FIDELITY FIXED INCOME TRUST
24F-2NT, 1994-06-24
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<PAGE>

SECURITIES AND EXCHANGE COMMISSION

Washington, DC  20549

"Rule 24f-2 Notice"

Fixed Income Trust


(Name of Registrant)

File No. 2-41839


</PAGE>

<PAGE>

FILE NO. 2-41839


Fixed Income Trust
: Fidelity Investment Grade Bond Fund


RULE 24F-2 - FILED PURSUANT TO RULE

24f-2(b)(1) OF THE INVESTMENT COMPANY ACT OF 1940

(i)   Fiscal Year for Which Notice Filed

Fiscal year ended April 30, 1994


(ii)    Number of Securities Which Remained Unsold at Beginning of Fiscal Year
Registered Other Than Pursuant to Rule 24f-2

No shares


(iii)     Number of Securities Registered During Fiscal Year Other Than Pursuant
to Rule 24f-2

7,877,066 shares


(iv)    Number of Securities Sold During Fiscal Year

102,866,230 shares


For information relating to the calculation of the filing fee,
see Note (1) below.

(v)   Number of Securities Sold During Fiscal Year Pursuant to Rule 24f-2

102,866,230 shares


<TABLE>

<CAPTION>



Number of Shares

Aggregate Price

<S>

<C>

<C>

Sales Pursuant to Rule 24f-2:

        
102,866,230

$ 
799,521,449

Redemptions See Note (2) : 

        
(102,866,230)

$ 
(799,521,449)


Note (2) :    The total number of shares redeemed for the total dollar amount of
redemptions for the fiscal period ended April 30, 1994
, aggregated
115,699,815
 and $898,298,627
, respectively. An additional filing
pursuant to Rule 24e-2 can be made to register a number of shares
that will include the share redemptions not utilized under Rule 24f-2.

Net Sales Pursuant to Rule 24f-2:

        
0

$ 
0


</TABLE>

Note (1) :  Pursuant to Rule 24f-2(c), the filing fee, calculated in the
manner specified in Section 6(b) of the Securities Act
of 1933, amounted to: $0


Fixed Income Trust
:

Fidelity Investment Grade Bond Fund


By  John H. Costello

        Assistant Treasurer

</PAGE>

<PAGE>

FILE NO. 2-41839


Fixed Income Trust
: Fidelity Short Term Bond Fund


RULE 24F-2 - FILED PURSUANT TO RULE

24f-2(b)(1) OF THE INVESTMENT COMPANY ACT OF 1940

(i)   Fiscal Year for Which Notice Filed

Fiscal year ended April 30, 1994


(ii)    Number of Securities Which Remained Unsold at Beginning of Fiscal Year
Registered Other Than Pursuant to Rule 24f-2

No shares


(iii)     Number of Securities Registered During Fiscal Year Other Than Pursuant
to Rule 24f-2

No shares


(iv)    Number of Securities Sold During Fiscal Year

263,357,638 shares


For information relating to the calculation of the filing fee,
see Note (1) below.

(v)   Number of Securities Sold During Fiscal Year Pursuant to Rule 24f-2

263,357,638 shares


<TABLE>

<CAPTION>



Number of Shares

Aggregate Price

<S>

<C>

<C>

Sales Pursuant to Rule 24f-2:

        
263,357,638

$ 
2,498,929,323

Redemptions See Note (2) : 

        
(263,357,638)

$ 
(2,498,929,323)


Note (2) :    The total number of shares redeemed for the total dollar amount of
redemptions for the fiscal period ended April 30, 1994
, aggregated
269,588,001
 and $2,543,349,958
, respectively. An additional filing
pursuant to Rule 24e-2 can be made to register a number of shares
that will include the share redemptions not utilized under Rule 24f-2.

Net Sales Pursuant to Rule 24f-2:

        
0

$ 
0


</TABLE>

Note (1) :  Pursuant to Rule 24f-2(c), the filing fee, calculated in the
manner specified in Section 6(b) of the Securities Act
of 1933, amounted to: $0


Fixed Income Trust
:

Fidelity Short Term Bond Fund


By  John H. Costello

        Assistant Treasurer

</PAGE>

<PAGE>

FILE NO. 2-41839


Fixed Income Trust
: Spartan Government Income Fund


RULE 24F-2 - FILED PURSUANT TO RULE

24f-2(b)(1) OF THE INVESTMENT COMPANY ACT OF 1940

(i)   Fiscal Year for Which Notice Filed

Fiscal year ended April 30, 1994


(ii)    Number of Securities Which Remained Unsold at Beginning of Fiscal Year
Registered Other Than Pursuant to Rule 24f-2

No shares


(iii)     Number of Securities Registered During Fiscal Year Other Than Pursuant
to Rule 24f-2

6,574,462 shares


(iv)    Number of Securities Sold During Fiscal Year

7,048,083 shares


For information relating to the calculation of the filing fee,
see Note (1) below.

(v)   Number of Securities Sold During Fiscal Year Pursuant to Rule 24f-2

7,048,083 shares


<TABLE>

<CAPTION>



Number of Shares

Aggregate Price

<S>

<C>

<C>

Sales Pursuant to Rule 24f-2:

        
7,048,083

$ 
76,411,385

Redemptions See Note (2) : 

        
(7,048,083)

$ 
(76,411,385)


Note (2) :    The total number of shares redeemed for the total dollar amount of
redemptions for the fiscal period ended April 30, 1994
, aggregated
22,782,018
 and $244,767,610
, respectively. An additional filing
pursuant to Rule 24e-2 can be made to register a number of shares
that will include the share redemptions not utilized under Rule 24f-2.

Net Sales Pursuant to Rule 24f-2:

        
0

$ 
0


</TABLE>

Note (1) :  Pursuant to Rule 24f-2(c), the filing fee, calculated in the
manner specified in Section 6(b) of the Securities Act
of 1933, amounted to: $0


Fixed Income Trust
:

Spartan Government Income Fund


By  John H. Costello

        Assistant Treasurer

</PAGE>

<PAGE>

FILE NO. 2-41839


Fixed Income Trust
: Spartan High Income Fund


RULE 24F-2 - FILED PURSUANT TO RULE

24f-2(b)(1) OF THE INVESTMENT COMPANY ACT OF 1940

(i)   Fiscal Year for Which Notice Filed

Fiscal year ended April 30, 1994


(ii)    Number of Securities Which Remained Unsold at Beginning of Fiscal Year
Registered Other Than Pursuant to Rule 24f-2

No shares


(iii)     Number of Securities Registered During Fiscal Year Other Than Pursuant
to Rule 24f-2

No shares


(iv)    Number of Securities Sold During Fiscal Year

30,409,458 shares


For information relating to the calculation of the filing fee,
see Note (1) below.

(v)   Number of Securities Sold During Fiscal Year Pursuant to Rule 24f-2

30,409,458 shares


<TABLE>

<CAPTION>



Number of Shares

Aggregate Price

<S>

<C>

<C>

Sales Pursuant to Rule 24f-2:

        
30,409,458

$ 
376,388,246

Redemptions See Note (2) : 

        
(30,409,458)

$ 
(376,388,246)


Note (2) :    The total number of shares redeemed for the total dollar amount of
redemptions for the fiscal period ended April 30, 1994
, aggregated
32,248,109
 and $397,341,830
, respectively. An additional filing
pursuant to Rule 24e-2 can be made to register a number of shares
that will include the share redemptions not utilized under Rule 24f-2.

Net Sales Pursuant to Rule 24f-2:

        
0

$ 
0


</TABLE>

Note (1) :  Pursuant to Rule 24f-2(c), the filing fee, calculated in the
manner specified in Section 6(b) of the Securities Act
of 1933, amounted to: $0


Fixed Income Trust
:

Spartan High Income Fund


By  John H. Costello

        Assistant Treasurer

</PAGE>

<PAGE>

FILE NO. 2-41839


Fixed Income Trust
: Spartan Short Intermediate Government Fund


RULE 24F-2 - FILED PURSUANT TO RULE

24f-2(b)(1) OF THE INVESTMENT COMPANY ACT OF 1940

(i)   Fiscal Year for Which Notice Filed

Fiscal year ended April 30, 1994


(ii)    Number of Securities Which Remained Unsold at Beginning of Fiscal Year
Registered Other Than Pursuant to Rule 24f-2

No shares


(iii)     Number of Securities Registered During Fiscal Year Other Than Pursuant
to Rule 24f-2

No shares


(iv)    Number of Securities Sold During Fiscal Year

7,484,068 shares


For information relating to the calculation of the filing fee,
see Note (1) below.

(v)   Number of Securities Sold During Fiscal Year Pursuant to Rule 24f-2

7,484,068 shares


<TABLE>

<CAPTION>



Number of Shares

Aggregate Price

<S>

<C>

<C>

Sales Pursuant to Rule 24f-2:

        
7,484,068

$ 
74,995,739

Redemptions See Note (2) : 

        
(7,484,068)

$ 
(74,995,739)


Note (2) :    The total number of shares redeemed for the total dollar amount of
redemptions for the fiscal period ended April 30, 1994
, aggregated
7,602,226
 and $75,106,348
, respectively. An additional filing
pursuant to Rule 24e-2 can be made to register a number of shares
that will include the share redemptions not utilized under Rule 24f-2.

Net Sales Pursuant to Rule 24f-2:

        
0

$ 
0


</TABLE>

Note (1) :  Pursuant to Rule 24f-2(c), the filing fee, calculated in the
manner specified in Section 6(b) of the Securities Act
of 1933, amounted to: $0


Fixed Income Trust
:

 Spartan Short Intermediate Government Fund


By  John H. Costello

        Assistant Treasurer

</PAGE>







June 17, 1994


Mr. John H. Costello, Assistant Treasurer
Fidelity Fixed-Income Trust
82 Devonshire Street
Boston, Massachusetts  02109

Dear Mr. Costello:

Fidelity Corporate Bond Fund, Inc. was a corporation organized 
under the laws of the Commonwealth of Massachusetts on June 25, 
1970 under the name of Fidelity Bond Fund, Inc., which name was 
changed to Fidelity Bond-Debenture Fund, Inc. on June 10, 1971 to 
Fidelity Corporate Bond Fund on October 31, 1984 at the time of 
its reorganization as a Massachusetts business trust (the "fund"), 
and to Fidelity Flexible Bond Fund on October 25, 1985.  An 
amended Declaration of Trust changing the name of the fund from 
Fidelity Flexible Bond Fund to Fidelity Fixed-Income Trust was 
dated, executed and delivered in Boston, Massachusetts on 
September 3, 1986.  Supplements to the Declaration of Trust were 
filed with the Secretary of the Commonwealth on December 4, 
1987 and November 16, 1989.

I have conducted such legal and factual inquiry as I have deemed 
necessary for the purpose of rendering this opinion.

Under Article III, Section 1, of the Declaration of Trust, the 
beneficial interest in the trust shall be divided into such transferable 
Shares of one or more separate and distinct Series as the Trustees 
shall from time to time create and establish.  The number of Shares 
is unlimited and each Share shall be without par value and shall be 
fully paid and non-assessable.  The Trustees shall have full power 
and authority, in their sole discretion and without obtaining any 
prior authorization or vote of the Shareholders of the trust to create 
and establish (and to change in any manner) Shares with such 
preferences, voting powers, rights, and privileges as the Trustees 
may from time to time determine, to divide or combine the Shares 
into a greater or lesser number, to classify or reclassify and issued 
Shares into one or more Series of Shares, to abolish any one or 
more Series of Shares, and to take such other action with respect to 
the Shares as the Trustees may deem desirable.

Under Article III, Section 4, the Trustees shall accept investments 
in the trust from such persons and on such terms as they may from 
time to time authorize.  Such investments may be in the form of 
cash or securities in which the appropriate Series is authorized to 
invest, valued as provided in Article X, Section 3.  After the date of 
the initial contribution of capital, the number of Shares to represent 
the initial contribution may in the Trustees' discretion be considered 
as outstanding and the amount received by the Trustees on account 
of the contribution shall be treated as an asset of the trust.  
Subsequent investments in the trust shall be credited to each 
Shareholder's account in the form of full Shares at the Net Asset 
Value per Share next determined after the investment is received; 
provided, however, that the Trustees may, in their sole discretion, 
(a) impose a sales charge upon investments in the trust and (b) issue 
fractional Shares.

By a vote adopted on December 14, 1984 and amended on 
February 22, 1985, the Board of Trustees authorized the issue and 
sale, from time to time, of an unlimited number of shares of 
beneficial interest of the trust in accordance with the terms included 
in the current Registration Statement and subject to the limitations 
of the Declaration of Trust and any amendments thereto.

I understand that from you that, pursuant to Rule 24f-2 under the 
Investment Company Act of 1940, the trust has registered an 
indefinite number of shares of beneficial interest under the 
Securities Act of 1933.  I further understand that, pursuant to the 
provisions of Rule 24f-2, the trust is about to file with the 
Securities and Exchange Commission a notice making definite the 
registration of 411,165,477 shares of the trust (the Shares) sold in 
reliance upon Rule 24f-2 during the fiscal year ended April 30, 
1994.

I am of the opinion that all necessary trust action precedent to the 
issue of Shares has been duly taken, and that all the Shares were 
legally and validly issued, and are fully paid and nonassessable, 
except as described in each fund's Statement of Additional 
Information under the heading "Shareholder and Trustee Liability."  
In rendering this opinion, I rely on the representation by the trust 
that it or its agent received consideration for the Shares in 
accordance with the trust's Declaration of Trust, and I express no 
opinion as to compliance with the Securities Act of 1933, the 
Investment Company Act of 1940 or applicable state "Blue Sky" or 
securities laws in connection with sales of the Shares.

I hereby consent to the filing of this opinion with the Securities and 
Exchange Commission in connection with a Rule 24f-2 Notice 
which you are about to file under the 1940 Act with said 
Commission.

Very truly yours,


/s/Arthur S. Loring
   Arthur S. Loring
Vice President-Legal


[LG941730.035]		6/22/94





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