1988 $ $ $ $ $
1989 $ $ $ $ $
1990 $ $ $ $ $
1991 $ $ $ $ $
1992 $ $ $ $ $
1993 $ $ $ $ $
1994 $ $ $ $ $
1995 $ $ $ $ $
*  From February 2, 1987 (commencement of operations)
 Explanatory Notes:  With an initial investment of $10,000 made on February
2, 1987, the net amount invested in shares of the fund was $10,000.  The
cost of the initial investment ($10,000) together with the aggregate cost
of reinvested dividends for the period covered (that is, their cash value
at the time they were reinvested) amounted to $xx,xxx.  If distributions
had not been reinvested, the amount of distributions earned from the fund
over time would have been smaller and the cash payments (dividends) for the
period would have come to $xx,xxx.  The fund did not distribute any capital
gains during the period. Tax consequences of different investments have not
been factored into the above figures.
TREASURY ONLY
HISTORICAL FUND RESULTS
 The following chart shows the income and capital elements of the fund's
year-by-year total returns for the period October 3, 1990 through March 31,
1995 as compared to the cost of living measured by the Consumer Price Index
over the same period. The CPI information is as of month-end closest to the
initial investment date for each fund.
 During the period from October 3, 1990 through March 31, 1995, a
hypothetical investment of $10,000 in the fund would have grown to $
assuming all dividends were reinvested. This was a period of fluctuating
interest rates and the figures below should not be considered
representative of the dividend income or capital gain or loss that could be
realized from an investment in the fund today.
 Value of  Value of
Period Initial Value of Reinvested  Consumer
Ended $10,000 Reinvested Capital Gains Total Price
3/31 Investment Dividends Distributions Value  Index
1992* $ $ $ $ $
1993 $ $ $ $ $
1994 $ $ $ $ $
1995 $ $ $ $ $
*  From October 3, 1990 (commencement of operations)
 Explanatory Notes:  With an initial investment of $10,000 made on October
3, 1990, the net amount invested in shares of the fund was $xx,xxx.  The
cost of the initial investment ($10,000) together with the aggregate cost
of reinvested dividends for the period covered (that is, their cash value
at the time they were reinvested) amounted to $xx,xxx.  If distributions
had not been reinvested, the amount of distributions earned from the fund
over time would have been smaller and the cash payments (dividends) for the
period would have come to $xx,xxx.  The fund did not distribute any capital
gains during the period. Tax consequences of different investments have not
been factored into the above figures.
TAX-EXEMPT 
HISTORICAL FUND RESULTS
 The following chart shows the income and capital elements of the fund's
year-by-year total returns for the period July 25, 1985 through March 31,
1995 as compared to the cost of living measured by the Consumer Price Index
over the same period. The CPI information is as of month-end closest to the
initial investment date for each fund.
 During the period from July 25, 1985 through March 31, 1995, a
hypothetical investment of $10,000 in the fund would have grown to $
assuming all dividends were reinvested. This was a period of fluctuating
interest rates and the figures below should not be considered
representative of the dividend income or capital gain or loss that could be
realized from an investment in the fund today.
 Value of  Value of
Period Initial Value of Reinvested  Consumer
Ended $10,000 Reinvested Capital Gains Total Price
3/31 Investment Dividends Distributions Value  Index
1986* $ $ $ $ $
1987 $ $ $ $ $
1988 $ $ $ $ $
1989 $ $ $ $ $
1990 $ $ $ $ $
1991 $ $ $ $ $
1992 $ $ $ $ $
1993 $ $ $ $ $
1994 $ $ $ $ $
1995 $ $ $ $ $
*  From July 25, 1985 (commencement of operations)
 Explanatory Notes:  With an initial investment of $10,000 made on July 25,
1985, the net amount invested in shares of the fund was $xx,xxx.  The cost
of the initial investment ($10,000) together with the aggregate cost of
reinvested dividends for the period covered (that is, their cash value at
the time they were reinvested) amounted to $xx,xxx.  If distributions had
not been reinvested, the amount of distributions earned from the fund over
time would have been smaller and the cash payments (dividends) for the
period would have come to $xx,xxx.  The fund did not distribute any capital
gains during the period. Tax consequences of different investments have not
been factored into the above figures.
From time to time, a fund's performance may also be compared to other
mutual funds tracked by financial or business publications and periodicals. 
For example, the fund may quote Morningstar, Inc. in its advertising
materials.  Morningstar, Inc. is a mutual fund rating service that rates
mutual funds on the basis of risk-adjusted performance.  Rankings that
compare the performance of Fidelity funds to one another in appropriate
categories over specific periods of time may also be quoted in advertising.
A fund may be compared in advertising to Certificates of Deposit (CDs) or
other investments issued by banks or other depository institutions.  Mutual
funds differ from bank investments in several respects.  For example, a
fund may offer greater liquidity or higher potential returns than CDs, a
fund does not guarantee your principal or your return, and fund shares are
not FDIC insured.
Fidelity may provide information designed to help individuals understand
their investment goals and explore various financial strategies.  Such
information may include information about current economic, market, and
political conditions; materials that describe general principles of
investing, such as asset allocation, diversification, risk tolerance, and
goal setting; questionnaires designed to help create a personal financial
profile; worksheets used to assess savings needs based on assumed rates of
inflation and hypothetical rates of return; and action plans offering
investment alternatives.  Materials may also include discussions of
Fidelity's asset allocation funds and other Fidelity funds, products, and
services.
Ibbotson Associates of Chicago, Illinois (Ibbotson) provides historical
returns of the capital markets in the United States, including common
stocks, small capitalization stocks, long-term corporate bonds,
intermediate-term government bonds, long-term government bonds, Treasury
bills, the U.S. rate of inflation (based on the CPI), and combinations of
various capital markets.  The performance of these capital markets is based
on the returns of different indices.  
Fidelity funds may use the performance of these capital markets in order to
demonstrate general risk-versus-reward investment scenarios. Performance
comparisons may also include the value of a hypothetical investment in any
of these capital markets.  The risks associated with the security types in
any capital market may or may not correspond directly to those of the
funds.  Ibbotson calculates total returns in the same method as the funds. 
The funds may also compare performance to that of other compilations or
indices that may be developed and made available in the future. 
A fund may compare its performance or the performance of securities in
which it may invest to averages published by IBC USA (Publications), Inc.
of Ashland, Massachusetts.  These averages assume reinvestment of
distributions.  The IBC/Donoghue's MONEY FUND AVERAGES(trademark), which is
reported in the MONEY FUND REPORT(registered trademark), covers over ___
money market funds. 
In advertising materials, Fidelity may reference or discuss its products
and services, which may include: other Fidelity funds; retirement
investing; brokerage products and services; the effects of periodic
investment plans and dollar cost averaging; saving for college or other
goals; charitable giving; and the Fidelity credit card.  In addition,
Fidelity may quote or reprint financial or business publications and
periodicals, including model funds or allocations, as they relate to
current economic and political conditions, fund management, fund
composition, investment philosophy, investment techniques, the desirability
of owning a particular mutual fund, and Fidelity services and products. 
Fidelity may also reprint, and use as advertising and sales literature,
articles from Fidelity Focus, a quarterly magazine provided free of charge
to Fidelity fund shareholders.
A fund may present its fund number, Quotron(trademark) number, and CUSIP
number, and discuss or quote its current fund manager.
As of April 30, 1995, FMR advised over $__ billion in tax-free fund assets,
$__ billion in money market fund assets, $___ billion in equity fund
assets, $__ billion in international fund assets, and $___ billion in
Spartan fund assets.  The funds may reference the growth and variety of
money market mutual funds and the adviser's innovation and participation in
the industry.  The equity funds under management figure represents the
largest amount of equity fund assets under management by a mutual fund
investment adviser in the United States, making FMR America's leading
equity (stock) fund manager.  FMR, its subsidiaries, and affiliates
maintain a worldwide information and communications network for the purpose
of researching and managing investments abroad.
In addition to performance rankings, each fund may compare its total
expense ratio to the average total expense ratio of similar funds tracked
by Lipper. A fund's total expense ratio is a significant factor in
comparing bond and money market investments because of its effect on yield. 
 
ADDITIONAL PURCHASE, EXCHANGE AND REDEMPTION INFORMATION
 If the Trustees determine that existing conditions make cash payments
undesirable, redemption payments may be made in whole or in part in
securities or other property, valued for this purpose as they are valued in
computing a fund's NAV.  Shareholders receiving securities or other
property on redemption may realize a gain or loss for tax purposes, and
will incur any costs of sale, as well as the associated inconveniences.
 Pursuant to Rule 11a-3 under the 1940 Act, each fund is required to give
shareholders at least 60 days' notice prior to terminating or modifying its
exchange privilege. Under the Rule, the 60-day notification requirement may
be waived if (i) the only effect of a modification would be to reduce or
eliminate an administrative fee, redemption fee, or deferred sales charge
ordinarily payable at the time of an exchange, or (ii) a fund suspends the
redemption of the shares to be exchanged as permitted under the 1940 Act or
the rules and regulations thereunder, or a fund to be acquired suspends the
sale of its shares because it is unable to invest amounts effectively in
accordance with its investment objective and policies.
 In the prospectus, each fund has notified shareholders that it reserves
the right at any time, without prior notice, to refuse exchange purchases
by any person or group if, in FMR's judgment, a fund would be unable to
invest effectively in accordance with its investment objective and
policies, or would otherwise potentially be adversely affected.
DISTRIBUTIONS AND TAXES
 DIVIDENDS.  Because each fund's income is primarily derived from interest,
dividends from the fund generally will not qualify for the
dividends-received deduction available to corporate shareholders. 
Short-term capital gains are distributed as dividend income, but do not
qualify for the dividends received deduction.  A portion of each fund's
dividends derived from certain U.S. Government obligations may be exempt
from state and local taxation.  Each fund will send each shareholder a
notice in January describing the tax status of dividend and capital gain
distributions (if any) for the prior year.
 To the extent that each fund's income is designated as federally
tax-exempt interest, the daily dividends declared by the fund are also
federally tax-exempt.  Short-term capital gains are distributed as dividend
income, but do not qualify for the dividends-received deduction.  These
gains will be taxed as ordinary income.  
 Tax-Exempt purchases municipal obligations based on opinions of bond
counsel regarding the federal income tax status of the obligations.  These
opinions generally will be based on covenants by the issuers regarding
continuing compliance with federal tax requirements.  If the issuer of an
obligation fails to comply with its covenant at any time, interest on the
obligation could become federally taxable retroactive to the date the
obligation was issued.
 As a result of the Tax Reform Act of 1986, interest on certain "private
activity" securities is subject to the federal alternative minimum tax
(AMT), although the interest continues to be excludable from gross income
for other tax purposes.  Interest from private activity securities will be
considered tax-exempt for purposes of the fund's policy on investing so
that at least 80% of its income is free from federal income tax.  Interest
from private activity securities is a tax preference item for the purposes
of determining whether a taxpayer is subject to the AMT and the the amount
of AMT to be paid, if any.  Private activity securities issued after August
7, 1986 to benefit a private or industrial user or to finance a private
facility are affected by this rule.
 A portion of the gain on bonds purchased with market discount after April
30, 1993 and short-term capital gains distributed by the fund are taxable
to shareholders as dividends, not as capital gains.  Dividend distributions
resulting from a recharacterization of gain form the sale of bonds
purchased with market discount after April 30, 1993 are not considered
income for the purposes of the fund's policy of investing so that at least
80% of its income is free from federal income tax.  The fund may distribute
any net realized short-term capital gains and taxable market discounts once
a year or more often, as necessary, to maintain its net asset value at
$1.00 per share.
 Corporate investors should note that a tax preference item for the
purposes of the corporate AMT is 75% of the amount by which adjusted
current earnings (which includes tax-exempt interest) exceeds the
alternative minimum taxable income of the corporation.  If a shareholder
receives an exempt-interest dividend and sells shares at a loss after
holding them for a period of six months or less, the loss will be
disallowed to the extent of the amount of the exempt-interest dividend.
 CAPITAL GAIN DISTRIBUTIONS.  Each fund may distribute any net realized
short-term capital gains once a year or more often as necessary, to
maintain its net asset value at $1.00 per share.  Each fund does not
anticipate earning long-term capital gains on securities held by the funds.
 TAX STATUS OF THE FUNDS.  Each fund intends to qualify each year as a
"regulated investment company" for tax purposes so that it will not be
liable for federal tax on income and capital gains distributed to
shareholders.  In order to qualify as a regulated investment company and
avoid being subject to federal income or excise taxes at the fund level,
each fund intends to distribute substantially all of its net investment
income and net realized capital gains within each calendar year as well as
on a fiscal year basis.
 STATE AND LOCAL TAX ISSUES.  For mutual funds organized as business
trusts, most state's laws provide for a pass-through of the state and local
income tax exemption afforded to direct owners of U.S. Government
securities.  Some states limit this to mutual funds that invest a certain
amount in U.S. Government securities, and some types of securities, such as
repurchase agreements and some agency backed securities, may not qualify
for this benefit.  The tax treatment of your dividend distributions from
the fund will be the same as if you directly owned your proportionate share
of the U.S. Government securities in a fund's portfolio.  Because the
income earned on most U.S. Government securities in which the fund invests
is exempt from state and local income taxes in most states, the portion of
your dividends from a fund attributable to these securities will also be
free from income taxes.  The exemption from state and local income taxation
does not preclude states from assessing other taxes on the ownership of
U.S. Government securities.  In a number of states, corporate franchise
(income) tax laws do not exempt interest earned on U.S. Government
securities whether such securities are held directly or through a fund.
 FOREIGN TAXES.  Foreign governments may withhold taxes on dividends and
interest paid with respect to foreign securities.  Foreign governments may
also impose taxes on other payments or gains with respect to foreign
securities.  If, at the close of its fiscal year, more than 50% of a fund's
total assets are invested in securities of foreign issuers, the fund may
elect to pass through foreign taxes paid and thereby allow shareholders to
take a credit or deduction on their individual tax returns. 
 OTHER TAX INFORMATION.  The information above is only a summary of some of
the tax consequences generally affecting each fund and its shareholders,
and no attempt has been made to discuss individual tax consequences.  In
addition to federal income taxes, shareholders may be subject to state and
local taxes on fund distributions, and shares may be subject to state and
local personal property taxes.  Investors should consult their tax advisers
to determine whether a fund is suitable to their particular tax situation.
 
FMR
 All of the stock of FMR is owned by FMR Corp., its parent company
organized in 1972.  Through ownership of voting common stock and the
execution of a shareholders' voting agreement, Edward C. Johnson 3d,
Johnson family members, and various trusts for the benefit of the Johnson
family form a controlling group with respect to FMR Corp.
 At present, the principal operating activities of FMR Corp. are those
conducted by three of its divisions as follows: Fidelity Service Co. (FSC),
which is the transfer and shareholder servicing agent for certain of the
funds advised by FMR; Fidelity Investments Institutional Operations Company
(FIIOC), which performs shareholder servicing functions for institutional
customers and funds sold through intermediaries; and Fidelity Investments
Retail Marketing Company, which provides marketing services to various
companies within the Fidelity organization.
 Fidelity investment personnel may invest in securities for their own
account pursuant to a code of ethics that sets forth all employees'
fiduciary responsibilities regarding the funds, establishes procedures for
personal investing and restricts certain transactions.  For example, all
personal trades in most securities require pre-clearance, and participation
in initial public offerings is prohibited.  In addition, restrictions on
the timing of personal investing in relation to trades by Fidelity funds
and on short-term trading have been adopted.
TRUSTEES AND OFFICERS
 The Trustees and executive officers of the funds are listed below.  Except
as indicated, each individual has held the office shown or other offices in
the same company for the last five years.  Trustees and officers elected or
appointed prior to the funds' conversion to a Delaware business trust
served the Massachusetts business trust in identical capacities.  All
persons named as Trustees and officers also serve in similar capacities for
other funds advised by FMR.  Unless otherwise noted, the business address
of each Trustee and officer is 82 Devonshire Street, Boston, Massachusetts 
02109, which is also the address of FMR.  Those Trustees who are
"interested persons" (as defined in the Investment Company Act of 1940) by
virtue of their affiliation with the funds or FMR are indicated by an
asterisk (*).
 
*EDWARD C. JOHNSON 3d (64), Trustee and President, is Chairman, Chief
Executive Officer and a Director of FMR Corp.; a Director and Chairman of
the Board and of the Executive Committee of FMR; Chairman and a Director of
FMR Texas Inc., Fidelity Management & Research (U.K.) Inc., and Fidelity
Management & Research (Far East) Inc.
*J. GARY BURKHEAD (53), Trustee and Senior Vice President, is President of
FMR; and President and a Director of FMR Texas Inc., Fidelity Management &
Research (U.K.) Inc., and Fidelity Management & Research (Far East) Inc.
RALPH F. COX (62), 200 Rivercrest Drive, Fort Worth, TX, Trustee (1991), is
a consultant to Western Mining Corporation (1994). Prior to February 1994,
he was President of Greenhill Petroleum Corporation (petroleum exploration
and production, 1990).  Until March 1990, Mr. Cox was President and Chief
Operating Officer of Union Pacific Resources Company (exploration and
production).  He is a Director of Sanifill Corporation (non-hazardous
waste, 1993) and CH2M Hill Companies (engineering).  In addition, he served
on the Board of Directors of the Norton Company (manufacturer of industrial
devices, 1983-1990) and continues to serve on the Board of Directors of the
Texas State Chamber of Commerce, and is a member of advisory boards of
Texas A&M University and the University of Texas at Austin.
PHYLLIS BURKE DAVIS (63), P.O. Box 264, Bridgehampton, NY, Trustee (1992). 
Prior to her retirement in September 1991, Mrs. Davis was the Senior Vice
President of Corporate Affairs of Avon Products, Inc.  She is currently a
Director of BellSouth Corporation (telecommunications), Eaton Corporation
(manufacturing, 1991), and the TJX Companies, Inc. (retail stores, 1990),
and previously served as a Director of Hallmark Cards, Inc. (1985-1991) and
Nabisco Brands, Inc.  In addition, she is a member of the President's
Advisory Council of The University of Vermont School of Business
Administration.
RICHARD J. FLYNN (71), 77 Fiske Hill, Sturbridge, MA, Trustee, is a
financial consultant.  Prior to September 1986, Mr. Flynn was Vice Chairman
and a Director of the Norton Company (manufacturer of industrial devices). 
He is currently a Trustee of College of the Holy Cross and Old Sturbridge
Village, Inc.
E. BRADLEY JONES (67), 3881-2 Lander Road, Chagrin Falls, OH, Trustee
(1990).  Prior to his retirement in 1984, Mr. Jones was Chairman and Chief
Executive Officer of LTV Steel Company.  Prior to May 1990, he was Director
of National City Corporation (a bank holding company) and National City
Bank of Cleveland.  He is a Director of TRW Inc. (original equipment and
replacement products), Cleveland-Cliffs Inc (mining), NACCO Industries,
Inc. (mining and marketing), Consolidated Rail Corporation, Birmingham
Steel Corporation, Hyster-Yale Materials Handling, Inc., and RPM, Inc.
(manufacturer of chemical products, 1990).  In addition, he serves as a
Trustee of First Union Real Estate Investments, a Trustee  and member of
the Executive Committee of the Cleveland Clinic Foundation, a Trustee and 
member of the Executive Committee of University School (Cleveland), and a
Trustee of Cleveland Clinic Florida.
DONALD J. KIRK (62), One Harborside, 680 Steamboat Road, Greenwich, CT,
Trustee, is Executive-in-Residence (1995) at Columbia University Graduate
School of Business and a financial consultant.  From 1987 to January 1995,
Mr. Kirk was a Professor at Columbia University Graduate School of
Business.  Prior to 1987, he was Chairman of the Financial Accounting
Standards Board.  Mr. Kirk is a Director of General Re Corporation
(reinsurance) and Valuation Research Corp. (appraisals and valuations,
1993). In addition, he serves as Vice Chairman of the Board of Directors of
the National Arts Stabilization Fund, Vice Chairman of the Board of
Trustees of the Greenwich Hospital Association, and as a Member of the
Public Oversight Board of the American Institute of Certified Public
Accountants' SEC Practice Section (1995).
*PETER S. LYNCH (52), Trustee (1990) is Vice Chairman and Director of FMR
(1992).  Prior to May 31, 1990, he was a Director of FMR and Executive Vice
President of FMR (a position he held until March 31, 1991); Vice President
of Fidelity Magellan Fund and FMR Growth Group Leader; and Managing
Director of FMR Corp.  Mr. Lynch was also Vice President of Fidelity
Investments Corporate Services (1991-1992).  He is a Director of W.R. Grace
& Co. (chemicals) and Morrison Knudsen Corporation (engineering and
construction).  In addition, he serves as a Trustee of Boston College,
Massachusetts Eye & Ear Infirmary, Historic Deerfield and Society for the
Preservation of New England Antiquities, and as an Overseer of the Museum
of Fine Arts of Boston (1990).
GERALD C. McDONOUGH (65), 135 Aspenwood Drive, Cleveland, OH, Trustee, is
Chairman of G.M. Management Group (strategic advisory services).  Prior to
his retirement in July 1988, he was Chairman and Chief Executive Officer of
Leaseway Transportation Corp. (physical distribution services). Mr.
McDonough is a Director of ACME-Cleveland Corp. (metal working,
telecommunications and electronic products), Brush-Wellman Inc. (metal
refining), York International Corp. (air conditioning and refrigeration),
Commercial Intertech Corp. (water treatment equipment, 1992), and
Associated Estates Realty Corporation (a real estate investment trust,
1993). 
EDWARD H. MALONE (70), 5601 Turtle Bay Drive #2104, Naples, FL, Trustee. 
Prior to his retirement in 1985, Mr. Malone was Chairman, General Electric
Investment Corporation and a Vice President of General Electric Company. 
He is a Director of Allegheny Power Systems, Inc. (electric utility),
General Re Corporation (reinsurance) and Mattel Inc. (toy manufacturer). In
addition, he serves as a Trustee of Corporate Property Investors, the EPS
Foundation at Trinity College, the Naples Philharmonic Center for the Arts,
and Rensselaer Polytechnic Institute, and he is a member of the Advisory
Boards of Butler Capital Corporation Funds and Warburg, Pincus Partnership
Funds.
MARVIN L. MANN (71), 55 Railroad Avenue, Greenwich, CT, Trustee (1993) is
Chairman of the Board, President, and Chief Executive Officer of Lexmark
International, Inc. (office machines, 1991).  Prior to 1991, he held the
positions of Vice President of International Business Machines Corporation
("IBM") and President and General Manager of various IBM divisions and
subsidiaries.  Mr. Mann is a Director of M.A. Hanna Company (chemicals,
1993) and Infomart (marketing services, 1991), a Trammell Crow Co.  In
addition, he serves as the Campaign Vice Chairman of the Tri-State United
Way (1993) and is a member of the University of Alabama President's Cabinet
(1990).
THOMAS R. WILLIAMS (66), 21st Floor, 191 Peachtree Street, N.E., Atlanta,
GA, Trustee, is President of The Wales Group, Inc. (management and
financial advisory services).  Prior to retiring in 1987, Mr. Williams
served as Chairman of the Board of First Wachovia Corporation (bank holding
company), and Chairman and Chief Executive Officer of The First National
Bank of Atlanta and First Atlanta Corporation (bank holding company).  He
is currently a Director of BellSouth Corporation (telecommunications),
ConAgra, Inc. (agricultural products), Fisher Business Systems, Inc.
(computer software), Georgia Power Company (electric utility), Gerber Alley
& Associates, Inc. (computer software), National Life Insurance Company of
Vermont, American Software, Inc., and AppleSouth, Inc. (restaurants, 1992).
FRED L. HENNING, JR.(55), Vice President (1994), is Vice President of
Fidelity's money market funds and Senior Vice President of FMR Texas Inc.
LELAND BARRON (36), Vice President (1989) is also Vice President of other
funds advised by FMR and an employee of FMR Texas Inc.
BURNELL STEHMAN (63),  Vice President (1992), is also Vice President of
other funds advised by FMR and an employee of FMR Texas Inc.
JOHN TODD (46), Vice President (1992), is also Vice President of other
funds advised by FMR and an employee of FMR Texas Inc.
SARAH H. ZENOBLE (46), Vice President (1988), is also Vice President FMR
Texas and of other funds advised by FMR and an employee of FMR.
ARTHUR S. LORING (47), Secretary, is Senior Vice President (1993) and
General Counsel of FMR, Vice President-Legal of FMR Corp., and Vice
President and Clerk of FDC.
STEPHEN P. JONAS (42), Treasurer (1995), is Treasurer and Vice President of
FMR (1993).  Mr. Jonas is also Treasurer of FMR Texas Inc. (1994), Fidelity
Management & Research (U.K.) Inc. (1994), and Fidelity Management &
Research (Far East) Inc. (1994).  Prior to becoming Treasurer of FMR,  Mr.
Jonas was Senior Vice President, Finance - Fidelity Brokerage Services,
Inc. (1991-1992) and Senior Vice President, Strategic Business Systems -
Fidelity Investments Retail Marketing Company (1989-1991).
THOMAS D. MAHER (50), Assistant Vice President (1990), is Assistant Vice
President of Fidelity's money market funds and Vice President and Associate
General Counsel of FMR Texas Inc. (1990).  Prior to 1990, Mr. Maher was an
employee of FMR.
MICHAEL D. CONWAY (41), Assistant Treasurer (1995), is Assistant Treasurer
of Fidelity's money market funds and is an employee of FMR (1995).  Before
joining FMR, Mr. Conway was an employee of  Waddell & Reed Inc. (investment
advisor, 1986-1994), where he served as Assistant Treasurer (1992) and as
Assistant Vice President and Director of Operations of Waddell & Reed Asset
Management Company (1994).
JOHN H. COSTELLO (48), Assistant Treasurer, is an employee of FMR.
LEONARD M. RUSH (49), Assistant Treasurer (1994), is an employee of FMR
(1994).  Prior to becoming Assistant Treasurer of the Fidelity funds, Mr.
Rush was Chief Compliance Officer of FMR Corp. (1993-1994); Chief Financial
Officer of Fidelity Brokerage Services, Inc. (1990-1993); and Vice
President, Assistant Controller, and Director of the Accounting Department
- - First Boston Corp. (1986-1990).
 The following table sets forth information describing the compensation of
each current Trustee of each fund for his or her services as trustee for
the fiscal year ended March 31, 1995. 
COMPENSATION TABLE
      Aggregate Compensation    
 
 
 
 
<TABLE>
<CAPTION>
<S>    <C>        <C>      <C>        <C>      <C>        <C>       <C>       <C>         <C>          <C>       <C>       <C>      
       J. Gary    Ralph    Phyllis    Richar   E.         Edward    Donald    Peter S.    Gerald C.    Edward    Marvin    Thoma    
       Burkhe     F. Cox   Burke      d J.     Bradley    C.        J. Kirk   Lynch*      McDonoug     H.        L.        s R.     
       ad*                 Davis      Flynn    Jones      Johnso                          h            Malone    Mann      Willia   
                                                          n, 3d*                                                           ms       
 
Domestic                                                                                                                            
 
Government                                                                                                                          
+                                                                                                                                   
 
Money                                                                                                                               
Market+                                                                                                                             
 
Treasury                                                                                                                            
 
Treasury II                                                                                                                         
 
</TABLE>
 
Treasury                                                    
Only                                                        
 
* Interested trustees of each fund are compensated by FMR.
+ Estimated.
                      Pension or           Estimated Annual    Total           
                      Retirement           Benefits Upon       Compensation    
                      Benefits Accrued     Retirement from     from the Fund   
                      as Part of Fund      the Fund            Complex*        
                      Expenses from the    Complex*                            
                      Fund Complex*                                            
 
Ralph F. Cox          $ 5,200              $ 52,000            $ 125,000       
 
Phyllis Burke Davis    5,200                52,000              122,000        
 
Richard J. Flynn       0                    52,000              154,500        
 
E. Bradley Jones       5,200                49,400              123,500        
 
Donald J. Kirk         5,200                52,000              125,000        
 
Gerald C. McDonough    5,200                52,000              125,000        
 
Edward H. Malone       5,200                44,200              128,000        
 
Marvin L. Mann         5,200                52,000              125,000        
 
Thomas R. Williams     5,200                52,000              126,500        
 
* Information is as of December 31, 1994 for all 206 funds in the complex.
 Under a retirement program adopted in July 1988, the non-interested
Trustees, upon reaching age 72, become eligible to participate in a
retirement program under which they receive payments during their lifetime
from a fund based on their basic trustee fees and length of service. The
obligation of a fund to make such payments are not secured or funded.
Trustees become eligible if, at the time of retirement, they have served on
the Board for at least five years. Currently, Messrs. Ralph S. Saul,
William R. Spaulding, Bertram H. Witham, and David L. Yunich, all former
non-interested Trustees, receive retirement benefits under the program.
MANAGEMENT CONTRACTS
 Each fund employs FMR to furnish investment advisory and other services. 
Under its management contract with each fund, FMR acts as investment
adviser and, subject to the supervision of the Board of Trustees, directs
the investments of each fund in accordance with its investment objective,
policies, and limitations.  FMR also provides each fund with all necessary
office facilities and personnel for servicing each fund's investments,
compensates all officers of each fund, all Trustees who are "interested
persons" of the trusts or of FMR, and all personnel of each fund or FMR for
performing services relating to research, statistical and investment
activities.
 In addition, FMR or its affiliates, subject to the supervision of the
Board of Trustees, provide the management and administrative services
necessary for the operation of each fund.  These services include providing
facilities for maintaining each fund's organization; supervising relations
with custodians, transfer and pricing agents, accountants, underwriters,
and other persons dealing with each fund; preparing all general shareholder
communications and conducting shareholder relations; maintaining each
fund's records and the registration of each fund's shares under federal and
state laws; developing management and shareholder services for each fund;
and furnishing reports, evaluations and analyses on a variety of subjects
to the Trustees.
 In addition to the management fee payable to FMR and the fees payable to
FIIOC, FSC, and UMB, each fund pays all of its expenses, without
limitation, that are not assumed by those parties.  Each fund pays for the
typesetting, printing, and mailing of its proxy materials to shareholders,
legal expenses, and the fees of the custodian, auditor and non-interested
Trustees.  Although each fund's current management contract provides that
each fund will pay for typesetting, printing, and mailing prospectuses,
statements of additional information, notices and reports to shareholders,
the Trust, on behalf of each fund has entered into a revised transfer agent
agreement with FIIOC and UMB, as applicable, pursuant to which FIIOC or UMB
bears the costs of providing these services to existing shareholders. 
Other expenses paid by each fund include interest, taxes, brokerage
commissions, each fund's proportionate share of insurance premiums and
Investment Company Institute dues, and the costs of registering shares
under federal and state securities laws.  Each fund is also liable for such
non-recurring expenses as may arise, including costs of any litigation to
which each fund may be a party, and any obligation it may have to indemnify
its officers and Trustees with respect to litigation.
 FMR is each fund's manager pursuant to a management contracts dated
___________, which were approved by shareholders on ___________,
respectively.
 For the services of FMR under each contract, each fund pays FMR a monthly
management fee at the annual rate of ___% of average net assets throughout
the month.  Fees received by FMR for the last three fiscal years are shown
in the table below.
Fund   Fiscal Year Ended   Management Fees Paid to FMR   
 
Domestic     1995    $   
 
       1994    $762,787   
 
       1993    $768,370   
 
Government    1995    $   
 
       1994    $4,830,260   
 
       1993    $6,305,440   
 
Money Market     1995    $   
 
       1994    $5,275,995   
 
       1993    $5,033,138   
 
Treasury    1995    $   
 
       1994    $1,898,021   
 
       1993    $2,675,573   
 
Treasury II    1995    $   
 
       1994    $4,917,008   
 
       1993    $7,014,599   
 
Treasury Only    1995    $   
 
       1994    $   
 
       1993    $   
 
Tax-Exempt     1995    $   
 
       1994    $5.099,831   
 
       1993    $4,605,577   
 
 FMR may, from time to time, voluntarily reimburse all or a portion of each
fund's operating expenses (exclusive of interest, taxes, brokerage
commissions, and extraordinary expenses).  FMR retains the ability to be
repaid for these expense reimbursements in the amount that expenses fall
below the limit prior to the end of the fiscal year.  Expense
reimbursements by FMR will increase each fund's total returns and yield and
repayment of the reimbursement by each fund will lower its total returns
and yield.
 During the fiscal periods reported, FMR voluntarily agreed to reimburse
certain funds to the extent that the fund's aggregate operating expenses
were in excess of an annual rate of its average net assets.  The table
below identifies the funds in reimbursement; the level at which
reimbursement began; and the dollar amount reimbursed for each period.
                            LEVEL AT WHICH                              
 
                FUND   REIMBURSEMENT BEGAN   DOLLAR AMOUNT REIMBURSED   
 
                     1995        1994        1993   
 
Domestic                                            
 
Government                                          
 
Money Market                                        
 
Treasury                                            
 
Treasury II                                         
 
Treasury Only                                       
 
Tax-Exempt                                          
 
 To comply with the California Code of Regulations, FMR will reimburse each
fund if and to the extent that each fund's aggregate annual operating
expenses exceed specified percentages of its average net assets.  The
applicable percentages are 2 1/2% of the first $30 million, 2% of the next
$70 million, and 1 1/2% of average net assets in excess of $100 million. 
When calculating each fund's expenses for purposes of this regulation, each
fund may exclude interest, taxes, brokerage commissions, and extraordinary
expenses, as well as a portion of its distribution plan expense and
custodian fees attributable to investment in foreign securities.
 SUB-ADVISER.  FMR has entered into a sub-advisory agreement with FMR Texas
pursuant to which FMR Texas has primary responsibility for providing
portfolio investment management services to each fund.
 Under each sub-advisory agreement dated_______, ______ and ______,
respectively, for FICP, FITECP and DMF, FMR pays FMR Texas fees equal to
50% of the management fees payable by FMR under its current Management
Contract with each fund, after payments by FMR pursuant to each fund's
12b-1 plan.  The fees paid to FMR Texas are not reduced by any voluntary or
mandatory expense reimbursements that may be in effect from time to time. 
The table below shows fees paid to FMR Texas for the fiscal years ended
March 31, 1995, 1994, and 1993.
 
                     1995        1994           1993      
 
Domestic                         762.787        768,370   
 
Government                    4,830,260      6,305,440    
 
Money Market                  5,275,995      5,033,138    
 
Treasury                      1,898,021      2,675,573    
 
Treasury II                   4,917,008      7,014,599    
 
Treasury Only                                             
 
Tax-Exempt                                                
 
CONTRACTS WITH FMR AFFILIATES
 FIIOC is transfer, dividend disbursing, and shareholder servicing agent
for Class A shares of FICP and Treasury Only.  UMB is the transfer agent
and shareholder servicing agent for Class A shares of Tax-Exempt.  UMB has
entered into a sub-arrangement with FIIOC pursuant to which FIIOC serves as
transfer, dividend disbursing, and shareholder servicing agent for Class A
shares of Tax-Exempt.  Class A of each fund pays FIIOC of UMB, as
applicable, an annual fee and an asset-based fee based on account size.
 For accounts that FIIOC maintains on behalf of UMB, FIIOC receives all
such fees.
 FIIOC pays out-of-pocket expenses associated with providing transfer agent
services. In addition, FIIOC bears the expense of typesetting, printing,
and mailing prospectuses, statements of additional information, and all
other reports, notices, and statements to shareholders, with the exception
of proxy statements.
 FIIOC performs the calculations necessary to determine NAV and dividends
for the Class A shares of each taxable fund, maintains each taxable fund's
accounting records and administers each taxable fund's securities lending
program.  UMB has sub-arrangements with FSC pursuant to which FSC performs
the calculations necessary to determine the NAV and dividends for Class A
shares of the tax-free fund, and maintains the accounting records for the
tax-free fund.  The fee rates for pricing and bookkeeping services are
based on each fund's average net assets specifically, __% for the first
$500 million of average net assets and __% for average net assets in excess
of $500 million.  The fee is limited to a minimum of $__ and a maximum of
$750,000 per year.  Pricing and bookkeeping fees, including related
out-of-pocket expenses, paid by the fund(s) for the past three fiscal years
were as follows: 
        Pricing and Bookkeeping Fees
               1995     1994         1993      
 
Domestic                107,464      108,548   
 
Government              412,411      523,696   
 
Money Market            445,362      429,428   
 
Treasury                192,236      251,607   
 
Treasury II             419,147      576,072   
 
Treasury Only                     
 
Tax-Exempt                        
 
 FSC also receives fees for administering the taxable funds' securities
lending program.  Securities lending fees are based on the number and
duration of individual securities loans.  Securities lending fees incurred
by the funds for the past three fiscal years were as follows:
        Securities Lending Fees
               1995     1994     1993   
 
Domestic                                
 
Government                              
 
Money Market                            
 
Treasury                                
 
Treasury II                             
 
Treasury Only                     
 
Tax-Exempt                        
 
DISTRIBUTION AND SERVICE PLANS
The Trustees have approved Distribution and Service Plans on behalf of
Class A of the funds (the Plans) pursuant to Rule 12b-1 under the
Investment Company Act of 1940 (the Rule).  The Rule provides in substance
that a mutual fund may not engage directly or indirectly in financing any
activity that is primarily intended to result in the sale of shares of a
fund except pursuant to a plan approved on behalf of the fund under the
Rule.  The Plans, as approved by the Trustees, allow Class A of the funds
and FMR to incur certain expenses that might be considered to constitute
indirect payment by the funds of distribution expenses.
Under each Plan, if the payment of management fees by the funds to FMR is
deemed to be indirect financing by the funds of the distribution of their
shares, such payment is authorized by the Plans. Each Plan also
specifically recognizes that FMR, either directly or through FDC, may use
its management fee revenue, past profits, or other resources, without
limitation, to pay promotional and administrative expenses in connection
with the offer and sale of shares of the applicable class of each fund. In
addition, each Plan provides that FMR may use its resources, including its
management fee revenues, to make payments to third parties that assist in
selling shares of the applicable class of each fund, or to third parties,
including banks, that render shareholder support services.
Payments made by FMR to third parties during the fiscal year ended March
31, 1995 amounted to $______ for Domestic, $______ for Government, $______
for Money Market, $______ for Treasury, $______ for Treasury II, $______
for Treaasury Only, and $______ for Tax-Exempt.  No third party payments
were made in fiscal 1995.
Prior to approving each Plan, the Trustees carefully considered all
pertinent factors relating to the implementation of each Plan, and have
determined that there is a reasonable likelihood that the Plan will benefit
the applicable class of each fund and its shareholders.  In particular, the
Trustees noted that each Plan does not authorize payments by Class A of
each fund other than those made to FMR under its management contract with
the fund.  To the extent that each Plan gives FMR and FDC greater
flexibility in connection with the distribution of shares of the applicable
class of each fund, additional sales of fund shares may result.
Furthermore, certain shareholder support services may be provided more
effectively under the Plans by local entities with whom shareholders have
other relationships.
The Plans were approved by shareholders of Class A of FICP on _________,
199__, Fidelity Institutional Tax-Exempt Cash Portfolios: Tax-Exempt on
____, 199_, and Daily Money Fund:  Treasury Only on _____, 199_.  Each
Class's Plan was approved by shareholders, in connection with the
corresponding reorganization transactions which took place on_____, 199_,
____, 199_, and ____ 199_, respectively, pursuant to Agreements and Plans
of Conversion.
Each Plan allows FMR to make payments to certain third parties with whom
FDC has entered into written Service Contracts and who assist or have
assisted in selling shares of the fund or who provide shareholder support
services ("Investment Professionals"), for assistance in selling shares of
the fund or for providing shareholder support services.  Each Plan
authorizes FMR to make such payments from its management fee, its past
profits or any other source available to it, provided that such payments
cannot exceed the amount of the management fee.  The maximum amount payable
to Investment Professionals under each Plan, as determined by the Board of
Trustees, is currently at the annual rate of ___% of the average net asset
value of the applicable class of the fund for shareholder support or
distribution services.
The Glass-Steagall Act generally prohibits federally and state chartered or
supervised banks from engaging in the business of underwriting, selling, or
distributing securities. Although the scope of this prohibition under the
Glass-Steagall Act has not been clearly defined by the courts or
appropriate regulatory agencies, FDC believes that the Glass-Steagall Act
should not preclude a bank from performing shareholder support services, or
servicing and recordkeeping functions. FDC intends to engage banks only to
perform such functions. However, changes in federal or state statutes and
regulations pertaining to the permissible activities of banks and their
affiliates or subsidiaries, as well as further judicial or administrative
decisions or interpretations, could prevent a bank from continuing to
perform all or a part of the contemplated services. If a bank were
prohibited from so acting, the Trustees would consider what actions, if
any, would be necessary to continue to provide efficient and effective
shareholder services. In such event, changes in the operation of the funds
might occur, including possible termination of any automatic investment or
redemption or other services then provided by the bank. It is not expected
that shareholders would suffer any adverse financial consequences as a
result of any of these occurrences.  In addition, state securities laws on
this issue may differ from the interpretations of federal law expressed
herein, and banks and financial institutions may be required to register as
dealers pursuant to state law. 
Each fund may execute portfolio transactions with, and purchase securities
issued by, depository institutions that receive payments under the Plans.
No preference for the instruments of such depository institutions will be
shown in the selection of investments.
DESCRIPTION OF THE FUNDS
 TRUST ORGANIZATION.  Treasury, Treasury II, Government, Domestic and Money
Market are funds of Fidelity Institutional Cash Portfolios, an open-end
management investment company organized as a Delaware business Trust on May
30, 1993.  The funds acquired all of the assets of the _________,
respectively, of _____ _____________ on _______.  Currently, there are five
funds of Fidelity Institutional Cash Portfolios: Treasury, Treasury II,
Government, Domestic, and Money Market.  The Trust Instrument permits the
Trustees to create additional funds.
 Tax-Exempt is a fund of Fidelity Institutional Tax-Exempt Cash Portfolios,
an open-end management investment company organized as a Delaware business
Trust on January 29, 1992. The fund acquired all of the assets of the
Massachusetts trust of Fidelity Institutional Tax-Exempt Cash Portfolios:
Fidelity Institutional Tax-Exempt Cash Portfolio, on _______. The Trust
Instrument permits the Trustees to create additional funds.
 Treasury Only is a fund of Daily Money Fund, an open-end management
investment company organized as a Delaware business Trust on September 30,
1993. The fund acquired all of the assets of the Massachusetts trust of
Daily Money Fund: U.S. Treasury Income Portfolio, on _______. The Trust
Instrument permits the Trustees to create additional funds.
 In the event that FMR ceases to be the investment adviser to the funds,
the right of the Trust or fund to use the identifying name "Fidelity" may
be withdrawn.  There is a remote possibility that one fund might become
liable for any misstatement in its prospectus or statement of additional
information about another fund.
 The assets of the Trust received for the issue or sale of shares of each
fund and all income, earnings, profits, and proceeds thereof, subject only
to the rights of creditors, are especially allocated to such fund, and
constitute the underlying assets of such fund.  The underlying assets of
each fund are segregated on the books of account, and are to be charged
with the liabilities with respect to such fund and with a share of the
general expenses of the Trust.  Expenses with respect to the Trust are to
be allocated in proportion to the asset value of the respective funds,
except where allocations of direct expense can otherwise be fairly made. 
The officers of the Trust, subject to the general supervision of the Board
of Trustees, have the power to determine which expenses are allocable to a
given fund, or which are general or allocable to all of the funds.  In the
event of the dissolution or liquidation of the Trust, shareholders of each
fund are entitled to receive as a class the underlying assets of such fund
available for distribution.
 SHAREHOLDER AND TRUSTEE LIABILITY.  Each Trust is a business trusts
organized under Delaware law.  Delaware law provides that shareholders
shall be entitled to the same limitations of personal liability extended to
stockholders of private corporations for profit.  The courts of some
states, however, may decline to apply Delaware law on this point.  The
Trust Instruments contains an express disclaimer of shareholder liability
for the debts, liabilities, obligations, and expenses of the Trusts and
requires that a disclaimer be given in each contract entered into or
executed by the fund or the Trustees.  The Trust Instruments provide for
indemnification out of each fund's property of any shareholder or former
shareholder held personally liable for the obligations of the fund.  The
Trust Instrument also provides that each fund shall, upon request, assume
the defense of any claim made against any shareholder for any act or
obligation of the fund and satisfy any judgment thereon.  Thus, the risk of
a shareholder incurring financial loss on account of shareholder liability
is limited to circumstances in which Delaware law does not apply, no
contractual limitation of liability was in effect, and the funds are unable
to meet their obligations.  FMR believes that, in view of the above, the
risk of personal liability to shareholders is extremely remote.
 The Trust Instruments further provide that the Trustees, if they have
exercised reasonable care, shall not be personally liable to any person
other than the fund or its shareholders; moreover, the Trustees shall not
be liable for any conduct whatsoever, provided that Trustees are not
protected against any liability to which they would otherwise be subject by
reason of willful misfeasance, bad faith, gross negligence, or reckless
disregard of the duties involved in the conduct of their office.
 VOTING RIGHTS.  Each fund's capital consists of shares of beneficial
interest.  The shares have no preemptive or conversion rights; the voting
and dividend rights, the right of redemption, and the privilege of exchange
are described in the Prospectus.  Shares are fully paid and non-assessable,
except as set forth under the heading "Shareholder and Trustee Liability"
above.  Shareholders representing 10% or more of a trust or  fund may, as
set forth in each of the Trust Instruments, call meetings of the Trust, a
fund or a class, for any purpose related to the Trust, a fund or a class,
as the case may be, including, in the case of a meeting of the entire
Trust, the purpose of voting on removal of one or more Trustees.
 Any trust or fund may be terminated upon the sale of its assets to, or
merger with, another open-end management investment company or series
thereof, or upon liquidation and distribution of its assets.  Generally
such terminations must be approved by vote of the holders of a majority of
the outstanding shares of the Trust or fund; however, the Trustees may,
without prior shareholder approval, change the form or organization of the
trust or fund by merger, consolidation, or incorporation.  If not so
terminated, the fund and the funds will continue indefinitely.  Under the
Trust Instruments, the Trustees may, without shareholder vote, cause a
trust to merge or consolidate into one or more trusts, partnerships, or
corporations, or cause the trust to be incorporated under Delaware law, so
long as the surviving entity is an open-end management investment company
that will succeed to or assume the trust's registration statement.
As of March 31, 1995 the following owned of record or beneficially more
than 5% of the outstanding shares of each fund:
 A shareholder owning of record or beneficially more than 25% of a fund's
shares outstanding shares may be considered a controlling person.  Their
votes could have a more significant effect on matters presented at a
shareholders' meeting than votes of other shareholders.
 CUSTODIAN.  Morgan Guaranty Trust Company of New York, 60 Wall Street, New
York, NY 10260 is custodian of the assets of all funds, except Treasury II
and Tax-Exempt.  The custodian for Treasury II is the Bank of New York, 48
Wall Street, New York, New York.  The custodian for Institutional
Tax-Exempt is UMB, 1010 Grand Avenue, Kansas City Missouri.  The custodian
is responsible for the safekeeping of the funds' assets and the appointment
of subcustodian banks and clearing agencies.  The custodian takes no part
in determining the investment policies of the fund or in deciding which
securities are purchased or sold by the fund.  The funds, however, may
invest in obligations of the custodian and may purchase securities from or
sell securities to the custodian.
 FMR, its officers and directors and its affiliated companies and the
funds' Trustees may, from time to time, have transactions with various
banks, including banks serving as custodians for certain other funds
advised by FMR.  Transactions that have occurred to date include mortgages
and personal and general business loans.  In the judgment of FMR, the terms
and conditions of those transactions were not influenced by existing or
potential custodial or other fund relationships.
 AUDITOR.  _____________, serves as the independent accountant for all
funds except Tax-Exempt. ___________, Texas serves as the independent
accountant for Tax-Exempt. The auditor examines financial statements for
the fund and provides other audit, tax, and related services.
FINANCIAL STATEMENTS
 Each fund's financial statements and financial highlights for the fiscal
year ended March 31, 1995 are included in each fund's Annual Report, which
is a separate report attached to this SAI.  Each fund's financial
statements and financial highlights are incorporated herein by reference.
APPENDIX
 The descriptions that follow are examples of eligible ratings for the
funds.  The funds may, however, consider the ratings for other types of
investments and the ratings assigned by other rating organizations when
determining the eligibility of a particular investment.
DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S COMMERCIAL PAPER RATINGS:
 PRIME-1 -- issuers (or related institutions) have a superior capacity for
repayment of short-term promissory obligations.  Prime-1 repayment capacity
will normally be evidenced by the following characteristics:
 (medium solid bullet) Leading market positions in well established
industries.
 (medium solid bullet) High rates of return on funds employed.
 (medium solid bullet) Conservative capitalization structures with moderate
reliance on debt and ample asset protection.
 (medium solid bullet) Broad margins in earnings coverage of fixed
financial charges and with high internal cash generation.
 (medium solid bullet) Well-established access to a range of financial
markets and assured sources of alternate liquidity.
 PRIME-2 -- issuers (or related supporting institutions) have a strong
capacity for repayment of short-term promissory obligations.  This will
normally be evidenced by many of the characteristics cited above but to a
lesser degree.  Earnings trends and coverage ratios, while sound, will be
more subject to variation.  Capitalization characteristics, while still
appropriate, may be more affected by external conditions.  Ample
alternative liquidity is maintained.
DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S CORPORATE BOND RATINGS:
 AAA -- Bonds which are rated Aaa are judged to be of the best quality. 
They carry the smallest degree of investment risk and are generally
referred to as "gilt edge."  Interest payments are protected by a large or
by an exceptionally stable margin and principal is secure.  While the
various protective elements are likely to change, such changes as can be
visualized are most unlikely to impair the fundamentally strong position of
such issuers.
 AA -- Bonds which are rated Aa are judged to be of high quality by all
standards.  Together with the Aaa group they comprise what are generally
known as high grade bonds.  They are rated lower than the best bonds
because margins of protection may not be as large as in Aaa securities or
fluctuation of protective elements may be of greater amplitude or there may
be other elements present which make the long term risks appear somewhat
larger than in Aaa securities.
DESCRIPTION OF STANDARD & POOR'S CORPORATION'S COMMERCIAL PAPER RATINGS:
 A-1 -- This designation indicates that the degree of safety regarding
timely payment is either overwhelming or very strong.  Those issues
determined to possess overwhelming safety characteristics will be denoted
with a plus (+) sign designation.
 A-2 -- Capacity for timely payment on issues with this designation is
strong.  However, the relative degree of safety is not as high as for
issues designated A-1.
DESCRIPTION OF STANDARD & POOR'S CORPORATION'S CORPORATE BOND RATINGS:
 AAA -- Debt rated AAA has the highest rating assigned by Standard &
Poor's.  Capacity to pay interest and repay principal is extremely strong.
 AA -- Debt rated AA has a very strong capacity to pay interest and repay
principal and differs from the highest rated debt issues only in small
degree.
PART C - OTHER INFORMATION
Item 24.  Financial Statements and Exhibits
    (a) 1. Audited financial statements and financial highlights for Daily
Money Fund: Treasury Only for the fiscal period August 1, 1994 through
March 31, 1995 are incorporated herein by reference.
     (b) Exhibits:
 1. (a)  Trust Instrument dated June 20, 1991 was electronically filed and
is incorporated by reference as Exhibit 1(a) to Post Effective Amendment
No. 22.
 2. (a) By-Laws of the Trust dated June 20, 1991 were electronically filed
and are incorporated herein by reference as Exhibit 2(a) to Post-Effective
Amendment No. 87 to the Fidelity Union Street Trust II.
 3.  Not applicable.
 4.  Not applicable.
 5. (a) Management Contract dated September 30, 1993 between Daily Money
Fund, on behalf of U.S. Treasury Income, and Fidelity Management & Research
Company was electronically filed and is incorporated herein by reference as
Exhibit 5(a) to Post-Effective Amendment No. 25.
 (b) Management Contract dated September 30, 1993 between Daily Money Fund,
on behalf of Money Market Portfolio, and Fidelity Management & Research
Company was electronically filed and is incorporated herein by reference as
Exhibit 5(b) to Post-Effective Amendment No. 25.
 (c) Management Contract dated September 30, 1993 between Daily Money Fund,
on behalf of  U.S. Treasury Portfolio, and Fidelity Management & Research
Company was electronically filed and is incorporated herein by reference as
Exhibit 5(c) to Post-Effective Amendment No. 25.
 (d) Management Contract dated September 30, 1993 between Daily Money Fund,
on behalf of Capital Reserves:  Municipal Money Market Portfolio, and
Fidelity Management & Research Company was electronically filed and is
incorporated herein by reference as Exhibit 5(d) to Post-Effective
Amendment No. 25.
 (e) Management Contract dated September 30, 1993 between Daily Money Fund,
on behalf of Capital Reserves:  Money Market Portfolio, and Fidelity
Management & Research Company was electronically filed and is incorporated
herein by reference as Exhibit 5(e) to Post-Effective Amendment No. 25.
 (f) Management Contract dated September 30, 1993 between Daily Money Fund,
on behalf of Capital Reserves:  U.S. Government Portfolio, and Fidelity
Management & Research Company was electronically filed and is incorporated
herein by reference as Exhibit 5(f) to Post-Effective Amendment No. 25.
 (g) Sub-Advisory Agreement dated September 30, 1993 between FMR Texas Inc.
and Fidelity Management & Research Company, on behalf of Money Market
Portfolio, was electronically filed and is incorporated herein by reference
as Exhibit 5(g) to Post-Effective Amendment No. 25.
 (h) Sub-Advisory Agreement dated September 30, 1993 between FMR Texas Inc.
and Fidelity Management & Research Company, on behalf of U.S. Treasury
Portfolio, was electronically filed and is incorporated herein by reference
as Exhibit 5(h) to Post-Effective Amendment No. 25.
 (i) Sub-Advisory Agreement dated September 30, 1993 between FMR Texas Inc.
and Fidelity Management & Research Company, on behalf of Capital Reserves: 
Money Market Portfolio, was electronically filed and is incorporated herein
by reference as Exhibit 5(i) to Post-Effective Amendment No. 25.
 (j) Sub-Advisory Agreement dated September 30, 1993 between FMR Texas Inc.
and Fidelity Management & Research Company, on behalf of U.S. Government
Portfolio, was electronically filed and is incorporated herein by reference
as Exhibit 5(j) to Post-Effective Amendment No. 25.
 (k) Sub-Advisory Agreement dated September 30, 1993 between FMR Texas Inc.
and Fidelity Management & Research Company, on behalf of Capital Reserves: 
Municipal Money Market Portfolio, was electronically filed and is
incorporated herein by reference as Exhibit 5(k) to Post-Effective
Amendment No. 25.
 (l) Sub-Advisory Agreement dated September 30, 1993 between FMR Texas Inc.
and Fidelity Management & Research Company, on behalf of U.S. Treasury
Portfolio, was electronically filed and is incorporated herein by reference
as Exhibit 5(l) to Post-Effective Amendment No. 25.
 6. (a) General Distribution Agreement dated September 30, 1993 between
Daily Money Fund, on behalf of Money Market Portfolio, and Fidelity
Distributors Corporation was electronically filed and is incorporated
herein by reference as Exhibit 6(a) to Post-Effective Amendment No. 25.
 (b) General Distribution Agreement dated September 30, 1993 between Daily
Money Fund, on behalf of U.S. Treasury Portfolio, and Fidelity Distributors
Corporation was electronically filed and is incorporated herein by
reference as Exhibit 6(b) to Post-Effective Amendment No. 25.
 (c) General Distribution Agreement dated September 30, 1993 between Daily
Money Fund, on behalf of U.S. Treasury Income Portfolio, and Fidelity
Distributors Corporation was electronically filed and is incorporated
herein by reference as Exhibit 6(c) to Post-Effective Amendment No. 25.
 (d) General Distribution Agreement dated September 30, 1993 between Daily
Money Fund, on behalf of Capital Reserves:  U.S. Government Portfolio, and
National Financial Services Corporation was electronically filed and is
incorporated herein by reference as Exhibit 6(d) to Post-Effective
Amendment No. 25.
 (e) General Distribution Agreement dated September 30, 1993 between Daily
Money Fund, on behalf of Capital Reserves:  Municipal Money Market
Portfolio, and National Financial Services Corporation was electronically
filed and is incorporated herein by reference as Exhibit 6(e) to
Post-Effective Amendment No. 25.
 (f) General Distribution Agreement dated September 30, 1993 between Daily
Money Fund, on behalf of Capital Reserves:  Money Market Portfolio, and
National Financial Services Corporation was electronically filed and is
incorporated herein by reference as Exhibit 6(f) to Post-Effective
Amendment No. 25.
 7. (a) Retirement Plan for non-interested person Trustees, Directors or
General Partners is incorporated herein by reference to Exhibit 7 to
Post-Effective Amendment No. 18. 
 8. (a) Custodian Agreement between Daily Money Fund on behalf of U.S.
Treasury Income Portfolio; Money Market Portfolio, U.S. Treasury Portfolio;
Capital Reserves:  U.S. Government Portfolio, Money Market Portfolio and
Morgan Guaranty Trust Company of New York was electronically filed and is
incorporated herein by reference as Exhibit 8(a) to Post-Effective
Amendment No. 25.
 (b) Custodian Agreement between Daily Money Fund on behalf of Capital
Reserves:  Municipal Money Market Portfolio and United Missouri Bank was
electronically filed and is incorporated herein by reference as Exhibit
8(b) to Post-Effective Amendment No. 25. 
 (c)  Sub-Custodian Agreement between Fidelity Investment Companies
(including Daily Money Fund on behalf of U.S. Treasury Income Portfolio;
Daily Money Fund: Money Market Portfolio, U.S. Treasury Portfolio; Capital
Reserves: U.S. Government Portfolio, Money Market Portfolio) and Morgan
Guaranty Trust Company of New York and between Fidelity Investment
Companies (including Daily Money Fund on behalf of  Capital Reserves:
Municipal Money Market Portfolio) and United Missouri Bank was
electronically filed and is incorporated herein by reference as Exhibit
8(c) to Post Effective Amendment No. 22.
 (d) Form of Supplemental Custodian Agreement between Fidelity Investment
Companies  (including Daily Money Fund on behalf of U.S. Treasury Income
Portfolio; Daily Money Fund: Money Market Portfolio, U.S. Treasury
Portfolio; Capital Reserves: U.S. Government Portfolio, Money Market
Portfolio) and Morgan Guaranty Trust Company of New York was electronically
filed and is incorporated herein by reference as Exhibit  8(d) to Post
Effective Amendment No. 22.
 (e) Custodian Agreement, Appendix A, and Appendix C, dated December 1,
1994 between Morgan Guarantee Trust Co. of New York and Fidelity Daily
Money Fund on behalf of Treasury Only; Money Market Portfolio, U.S.
Treasury Portfolio; Capital Reserves:  U.S. Government Portfolio, Money
Market Portfolio is incorporated herein by reference to Exhibit 8(c) to and
Fidelity Hereford Street Trust's Post-Effective Amendment No. 4 (File No.
33-52577).
 (f) Appendix B, dated December 15, 1994 to the Custodian Agreement, dated
December 1, 1994, between Morgan Guarantee Trust Co. of New York and
Fidelity Daily Money Fund on behalf of Treasury Only; Money Market
Portfolio, U.S. Treasury Portfolio; Capital Reserves:  U.S. Government
Portfolio, Money Market Portfolio is incorporated herein by reference to
Exhibit 8(d) to Fidelity Hereford Street Trust's Post-Effective Amendment
No. 4 (File No. 33-52577).
 9. (a) Amended Transfer Agent Agreement dated September 30, 1993 between
Daily Money Fund and Fidelity Investment Institutional Operations Company
was electronically filed and is incorporated herein by reference as Exhibit
9(a) to Post-Effective Amendment No. 25.
 (b) Schedule A dated September 30, 1993 for Capital Reserves:  Money
Market Portfolio was electronically filed and is incorporated herein by
reference as Exhibit 9(b) to Post-Effective Amendment No. 25.
 (c) Schedule A dated September 30, 1993 for Capital Reserves:  U.S.
Government Portfolio was electronically filed and is incorporated herein by
reference as Exhibit 9(c) to Post-Effective Amendment No. 25.
 (d) Schedule A dated September 30, 1993 for U.S. Treasury Portfolio was
electronically filed and is incorporated herein by reference as Exhibit
9(d) to Post-Effective Amendment No. 25.
 (e) Schedule A dated September 30, 1993 for U.S. Treasury Income Portfolio
was electronically filed herein as Exhibit 9(e) to Post-Effective Amendment
No. 25.
 (f) Schedule A dated September 30, 1993 for Capital Reserves:  Money
Market Portfolio was electronically filed and is incorporated herein by
reference as Exhibit 9(f) to Post-Effective Amendment No. 25.
 (g) Transfer Agent Agreement dated September 30, 1993 between Daily Money
Fund:  Capital Reserves:  Municipal Money Market Portfolio and United
Missouri Bank, N.A. was electronically filed and is incorporated herein by
reference as Exhibit 9(g) to Post-Effective Amendment No. 25.
 (h) Schedule A dated September 30, 1993 for Capital Reserves:  Municipal
Money Market Portfolio was electronically filed and is incorporated herein
by reference as Exhibit 9(h) to Post-Effective Amendment No. 25.
 (i) Appointment of Sub-transfer Agent between FMR Corp. and Fidelity
Investment Institutional Operations Company on behalf of Daily Money Fund: 
Capital Reserves:  Municipal Money Market Portfolio was electronically
filed and is incorporated herein by reference as Exhibit 9(i) to
Post-Effective Amendment No. 25.
 (j) Form of Schedule B between Daily Money Fund on behalf of U.S. Treasury
Income Portfolio; Money Market Portfolio, U.S. Treasury Portfolio; Capital
Reserves: U.S. Government Portfolio, Money Market Portfolio and Fidelity
Service Company was electronically filed and is incorporated herein by
reference to Exhibit 9(e) to Post Effective Amendment No. 22.
 (k) Form of Schedule C between Daily Money Fund on behalf of U.S. Treasury
Income Portfolio; Money Market Portfolio, U.S. Treasury Portfolio; Capital
Reserves: U.S. Government Portfolio, Money Market Portfolio and Fidelity
Service Company was electronically filed and is incorporated herein by
reference to Exhibit 9(g) to Post Effective Amendment No. 22.
 (l) Service Agreement dated September 30, 1993 between Daily Money Fund: 
Capital Reserves Municipal Money Market Portfolio and United Missouri Bank,
N.A. was electronically filed and is incorporated herein by reference as
Exhibit 9(l) to Post-Effective Amendment No. 25.
 (m) Schedule B dated September 30, 1993 for Capital Reserves:  Municipal
Money Market Portfolio was electronically filed and is incorporated herein
by reference as Exhibit 9(m) to Post-Effective Amendment No. 25.
 (n) Schedule C dated September 30, 1993 for Capital Reserves:  Municipal
Money Market Portfolio was electronically filed and is incorporated herein
by reference as Exhibit 9(n) to Post-Effective Amendment No. 25.
 10.  Not applicable.
 11.  The Consent of Coopers & Lybrand L.L.P. is filed herein as Exhibit
11.
 12.  Not applicable.
 13.  Not applicable.
 14. Not applicable.
 15. (a) Service Plan dated September 30, 1993 between Daily Money Fund,
Fidelity Management & Research Company, and Fidelity Distributors
Corporation was electronically filed and is incorporated herein by
reference as Exhibit 15(a) to Post-Effective Amendment No. 26.
 (b) Distribution and Service Plan dated September 30, 1993 for Daily Money
Fund: U.S. Treasury Income Portfolio was electronically filed and
incorporated herein by reference as Exhibit 15(b) to Post-Effective
Amendment No. 25.
 (c) Distribution and Service Plan dated September 30, 1993 for Daily Money
Fund: Capital Reserves:  Money Market Portfolio, U.S. Government Portfolio,
and Municipal Money Market Portfolio was electronically filed and is
incorporated herein by reference as Exhibit 15(c) to Post-Effective
Amendment No. 25.
 (d) Distribution and Service Plan for Class B of Daily Money Fund:  U.S.
Treasury Portfolio was electronically filed and incorporated herein by
reference as Exhibit 15(d) to Post-Effective Amendment No. 25.
 16. Schedules for computations of performance quotations for Fidelity
Institutional Tax-Exempt Cash Portfolios II are incorporated herein by
reference to Exhibit 16 to Post-Effective Amendment No. 19.
 17. A Financial Data Schedule is filed herein as Exhibit 17 to
Post-Effective Amendment No. 29.
 
Item 25.  Persons Controlled by or under Common Control with Registrant
 The Board of Trustees of Registrant is the same as the boards of other
funds advised by FMR, each of which has Fidelity Management & Research
Company as its investment adviser. In addition, the officers of these funds
are substantially identical.  Nonetheless, Registrant takes the position
that it is not under common control with these other funds since the power
residing in the respective boards and officers arises as the result of an
official position with the respective funds.
Item 26.  Number of Holders of Securities
As of March 31, 1995
Title of Class   Number of Record Holders   
 
Money Market Portfolio
U.S. Treasury Portfolio - Initial Class
U.S. Treasury Portfolio-Class B
U.S. Treasury Income Portfolio
Capital Reserves: Money Market Portfolio
Capital Reserves: U.S. Government Portfolio
Capital Reserves: Municipal Money Market Portfolio
Item 27.  Indemnification
Article XI, Section 2 of the Declaration of Trust sets forth the reasonable
and fair means for determining whether indemnification shall be provided to
any past or present Trustee or officer.  It states that the Registrant
shall indemnify any present or past Trustee or officer to the fullest
extent permitted by law against liability and all expenses reasonably
incurred by him in connection with any claim, action, suit or proceeding in
which he is involved by virtue of his service as a trustee, an officer, or
both.  Additionally, amounts paid or incurred in settlement of such matters
are covered by this indemnification.  Indemnification will not be provided
in certain circumstances, however.  These include instances of willful
misfeasance, bad faith, gross negligence, and reckless disregard of the
duties involved in the conduct of the particular office involved.
Item 28. Business and Other Connections of Investment Adviser
 (1)  FIDELITY MANAGEMENT & RESEARCH COMPANY
 FMR serves as investment adviser to a number of other investment
companies.  The directors and officers of the Adviser have held, during the
past two fiscal years, the following positions of a substantial nature.
 
<TABLE>
<CAPTION>
<S>                    <C>                                                          
Edward C. Johnson 3d   Chairman of the Executive Committee of FMR; President        
                       and Chief Executive Officer of FMR Corp.; Chairman of        
                       the Board and a Director of FMR, FMR Corp., FMR Texas        
                       Inc., Fidelity Management & Research (U.K.) Inc., and        
                       Fidelity Management & Research (Far East) Inc.; President    
                       and Trustee of funds advised by FMR.                         
 
                                                                                    
 
J. Gary Burkhead       President of FMR; Managing Director of FMR Corp.;            
                       President and a Director of FMR Texas Inc., Fidelity         
                       Management & Research (U.K.) Inc., and Fidelity              
                       Management & Research (Far East) Inc.; Senior Vice           
                       President and Trustee of funds advised by FMR.               
 
                                                                                    
 
Peter S. Lynch         Vice Chairman and Director of FMR.                           
 
                                                                                    
 
Robert Beckwitt        Vice President of FMR and of funds advised by FMR.           
 
                                                                                    
 
David Breazzano        Vice President of FMR (1993) and of a fund advised by        
                       FMR.                                                         
 
                                                                                    
 
Stephan Campbell       Vice President of FMR (1993).                                
 
                                                                                    
 
Dwight Churchill       Vice President of FMR (1993).                                
 
                                                                                    
 
William Danoff         Vice President of FMR (1993) and of a fund advised by        
                       FMR.                                                         
 
                                                                                    
 
Scott DeSano           Vice President of FMR (1993).                                
 
                                                                                    
 
Penelope Dobkin        Vice President of FMR and of a fund advised by FMR.          
 
                                                                                    
 
Larry Domash           Vice President of FMR (1993).                                
 
                                                                                    
 
George Domolky         Vice President of FMR (1993) and of a fund advised by        
                       FMR.                                                         
 
                                                                                    
 
Robert K. Duby         Vice President of FMR.                                       
 
                                                                                    
 
Margaret L. Eagle      Vice President of FMR and of a fund advised by FMR.          
 
                                                                                    
 
Kathryn L. Eklund      Vice President of FMR.                                       
 
                                                                                    
 
Richard B. Fentin      Senior Vice President of FMR (1993) and of a fund advised    
                       by FMR.                                                      
 
                                                                                    
 
Daniel R. Frank        Vice President of FMR and of funds advised by FMR.           
 
                                                                                    
 
Michael S. Gray        Vice President of FMR and of funds advised by FMR.           
 
                                                                                    
 
Lawrence Greenberg     Vice President of FMR (1993).                                
 
                                                                                    
 
Barry A. Greenfield    Vice President of FMR and of a fund advised by FMR.          
 
                                                                                    
 
William J. Hayes       Senior Vice President of FMR; Equity Division Leader.        
 
                                                                                    
 
Robert Haber           Vice President of FMR and of funds advised by FMR.           
 
                                                                                    
 
Richard Haberman       Senior Vice President of FMR (1993).                         
 
                                                                                    
 
Daniel Harmetz         Vice President of FMR and of a fund advised by FMR.          
 
                                                                                    
 
Ellen S. Heller        Vice President of FMR.                                       
 
                                                                                    
 
</TABLE>
 
John Hickling   Vice President of FMR (1993) and of funds advised by    
                FMR.                                                    
 
 
<TABLE>
<CAPTION>
<S>                         <C>                                                           
                                                                                          
 
Robert F. Hill              Vice President of FMR; and Director of Technical              
                            Research.                                                     
 
                                                                                          
 
Stephen P. Jonas            Treasurer and Vice President of FMR (1993) and Treasurer      
                            of the funds advised by FMR (1995); Treasurer of FMR          
                            Texas Inc. (1993), Fidelity Management & Research (U.K.)      
                            Inc. (1993), and Fidelity Management & Research (Far          
                            East) Inc. (1993).                                            
 
                                                                                          
 
David B. Jones              Vice President of FMR (1993).                                 
 
                                                                                          
 
Steven Kaye                 Vice President of FMR (1993) and of a fund advised by         
                            FMR.                                                          
 
                                                                                          
 
Frank Knox                  Vice President of FMR (1993).                                 
 
                                                                                          
 
Robert A. Lawrence          Senior Vice President of FMR (1993); and High Income          
                            Division Leader.                                              
 
                                                                                          
 
Alan Leifer                 Vice President of FMR and of a fund advised by FMR.           
 
                                                                                          
 
Harris Leviton              Vice President of FMR (1993) and of a fund advised by         
                            FMR.                                                          
 
                                                                                          
 
Bradford E. Lewis           Vice President of FMR and of funds advised by FMR.            
 
                                                                                          
 
Malcolm W. MacNaught III    Vice President of FMR (1993).                                 
 
                                                                                          
 
Robert H. Morrison          Vice President of FMR and Director of Equity Trading.         
 
                                                                                          
 
David Murphy                Vice President of FMR and of funds advised by FMR.            
 
                                                                                          
 
Andrew Offit                Vice President of FMR (1993).                                 
 
                                                                                          
 
Judy Pagliuca               Vice President of FMR (1993).                                 
 
                                                                                          
 
Jacques Perold              Vice President of FMR.                                        
 
                                                                                          
 
Anne Punzak                 Vice President of FMR and of funds advised by FMR.            
 
                                                                                          
 
Lee Sandwen                 Vice President of FMR (1993).                                 
 
                                                                                          
 
Patricia A. Satterthwaite   Vice President of FMR (1993) and of a fund advised by         
                            FMR.                                                          
 
                                                                                          
 
Thomas T. Soviero           Vice President of FMR (1993).                                 
 
                                                                                          
 
Robert E. Stansky           Senior Vice President of FMR (1993) and of funds advised      
                            by FMR.                                                       
 
                                                                                          
 
Gary L. Swayze              Vice President of FMR and of funds advised by FMR; and        
                            Tax-Free Fixed-Income Group Leader.                           
 
                                                                                          
 
Thomas Sweeney              Vice President of FMR (1993).                                 
 
                                                                                          
 
Donald Taylor               Vice President of FMR (1993) and of funds advised by          
                            FMR.                                                          
 
                                                                                          
 
Beth F. Terrana             Senior Vice President of FMR (1993) and of funds advised      
                            by FMR.                                                       
 
                                                                                          
 
Joel Tillinghast            Vice President of FMR (1993) and of a fund advised by         
                            FMR.                                                          
 
                                                                                          
 
Robert Tucket               Vice President of FMR (1993).                                 
 
                                                                                          
 
George A. Vanderheiden      Senior Vice President of FMR; Vice President of funds         
                            advised by FMR; and Growth Group Leader.                      
 
                                                                                          
 
Jeffrey Vinik               Senior Vice President of FMR (1993) and of a fund advised     
                            by FMR.                                                       
 
                                                                                          
 
Guy E. Wickwire             Vice President of FMR and of a fund advised by FMR.           
 
                                                                                          
 
Arthur S. Loring            Senior Vice President (1993), Clerk and General Counsel of    
                            FMR; Vice President, Legal of FMR Corp.; and Secretary        
                            of funds advised by FMR.                                      
 
</TABLE>
 
(2)  FMR TEXAS INC. (FMR Texas)
 FMR Texas provides investment advisory services to Fidelity Management &
Research Company.  The directors and officers of the Sub-Adviser have held
the following positions of a substantial nature during the past two fiscal
years.
Edward C. Johnson 3d   Chairman and Director of FMR Texas; Chairman of the     
                       Executive Committee of FMR; President and Chief         
                       Exective Officer of FMR Corp.; Chairman of the Board    
                       and a Director of FMR, FMR Corp., Fidelity              
                       Management & Research (Far East) Inc. and Fidelity      
                       Management & Research (U.K.) Inc.; President and        
                       Trustee of funds advised by FMR.                        
 
                                                                               
 
J. Gary Burkhead       President and Director of FMR Texas; President of FMR;  
                       Managing Director of FMR Corp.; President and a         
                       Director of Fidelity Management & Research (Far East)   
                       Inc. and Fidelity Management & Research (U.K.) Inc.;    
                       Senior Vice President and Trustee of funds advised by   
                       FMR.                                                    
 
                                                                               
 
Fred L. Henning, Jr.   Senior Vice President of FMR Texas; Money Market        
                       Division Leader.                                        
 
                                                                               
 
Robert Auld            Vice President of FMR Texas (1993).                     
 
                                                                               
 
Leland Barron          Vice President of FMR Texas and of funds advised by     
                       FMR.                                                    
 
                                                                               
 
Robert Litterst        Vice President of FMR Texas and of funds advised by     
                       FMR (1993).                                             
 
                                                                               
 
Thomas D. Maher        Vice President of FMR Texas and Assistant Vice          
                       President of funds advised by FMR.                      
 
                                                                               
 
Burnell R. Stehman     Vice President of FMR Texas and of funds advised by     
                       FMR.                                                    
 
                                                                               
 
John J. Todd           Vice President of FMR Texas and of funds advised by     
                       FMR.                                                    
 
                                                                               
 
Sarah H. Zenoble       Vice President of FMR Texas and of funds advised by     
                       FMR.                                                    
 
                                                                               
 
Stephen P. Jonas       Treasurer of FMR Texas Inc. (1993), Fidelity            
                       Management & Research (U.K.) Inc. (1993), and Fidelity  
                       Mangement & Research (Far East) Inc. (1993); Treasurer  
                       and Vice President of FMR (1993); and Treasurer of the  
                       funds advised by FMR (1995).                            
 
                                                                               
 
David C. Weinstein     Secretary of FMR Texas; Clerk of Fidelity Management    
                       & Research (U.K.) Inc.; Clerk of Fidelity Management &  
                       Research (Far East) Inc.                                
 
                                                                               
 
 
 
 
Item 29. Principal Underwriters
(a) Fidelity Distributors Corporation (FDC) acts as distributor for most
funds advised by FMR and the following other funds:
ARK Funds
(b)                                                                  
 
Name and Principal   Positions and Offices   Positions and Offices   
 
Business Address*    With Underwriter        With Registrant         
 
Edward C. Johnson 3d   Director                   Trustee and President   
 
Nita B. Kincaid        Director                   None                    
 
W. Humphrey Bogart     Director                   None                    
 
Kurt A. Lange          President and Treasurer    None                    
 
William L. Adair       Senior Vice President      None                    
 
Thomas W. Littauer     Senior Vice President      None                    
 
Arthur S. Loring       Vice President and Clerk   Secretary               
 
* 82 Devonshire Street, Boston, MA
 (c) Not applicable.
Item 30. Location of Accounts and Records
 All accounts, books, and other documents required to be maintained by
Section 31a of the 1940 Act and the Rules promulgated thereunder are
maintained by Fidelity Management & Research Company or Fidelity Service
Co., 82 Devonshire Street, Boston, MA 02109, or the funds' respective
custodians UMB Bank, n.a., 1010 Grand Avenue, Kansas City, MO. and Morgan
Guaranty Trust Company of New York, 61 Wall Street, 37th Floor, New York,
N.Y.
Item 31. Management Services
  Not applicable.
Item 32. Undertakings
  Not applicable.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant has duly caused this
Post-Effective Amendment No. 29 to the Registration Statement to be signed
on its behalf by the undersigned, thereunto duly authorized, in the City of
Boston, and Commonwealth of Massachusetts, on the 27th day of March 1995.
 
      DAILY MONEY FUND
      By /s/Edward C. Johnson 3d (dagger)
        Edward C. Johnson 3d, President
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in
the capacities and on the dates indicated.
 
     (Signature)    (Title)   (Date)   
 
 
<TABLE>
<CAPTION>
<S>                               <C>                             <C>              
/s/Edward C. Johnson 3d(dagger)   President and Trustee           March, 17 1995   
 
    Edward C. Johnson 3d          (Principal Executive Officer)                    
 
                                                                                   
 
</TABLE>
 
/s/Stephen P. Jonas     Treasurer   March, 17 1995   
 
    Stephen P. Jonas               
 
/s/J. Gary Burkhead     Trustee   March, 17 1995   
 
    J. Gary Burkhead               
 
                                                            
/s/Ralph F. Cox             *    Trustee   March, 17 1995   
 
    Ralph F. Cox               
 
                                                       
/s/Phyllis Burke Davis  *   Trustee   March, 17 1995   
 
   Phyllis Burke Davis               
 
                                                          
/s/Richard J. Flynn        *   Trustee   March, 17 1995   
 
    Richard J. Flynn               
 
                                                          
/s/E. Bradley Jones        *   Trustee   March, 17 1995   
 
    E. Bradley Jones               
 
                                                            
/s/Donald J. Kirk            *   Trustee   March, 17 1995   
 
   Donald J. Kirk               
 
                                                             
/s/Peter S. Lynch             *   Trustee   March, 17 1995   
 
   Peter S. Lynch               
 
                                                        
/s/Edward H. Malone      *   Trustee   March, 17 1995   
 
   Edward H. Malone               
 
                                                            
 /s/Marvin L. Mann         *     Trustee   March, 17 1995   
 
   Marvin L. Mann               
 
/s/Gerald C. McDonough*   Trustee   March, 17 1995   
 
    Gerald C. McDonough               
 
/s/Thomas R. Williams    *   Trustee   March, 17 1995   
 
   Thomas R. Williams               
 
(dagger) Signatures affixed by J. Gary Burkhead pursuant to a power of
attorney dated December 15, 1994 and filed herewith.
* Signature affixed by Robert C. Hacker pursuant to a power of attorney
dated December 15, 1994 and filed herewith.
POWER OF ATTORNEY
 I, the undersigned President and Director, Trustee or General Partner, as
the case may be, of the following investment companies:
 
<TABLE>
<CAPTION>
<S>                                      <C>                                                  
Daily Money Fund                         Fidelity Institutional Tax-Exempt Cash Portfolios    
Daily Tax-Exempt Money Fund              Fidelity Institutional Investors Trust               
Fidelity Beacon Street Trust             Fidelity Money Market Trust II                       
Fidelity California Municipal Trust II   Fidelity Municipal Trust II                          
Fidelity Court Street Trust II           Fidelity New York Municipal Trust II                 
Fidelity Hereford Street Trust           Fidelity Phillips Street Trust                       
Fidelity Institutional Cash Portfolios   Fidelity Union Street Trust II                       
 
</TABLE>
 
in addition to any other investment company for which Fidelity Management &
Research Company acts as investment adviser and for which the undersigned
individual serves as President and Board Member (collectively, the
"Funds"), hereby severally constitute and appoint J. Gary Burkhead, my true
and lawful attorney-in-fact, with full power of substitution, and with full
power to sign for me and in my name in the appropriate capacity any
Registration Statements of the Funds on Form N-1A, Form N-8A or any
successor thereto, any and all subsequent Pre-Effective Amendments or
Post-Effective Amendments to said Registration Statements on Form N-1A or
any successor thereto, any Registration Statements on Form N-14, and any
supplements or other instruments in connection therewith, and generally to
do all such things in my name and behalf in connection therewith as said
attorney-in-fact deem necessary or appropriate, to comply with the
provisions of the Securities Act of 1933 and Investment Company Act of
1940, and all related requirements of the Securities and Exchange
Commission.  I hereby ratify and confirm all that said attorneys-in-fact or
their substitutes may do or cause to be done by virtue hereof.
 WITNESS my hand on the date set forth below.
/s/Edward C. Johnson 3d         December 15, 1994   
 
Edward C. Johnson 3d                                
 
 
POWER OF ATTORNEY
 We, the undersigned Directors, Trustees or General Partners, as the case
may be, of the following investment companies:
 
<TABLE>
<CAPTION>
<S>                                      <C>                                                  
Daily Money Fund                         Fidelity Institutional Tax-Exempt Cash Portfolios    
Daily Tax-Exempt Money Fund              Fidelity Institutional Investors Trust               
Fidelity Beacon Street Trust             Fidelity Money Market Trust II                       
Fidelity California Municipal Trust II   Fidelity Municipal Trust II                          
Fidelity Court Street Trust II           Fidelity New York Municipal Trust II                 
Fidelity Hereford Street Trust           Fidelity Phillips Street Trust                       
Fidelity Institutional Cash Portfolios   Fidelity Union Street Trust II                       
 
</TABLE>
 
in addition to any other investment company for which Fidelity Management &
Research Company acts as investment adviser and for which the undersigned
individual serves as a Director, Trustee or General Partner (collectively,
the "Funds"), hereby severally constitute and appoint Arthur J. Brown,
Arthur C. Delibert, Robert C. Hacker, Richard M. Phillips, Dana L. Platt
and Stephanie A. Djinis, each of them singly, my true and lawful
attorney-in-fact, with full power of substitution, and with full power to
each of them, to sign for me and my name in the appropriate capacities any
Registration Statements of the Funds on Form N-1A or any successor thereto,
any and all subsequent Pre-Effective Amendments or Post-Effective
Amendments to said Registration Statements on Form N-1A or any successor
thereto, any Registration Statements on Form N-14, and any supplements or
other instruments in connection therewith, and generally to do all such
things in my name and behalf in connection therewith as said
attorneys-in-fact deem necessary or appropriate, to comply with the
provisions of the Securities Act of 1933 and Investment Company Act of
1940, and all related requirements of the Securities and Exchange
Commission, hereby ratifying and confirming all that said attorney-in-fact
or their substitutes may do or cause to be done by virtue hereof.
 WITNESS our hands on this fifteenth day of December, 1994.
/s/Edward C. Johnson 3d         /s/Donald J. Kirk              
 
Edward C. Johnson 3d            Donald J. Kirk                 
 
                                                               
 
                                                               
 
/s/J. Gary Burkhead             /s/Peter S. Lynch              
 
J. Gary Burkhead                Peter S. Lynch                 
 
                                                               
 
                                                               
 
/s/Ralph F. Cox                 /s/Marvin L. Mann              
 
Ralph F. Cox                    Marvin L. Mann                 
 
                                                               
 
                                                               
 
/s/Phyllis Burke Davis          /s/Edward H. Malone            
 
Phyllis Burke Davis             Edward H. Malone               
 
                                                               
 
                                                               
 
/s/Richard J. Flynn             /s/Gerald C. McDonough         
 
Richard J. Flynn                Gerald C. McDonough            
 
                                                               
 
                                                               
 
/s/E. Bradley Jones             /s/Thomas R. Williams          
 
E. Bradley Jones                Thomas R. Williams             
 
POWER OF ATTORNEY
 I, the undersigned Treasurer and principal financial and accounting
officer of the following investment companies:
 
<TABLE>
<CAPTION>
<S>                                      <C>                                                 
Daily Money Fund                         Fidelity Institutional Tax-Exempt Cash Portfolios   
Daily Tax-Exempt Money Fund              Fidelity Institutional Investors Trust              
Fidelity Beacon Street Trust             Fidelity Money Market Trust II                      
Fidelity California Municipal Trust II   Fidelity Municipal Trust II                         
Fidelity Court Street Trust II           Fidelity New York Municipal Trust II                
Fidelity Hereford Street Trust           Fidelity Phillips Street Trust                      
Fidelity Institutional Cash Portfolios   Fidelity Union Street Trust II                      
 
</TABLE>
 
in addition to any other investment company for which Fidelity Management &
Research Company acts as investment adviser and for which the undersigned
individual serves as Treasurer and principal financial and accounting
officer (collectively, the "Funds"), hereby constitute and appoint John H.
Costello, my true and lawful attorney-in-fact, with full power of
substitution, and with full power to him to sign for me and in my name, in
the appropriate capacity any Registration Statements of the Funds on Form
N-1A, Form N-8A or any successor thereto, any and all subsequent
Pre-Effective Amendments or Post-Effective Amendments to said Registration
Statements on Form N-1A or any successor thereto, any Registration
Statements on Form N-14, and any supplements or other instruments in
connection therewith, and generally to do all such things in my name and
behalf in connection therewith as said attorney-in-fact deems necessary or
appropriate, to comply with the provisions of the Securities Act of 1933
and the Investment Company Act of 1940, and all related requirements of the
Securities and Exchange Commission.  I hereby ratify and confirm all that
said attorney-in-fact or his substitutes may do or cause to be done by
virtue hereof.
 WITNESS my hand on the date set forth below.
/s/Stephen P. Jonas               March 1, 1995   
 
Stephen P. Jonas
 



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