SUPPLEMENT TO THE
FIDELITY CASH MANAGEMENT FUNDS
FUNDS OF NEWBURY STREET TRUST
DECEMBER 30, 1998
STATEMENT OF ADDITIONAL INFORMATION
THE FOLLOWING NON-FUNDAMENTAL LIMITATIONS REPLACE LIMITATIONS (IV) AND
(VII) FOR EACH OF PRIME FUND AND TREASURY FUND FOUND IN THE
"INVESTMENT POLICIES AND LIMITATIONS" SECTION BEGINNING ON PAGES 2 AND
3, RESPECTIVELY.
(iv) The fund may borrow money only (a) from a bank or from a
registered investment company or portfolio for which FMR or an
affiliate serves as investment adviser or (b) by engaging in reverse
repurchase agreements with any party.
(vii) The fund does not currently intend to lend assets other than
securities to other parties, except by lending money (up to 15% of the
fund's net assets) to a registered investment company or portfolio for
which FMR or an affiliate serves as investment adviser. (This
limitation does not apply to purchases of debt securities or to
repurchase agreements.)
THE FOLLOWING NON-FUNDAMENTAL LIMITATION REPLACES LIMITATION (II) FOR
TAX-EXEMPT FUND FOUND IN THE "INVESTMENT POLICIES AND LIMITATIONS"
SECTION BEGINNING ON PAGE 4.
(ii) The fund may borrow money only (a) from a bank or from a
registered investment company or portfolio for which FMR or an
affiliate serves as investment adviser or (b) by engaging in reverse
repurchase agreements with any party (reverse repurchase agreements
are treated as borrowings for purposes of fundamental investment
limitation (5)).
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND IN THE
"ADDITIONAL PURCHASE, EXCHANGE AND REDEMPTION INFORMATION" SECTION ON
PAGE 19.
CLASS B AND CLASS C SHARES ONLY
The Class B or Class C CDSC will not apply to the redemption of
shares:
1. For disability or death, provided that the shares are sold within
one year following the death or the initial determination of
disability;
2. That are permitted without penalty at age 70 1/2 pursuant to the
Internal Revenue Code from retirement plans or accounts (other than of
shares purchased on or after February 11, 1999 for traditional IRAs,
Roth IRAs and Rollover IRAs);
3. For disability, payment of death benefits, or minimum required
distributions starting at age 70 1/2 from Traditional IRAs, Roth IRAs
and Rollover IRAs purchased on or after February 11, 1999;
4. Through the Fidelity Advisor Systematic Withdrawal Program; or
5. (Applicable to Class C only) From an employee benefit plan (as
defined in the Employee Retirement Income Security Act), 403(b)
program or plan covering a sole-proprietor (formerly Keogh/H.R. 10
plan).
A waiver form must accompany these transactions.
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 each class'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.
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND IN THE
"TRUSTEES AND OFFICERS" SECTION BEGINNING ON PAGE 20.
*EDWARD C. JOHNSON 3d (68), 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 Fidelity Investments Money Management, Inc. (1998),
Fidelity Management & Research (U.K.) Inc., and Fidelity Management &
Research (Far East) Inc.; and a Director of FDC. Abigail Johnson,
Member of the Advisory Board of Newbury Street Trust, is Mr. Johnson's
daughter.
THE FOLLOWING INFORMATION SUPPLEMENTS THE INFORMATION FOUND IN THE
"TRUSTEES AND OFFICERS" SECTION BEGINNING ON PAGE 20.
ABIGAIL P. JOHNSON (37), Member of the Advisory Board of Newbury
Street Trust (1999), is Vice President of certain Equity Funds (1997),
and is a Director of FMR Corp. (1994). Before assuming her current
responsibilities, Ms. Johnson managed a number of Fidelity funds.
Edward C. Johnson 3d, Trustee and President of the Funds, is Ms.
Johnson's father.
NED C. LAUTENBACH (55), Member of the Advisory Board (1999), has
been a partner of Clayton, Dubilier & Rice, Inc. (private equity
investment firm) since September 1998. Mr. Lautenbach was Senior Vice
President of IBM Corporation from 1992 until his retirement in July
1998. From 1993 to 1995 he was Chairman of IBM World Trade
Corporation. He also was a member of IBM's Corporate Executive
Committee from 1994 to July 1998. He is a Director of PPG Industries
Inc. (glass, coating and chemical manufacturer), Dynatech Corporation
(global communications equipment), Eaton Corporation (global
manufacturer of highly engineered products) and ChoicePoint Inc. (data
identification, retrieval, storage, and analysis).
THE FOLLOWING INFORMATION FOUND IN THE "TRUSTEES AND OFFICERS"
SECTION ON PAGE 22 HAS BEEN REMOVED.
LEONARD M. RUSH (52), 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)
and Chief Financial Officer of Fidelity Brokerage Services, Inc.
(1990-1993).
THE FOLLOWING INFORMATION REPLACES THE COMPENSATION TABLE FOUND IN
THE "TRUSTEES AND OFFICERS" SECTION ON PAGE 22.
The following table sets forth information describing the compensation
of each Trustee and Member of the Advisory Board of each fund for his
or her services for the fiscal year ended October 31, 1998, or
calendar year ended December 31, 1997, as applicable.
<TABLE>
<CAPTION>
<S> <C> <C> <C>
COMPENSATION TABLE
Trustees and Members of the Aggregate Compensation from Aggregate Compensation from Aggregate Compensation from
Advisory Board Prime FundB,C,D Treasury FundB Tax-Exempt FundB
Edward C. Johnson 3d** $ 0 $ 0 $ 0
Abigail P. Johnson** $ 0 $ 0 $ 0
J. Gary Burkhead** $ 0 $ 0 $ 0
Ralph F. Cox $ 1,787 $ 576 $ 245
Phyllis Burke Davis $ 1,774 $ 573 $ 244
Robert M. Gates*** $ 1,799 $ 581 $ 247
E. Bradley Jones $ 1,786 $ 576 $ 245
Donald J. Kirk $ 1,823 $ 588 $ 250
Ned C. Lautenbach***** $ 0 $ 0 $ 0
Peter S. Lynch** $ 0 $ 0 $ 0
William O. McCoy**** $ 1,799 $ 581 $ 247
Gerald C. McDonough $ 2,211 $ 714 $ 304
Marvin L. Mann $ 1,775 $ 572 $ 243
Robert C. Pozen** $ 0 $ 0 $ 0
Thomas R. Williams $ 1,799 $ 580 $ 247
</TABLE>
<TABLE>
<CAPTION>
<S> <C>
COMPENSATION TABLE
Trustees and Members of the Total Compensation from the
Advisory Board Fund Complex*, A
Edward C. Johnson 3d** $ 0
Abigail P. Johnson** $ 0
J. Gary Burkhead** $ 0
Ralph F. Cox $ 223,500
Phyllis Burke Davis $ 220,500
Robert M. Gates*** $ 223,500
E. Bradley Jones $ 222,000
Donald J. Kirk $ 226,500
Ned C. Lautenbach***** $ 0
Peter S. Lynch** $ 0
William O. McCoy**** $ 223,500
Gerald C. McDonough $ 273,500
Marvin L. Mann $ 220,500
Robert C. Pozen** $ 0
Thomas R. Williams $ 223,500
</TABLE>
* Information is for the calendar year ended December 31, 1997 for 230
funds in the complex.
** Interested Trustees of the funds, Mr. Burkhead and Ms. Johnson are
compensated by FMR.
*** Mr. Gates was elected to the Board of Trustees of Newbury
Street Trust on May 9, 1997.
**** Mr. McCoy was elected to the Board of Trustees of Newbury
Street on May 9, 1997.
***** Effective October 14, 1999, Mr. Lautenbach serves as a Member
of the Advisory Board.
A Compensation figures include cash, amounts required to be deferred,
and may include amounts deferred at the election of Trustees. For the
calendar year ended December 31, 1997, the Trustees accrued required
deferred compensation from the funds as follows: Ralph F. Cox,
$75,000; Phyllis Burke Davis, $75,000; Robert M. Gates, $62,500; E.
Bradley Jones, $75,000; Donald J. Kirk, $75,000; William O. McCoy,
$75,000; Gerald C. McDonough, $87,500; Marvin L. Mann, $75,000; and
Thomas R. Williams, $75,000. Certain of the non-interested Trustees
elected voluntarily to defer a portion of their compensation as
follows: Ralph F. Cox, $53,699; Marvin L. Mann, $53,699; and Thomas R.
Williams, $62,462.
B Compensation figures include cash, and may include amounts required
to be deferred and amounts deferred at the election of Trustees.
C The following amounts are required to be deferred by each
non-interested Trustee: Ralph F. Cox, $806; Phyllis Burke Davis, $806;
Robert M. Gates, $806; E. Bradley Jones, $806; Donald J. Kirk, $806;
William O. McCoy, $806; Gerald C. McDonough, $940; Marvin L. Mann,
$806; and Thomas R. Williams, $806.
D Certain of the non-interested Trustees' aggregate compensation from
a fund includes accrued voluntary deferred compensation as follows:
Thomas R. Williams, $684, Prime Fund.
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND IN THE
"DISTRIBUTION SERVICES" SECTION ON PAGE 27.
Currently and except as provided below, for the first year of
investment, FDC retains the full amount of 12b-1 (distribution) fees
paid by Class C as compensation for providing services intended to
result in the sale of Class C shares and retains the full amount of
12b-1 (service) fees paid by Class C for providing shareholder support
services. Normally, after the first year of investment, FDC may
reallow up to the full amount of 12b-1 (distribution) fees paid by
Class C to intermediaries, such as banks, broker-dealers and other
service-providers for providing services intended to result in the
sale of Class C shares, and may reallow up to the full amount of 12b-1
(service) fees paid by Class C to intermediaries for providing
shareholder support services. For purchases of Class C shares made for
an employee benefit plan, 403(b) program or plan covering a
sole-proprietor (formerly Keogh/H.R. 10 plan) or through reinvestment
of dividends or capital gain distributions, during the first year of
investment and thereafter, FDC may reallow up to the full amount of
12b-1 (distribution) fees paid by such Class C shares to
intermediaries for providing services intended to result in the sale
of Class C shares and may reallow up to the full amount of 12b-1
(service) fees paid by such Class C shares to intermediaries for
providing shareholder support services.
THE FOLLOWING INFORMATION REPLACES THE SECOND AND SIXTH PARAGRAPHS
FOUND IN THE "TRANSFER AND SERVICE AGENT AGREEMENTS" SECTION BEGINNING
ON PAGE 28.
Each class of Tax-Exempt Fund has entered into a transfer agent
agreement with Citibank, N.A., which is located at 111 Wall Street,
New York, New York. Under the terms of the agreements, Citibank, N.A.
provides transfer agency, dividend disbursing, and shareholder
services for each class of the fund. Citibank, N.A. in turn has
entered into a sub-transfer agent agreement with FIIOC. Under the
terms of the sub-agreement, FIIOC performs all processing activities
associated with providing these services for each class of the fund
and receives all related transfer agency fees paid to Citibank, N.A.
Tax-Exempt Fund has also entered into a service agent agreement with
Citibank, N.A. Under the terms of the agreement, Citibank, N.A.
provides pricing and bookkeeping services for the fund. Citibank, N.A.
in turn has entered into a sub-service agent agreement with FSC. Under
the terms of the sub-agreement, FSC performs all processing activities
associated with providing these services, including calculating the
NAV and dividends for each class of the fund and maintaining the
fund's portfolio and general accounting records, and receives all
related pricing and bookkeeping fees paid to Citibank, N.A.
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND IN THE
"DESCRIPTION OF THE TRUST" SECTION ON PAGE 30.
CUSTODIAN. The Bank of New York, 110 Washington Street, New York, New
York, is custodian of the assets of Prime Fund and Treasury Fund (the
taxable funds). Citibank, N.A., 111 Wall Street, New York, New York,
is custodian of the assets of the Tax-Exempt Fund. Each custodian is
responsible for the safekeeping of a fund's assets and the appointment
of any subcustodian banks and clearing agencies. The Chase Manhattan
Bank, headquartered in New York, also may serve as special purpose
custodian of certain assets of the taxable funds in connection with
repurchase agreement transactions.
