SUPPLEMENT TO FIDELITY MICHIGAN MUNICIPAL MONEY MARKET FUND
FIDELITY OHIO MUNICIPAL MONEY MARKET FUND
FUNDS OF FIDELITY MUNICIPAL TRUST II
FIDELITY MICHIGAN MUNICIPAL INCOME FUND
FIDELITY MINNESOTA MUNICIPAL INCOME FUND
FIDELITY OHIO MUNICIPAL INCOME FUND
FUNDS OF FIDELITY MUNICIPAL TRUST
FEBRUARY 28, 1997
STATEMENT OF ADDITIONAL INFORMATION
The following information replaces similar information found in "Trustees
and Officers" beginning on page 34.
WILLIAM O. McCOY (63), Trustee (1997), is the Vice President of Finance for
the University of North Carolina (16-school system, 1995). Prior to his
retirement in December 1994, Mr. McCoy was Vice Chairman of the Board of
BellSouth Corporation (telecommunications, 1984) and President of BellSouth
Enterprises (1986). He is currently a Director of Liberty Corporation
(holding company, 1984), Weeks Corporation of Atlanta (real estate, 1994),
Carolina Power and Light Company (electric utility, 1996), and the Kenan
Transport Co. (1996). Previously, he was a Director of First American
Corporation (bank holding company, 1979-1996). In addition, Mr. McCoy
serves as a member of the Board of Visitors for the University of North
Carolina at Chapel Hill (1994) and for the Kenan-Flager Business School
(University of North Carolina at Chapel Hill, 1988). Mr. McCoy currently
serves as a Trustee for Fidelity Municipal Trust.
The following table sets forth information describing the compensation of
each Trustee of each fund for his or her services for the fiscal year ended
December 31, 1996.
COMPENSATION TABLE
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Aggregate J. Gary Ralph Phyllis Richard Edward E. Donald Peter William Gerald Edward Marvin Thomas
Compensa C. S.
tion Burkhead F. Cox Burke J. Johnson
** 3d** Bradley J. Kirk Lynch O. C. H. L. R.
From a Fund Davis Flynn*** Jones ** McCoy**** McDonough Malone*** Mann Williams
Michigan $ 0 $ 160 $ 159 $ 197 $ 0 $ 159 $ 160 $ 0 $ 94 $ 160 $ 159 $ 157 $ 160
Municipal
IncomeA,B
Minnesota $ 0 $ 104 $ 103 $ 128 $ 0 $ 103 $ 104 $ 0 $ 61 $ 104 $ 103 $ 102 $ 104
Municipal
IncomeA,C
Ohio $ 0 $ 133 $ 131 $ 163 $ 0 $ 131 $ 132 $ 0 $ 78 $ 132 $ 131 $ 130 $ 132
Municipal
IncomeA,D
Michigan $ 0 $ 80 $ 78 $ 98 $ 0 $ 78 $ 79 $ 0 $ 48 $ 79 $ 79 $ 78 $ 79
Municipal Money
MarketA,E
Ohio $ 0 $ 106 $ 104 $ 130 $ 0 $ 104 $ 105 $ 0 $ 64 $ 105 $ 104 $ 103 $ 105
Municipal Money
MarketA,F
Total $ 0 $ 137,700 $ 134,700 $ 168,000 $ 0 $ 134,700 $ 136,200 $ 0 $ 85,333 $ 136,200 $ 136,200 $ 134,700 $136,200
Compensation
From the Fund
Complex*,A
</TABLE>
* Information is for the calendar year ended December 31, 1996 for 235
funds in the complex.
** Interested Trustees of the funds are compensated by FMR.
*** Richard J. Flynn and Edward H. Malone served on the Board of Trustees
through December 31, 1996.
**** During the period from May 1, 1996 through December 31, 1996, William
O. McCoy served as a Member of the Advisory Board of Fidelity Municipal
Trust and Fidelity Municipal Trust II. Mr. McCoy was appointed to the
Board of Trustees of Fidelity Municipal Trust effective January 1, 1997.
A Compensation figures include cash, a pro rata portion of benefits accrued
under the retirement program for the period ended December 30, 1996 and
required to be deferred, and may include amounts deferred at the election
of Trustees.
B The following amounts are required to be deferred by each non-interested
Trustee, most of which is subject to vesting: Ralph F. Cox, $6, Phyllis
Burke Davis, $6, Richard J. Flynn, $0, E. Bradley Jones, $6, Donald J.
Kirk, $6, William O. McCoy, $0, Gerald C. McDonough, $6, Edward H. Malone,
$6, Marvin L. Mann, $6, and Thomas R. Williams, $6.
C The following amounts are required to be deferred by each non-interested
Trustee, most of which is subject to vesting: Ralph F. Cox, $4, Phyllis
Burke Davis, $4, Richard J. Flynn, $0, E. Bradley Jones, $4, Donald J.
Kirk, $4, William O. McCoy, $0, Gerald C. McDonough, $4, Edward H. Malone,
$4, Marvin L. Mann, $4, and Thomas R. Williams, $4.
D The following amounts are required to be deferred by each non-interested
Trustee, most of which is subject to vesting: Ralph F. Cox, $5, Phyllis
Burke Davis, $5, Richard J. Flynn, $0, E. Bradley Jones, $5, Donald J.
Kirk, $5, William O. McCoy, $0, Gerald C. McDonough, $5, Edward H. Malone,
$5, Marvin L. Mann, $5, and Thomas R. Williams, $5.
E The following amounts are required to be deferred by each non-interested
Trustee, most of which is subject to vesting: Ralph F. Cox, $3, Phyllis
Burke Davis, $3, Richard J. Flynn, $0, E. Bradley Jones, $3, Donald J.
Kirk, $3, William O. McCoy, $0, Gerald C. McDonough, $3, Edward H. Malone,
$3, Marvin L. Mann, $3, and Thomas R. Williams, $3.
F The following amounts are required to be deferred by each non-interested
Trustee, most of which is subject to vesting: Ralph F. Cox, $4, Phyllis
Burke Davis, $4, Richard J. Flynn, $0, E. Bradley Jones, $4, Donald J.
Kirk, $4, William O. McCoy, $0, Gerald C. McDonough, $4, Edward H. Malone,
$4, Marvin L. Mann, $4, and Thomas R. Williams, $4.
Under a retirement program adopted in July 1988 and modified in November
1995 and November 1996, each non-interested Trustee who retired before
December 30, 1996, may receive payments from a Fidelity fund during his or
her lifetime based on his or her basic trustee fees and length of service.
The obligation of a fund to make such payments is neither secured nor
funded. A Trustee became eligible to participate in the program at the end
of the calendar year in which he or she reached age 72, provided that, at
the time of retirement, he or she has served as a Fidelity fund Trustee for
at least five years.
The non-interested Trustees may elect to defer receipt of all or a
percentage of their annual fees in accordance with the terms of a Deferred
Compensation Plan (the Plan). Under the Plan, compensation deferred by a
Trustee is periodically adjusted as though an equivalent amount had been
invested and reinvested in shares of one or more funds in the complex
designated by such Trustee (designated securities). The amount paid to the
Trustee under the Plan will be determined based upon the performance of
such investments. Deferral of fees in accordance with the Plan will have a
negligible effect on a fund's assets, liabilities, and net income per
share, and will not obligate a fund to retain the services of any Trustee
or to pay any particular level of compensation to the Trustee. A fund may
invest in such designated securities under the Plan without shareholder
approval.
As of December 30, 1996, the non-interested Trustees terminated the
retirement program for Trustees who retire after such date. In connection
with the termination of the retirement program, each then-existing
non-interested Trustee received a credit to his or her Plan account equal
to the present value of the estimated benefits that would have been payable
under the retirement program. The amounts credited to the non-interested
Trustees' Plan accounts are subject to vesting. The termination of the
retirement program and related crediting of estimated benefits to the
Trustees' Plan accounts did not result in material cost to the funds.
As of December 31, 1996, the Trustees, Members of the Advisory Board, and
officers of each fund owned, in the aggregate, less than 1% of each fund's
total outstanding shares.
SPARTAN(registered trademark) PENNSYLVANIA MUNICIPAL MONEY MARKET FUND
A FUND OF FIDELITY MUNICIPAL TRUST II
SPARTAN(registered trademark) PENNSYLVANIA MUNICIPAL INCOME FUND
A FUND OF FIDELITY MUNICIPAL TRUST
SUPPLEMENT TO THE FEBRUARY 28, 1997 STATEMENT OF ADDITIONAL INFORMATION
The following information replaces the similar information found in the
"Trustees and Officers" section beginning on page 23.
The Trustees and executive officers of the trust 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 to Fidelity Municipal Trust II prior to the money market fund's
conversion from a series of Fidelity Municipal Trust served in similar
capacities. All persons named as Trustees also serve in similar capacities
for other funds advised by FMR. The business address of each Trustee and
officer who is an "interested person" (as defined in the Investment Company
Act of 1940) is 82 Devonshire Street, Boston, Massachusetts 02109, which is
also the address of FMR. The business address of all the other Trustees is
Fidelity Investments, P.O. Box 9235, Boston, Massachusetts 02205-9235.
Those Trustees who are "interested persons" by virtue of their affiliation
with either the trust or FMR are indicated by an asterisk (*).
The following information supplements the similar information found in the
"Trustees and Officers" section beginning on page 23.
ROBERT M. GATES (53), Trustee (1997), is a consultant, author, and lecturer
(1993). Mr. Gates was Director of the Central Intelligence Agency (CIA)
from 1991-1993. From 1989 to 1991, Mr. Gates served as Assistant to the
President of the United States and Deputy National Security Advisor. Mr.
Gates is currently a Trustee for the Forum For International Policy, a
Board Member for the Virginia Neurological Institute, and a Senior Advisor
of the Harvard Journal of World Affairs. In addition, Mr. Gates also serves
as a member of the corporate board for LucasVarity PLC (automotive
components and diesel engines), Charles Stark Draper Laboratory
(non-profit), NACCO Industries, Inc. (mining and manufacturing), and TRW
Inc. (original equipment and replacement products). Mr. Gates currently
serves as a Trustee for each of the following trusts: Fidelity Municipal
Trust.
The following information replaces the similar information found in the
"Trustees and Officers" section beginning on page 23.
WILLIAM O. McCOY (63), Trustee (1997), is the Vice President of Finance for
the University of North Carolina (16-school system, 1995). Prior to his
retirement in December 1994, Mr. McCoy was Vice Chairman of the Board of
BellSouth Corporation (telecommunications, 1984) and President of BellSouth
Enterprises (1986). He is currently a Director of Liberty Corporation
(holding company, 1984), Weeks Corporation of Atlanta (real estate, 1994),
and Carolina Power and Light Company (electric utility, 1996), and the
Kenan Transport Co. (1996). Previously, he was a Director of First American
Corporation (bank holding company, 1979-1996). In addition, Mr. McCoy
serves as a member of the Board of Visitors for the University of North
Carolina at Chapel Hill (1994) and for the Kenan-Flager Business School
(University of North Carolina at Chapel Hill, 1988). Mr. McCoy currently
serves as a Trustee for each of the following trusts: Fidelity Municipal
Trust.
The following table sets forth information describing the compensation of
each Trustee of the fund for his or her services for the fiscal year ended
December 31, 1996.
COMPENSATION TABLE
Trustees Aggregate Aggregate Total
Compensation Compensation Compensation
from Spartan PA from Spartan PA from the Fund
Muni Money Muni Complex*A
Market A,B Income A,C
J. Gary Burkhead** $ 0 $ 0 $ 0
Ralph F. Cox 81 96 137,700
Phyllis Burke Davis 79 94 134,700
Richard J. Flynn*** 99 117 168,000
Edward C. Johnson 3d** 0 0 0
E. Bradley Jones 79 94 134,700
Donald J. Kirk 80 95 136,200
Peter S. Lynch** 0 0 0
William O. McCoy**** 49 56 85,333
Gerald C. McDonough 80 95 136,200
Edward H. Malone*** 80 94 136,200
Marvin L. Mann 79 94 134,700
Thomas R. Williams 80 95 136,200
* Information is for the calendar year ended December 31, 1996 for 235
funds in the complex.
** Interested trustees of the fund are compensated by FMR.
*** Richard J. Flynn and Edward H. Malone served on the Board of Trustees
through December 31, 1996.
**** During the period from May 1, 1996 through December 31, 1996, William
McCoy served as a Member of the Advisory Board of each trust. Mr. McCoy was
appointed to the Board of Trustees of Fidelity Municipal Trust effective
January 1, 1997.
A Compensation figures include cash, a pro rata portion of benefits accrued
under the retirement program for the period ended December 30, 1996 and
required to be deferred, and may include amounts deferred at the election
of Trustees.
B The following amounts are required to be deferred by each non-interested
Trustee, most of which is subject to vesting: Ralph F. Cox, $3 Phyllis
Burke Davis, $3, Richard J. Flynn, $0, E. Bradley Jones, $3, Donald J.
Kirk, $3, William O McCoy, $0, Gerald C. McDonough, $3, Edward H. Malone,
$3, Marvin L. Mann, $3, and Thomas R. Williams, $3.
C The following amounts are required to be deferred by each non-interested
Trustee, most of which is subject to vesting: Ralph F. Cox, $4, Phyllis
Burke Davis, $4, Richard J. Flynn, $0, E. Bradley Jones, $4, Donald J.
Kirk, $4, William O. McCoy, $0, Gerald C. McDonough, $4 Edward H. Malone,
$4, Marvin L. Mann, $4, and Thomas R. Williams, $4.
Under a retirement program adopted in July 1988 and modified in November
1995 and November 1996, each non-interested Trustee who retired before
December 30, 1996 may receive payments from a Fidelity fund during his or
her lifetime based on his or her basic trustee fees and length of service.
The obligation of a fund to make such payments is neither secured nor
funded. A Trustee became eligible to participate in the program at the end
of the calendar year in which he or she reached age 72, provided that, at
the time of retirement, he or she had served as a Fidelity fund Trustee for
at least five years.
The non-interested Trustees may elect to defer receipt of all or a
percentage of their annual fees in accordance with the terms of a Deferred
Compensation Plan (the Plan). Under the Plan, compensation deferred by a
Trustee is periodically adjusted as though an equivalent amount had been
invested and reinvested in shares of one or more funds in the complex
designated by such Trustee (designated securities). The amount paid to the
Trustee under the Plan will be determined based upon the performance of
such investments. Deferral of fees in accordance with the Plan will have a
negligible effect on a fund's assets, liabilities, and net income per
share, and will not obligate a fund to retain the services of any Trustee
or to pay any particular level of compensation to the Trustee. A fund may
invest in such designated securities under the Plan without shareholder
approval.
As of December 30, 1996, the non-interested Trustees terminated the
retirement program for Trustees who retire after such date. In connection
with the termination of the retirement program, each then-existing
non-interested Trustee received a credit to his or her Plan account equal
to the present value of the estimated benefits that would have been payable
under the retirement program. The amounts credited to the non-interested
Trustees' Plan accounts are subject to vesting. The termination of the
retirement program and related crediting of estimated benefits to the
Trustees' Plan accounts did not result in a material cost to the funds.
As of December 31, 1996, the Trustees and officers of the funds owned, in
the aggregate, less than 1% of each fund's total outstanding shares.
