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Previous: VALUE LINE INC, 10-K/A, 1997-08-28 |
Next: CIRCON CORP, S-8, 1997-08-28 |
As filed with the Securities and Exchange Commission
on August 28, 1997
Registration No. 2-83295
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-14
REGISTRATION STATEMENT
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UNDER THE SECURITIES ACT OF 1933
Pre-Effective Amendment No. [ ]
Post-Effective Amendment No. [ ]
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Fidelity New York Municipal Trust
(Exact Name of Registrant as Specified in Charter)
82 Devonshire St., Boston, MA 02109
(Address Of Principal Executive Offices)
Registrant's Telephone Number (617) 563-7000
Arthur S. Loring, Secretary
82 Devonshire Street
Boston, MA 02109
(Name and Address of Agent for Service)
Approximate Date of Proposed Public Offering: As soon as practicable
after the Registration Statement becomes effective under the
Securities Act of 1933.
The Registrant has registered an indefinite amount of securities under
the Securities Act of 1933 pursuant to Section 24(f) under the
Investment Company Act of 1940; accordingly, no fee is payable
herewith because of reliance upon Rule 24f-2. A Rule 24f-2 Notice for
the Registrant's most recent fiscal year ended January 31, 1997 was
filed with the Commission on March 27, 1997. Pursuant to Rule 429,
this Registration Statement relates to shares previously registered on
Form N-1A.
It is proposed that this filing will become effective on September 26,
1997, pursuant to Rule 488.
FIDELITY NEW YORK MUNICIPAL INCOME FUND
CONTENTS OF REGISTRATION STATEMENT
This Registration Statement contains the following papers and
documents:
Facing Page
Contents of Registration Statement
Cross Reference Sheet
Solicitation Letter to Shareholders
Forms of Proxy Cards
Notice of Special Meeting
Part A - Proxy Statement and Prospectus
Part B - Statement of Additional Information
Part C - Other Information
Signature Page
Exhibits
Fidelity New York Municipal Trust:
Fidelity New York Municipal Income Fund
FORM N-14 CROSS REFERENCE SHEET
PART A
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Form N-14 Item Number and Caption Prospectus/Proxy Statement Caption
1. Beginning of Registration Statement and Out- Cover Page
side Front Cover Page of Prospectus
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2. Beginning and Outside Back Cover Page of Pro- Table of Contents
spectus
3. Fee Table, Synopsis Information and Risk Factors Synopsis; Comparison of Other Policies of the Funds;
Comparison of Principal Risk Factors; The Proposed
Transaction
4. Information About the Transactions Synopsis; The Proposed Transaction;
Prospectus of Fidelity New York Municipal Income
5. Information About the Registrant Fund dated March 31, 1997 and supplemented June
20, 1997
Synopsis; Comparison of Other Policies of the Funds;
Comparison of Principal Risk Factors; Miscellaneous;
Additional Information About Fidelity New York
Municipal Income Fund; Prospectus of Fidelity New
York Municipal Income Fund dated March 31, 1997
and supplemented June 20, 1997; Attachment I.
6. Information About the Company Being Acquired Cover Page; Synopsis; Comparison of Other Policies
of the Funds; Comparison of Principal Risk Factors;
Miscellaneous; Prospectuses of Spartan NY
Intermediate Municipal Income Fund, Spartan New
York Municipal Income Fund and Fidelity New York
Insured Municipal Income Fund dated March 31,
1997 and supplemented June 20, 1997.
7. Voting Information Voting Information
8. Interest of Certain Persons and Experts Not applicable
9. Additional Information Required for Reoffering Not applicable
by Persons Deemed to be Underwriters
</TABLE>
PART B
Item Number and Caption Statement of Additional Information Caption
<TABLE>
<CAPTION>
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10. Cover Page Cover Page
11. Table of Contents Table of Contents
12. Additional Information About the Registrant Prospectus and Statement of Additional
Information of Fidelity New York Municipal
Income Fund dated March 31, 1997 and
supplemented May 1, 1997.
13. Additional Information About the Company Be- Not applicable
ing Acquired
14. Financial Statements Financial Statements included in the Annual
Report of Spartan New York Municipal
Income Fund, Spartan New York Intermediate
Municipal Income Fund, and Fidelity New
York Insured Municipal Income Fund for the
Fiscal Year Ended January 31,1997; Financial
Statements included in the Annual Report of
Fidelity New York Municipal Income Fund
for the Fiscal Year Ended January 31, 1997.
Pro-Forma Financial Statements for the Fiscal
Year Ended January 31, 1997.
Part C Information required to be included in Part C
is set forth under the appropriate item so
numbered in Part C of this Registration
Statement.
</TABLE>
IMPORTANT
PROXY MATERIALS
PLEASE CAST YOUR VOTE NOW!
Dear Shareholder:
I am writing to ask you for your vote on important proposals to merge
Spartan New York Municipal Income Fund (SPARTAN NY INCOME), Spartan
New York Intermediate Municipal Income Fund (SPARTAN NY INTERMEDIATE),
and Fidelity New York Insured Municipal Income Fund (FIDELITY NY
INSURED) into Fidelity New York Municipal Income Fund (FIDELITY NY
INCOME). A shareholder meeting is scheduled for December 17, 1997.
Votes received in time to be counted at the meeting will decide
whether the mergers take place. This package contains information
about the proposals and includes all the materials you will need to
vote by mail.
Each fund's Board of Trustees has reviewed the proposed mergers and
has recommended that the proposed mergers be presented to
shareholders. Each fund votes separately on the applicable merger
proposal.
The Trustees, most of whom are not affiliated with Fidelity, are
responsible for protecting your interests as a shareholder. The
Trustees determined that the mergers are in shareholders' best
interest. However, the final decision is up to you.
The mergers would give shareholders of Spartan NY Income, Spartan NY
Intermediate, and Fidelity NY Insured the opportunity to participate
in a larger fund with similar investment policies. The surviving fund
would also have lower expenses guaranteed through December 31, 1999.
We have attached a Q&A to assist you in understanding the proposals.
The enclosed proxy statement includes a detailed description of the
proposed mergers.
Please read the enclosed materials and promptly cast your vote on the
proxy card(s). You are entitled to one vote for each dollar of net
asset value you own of a fund on the record date (October 20, 1997).
Your vote is extremely important, no matter how large or small your
holdings may be.
VOTING BY MAIL IS QUICK AND EASY. EVERYTHING YOU NEED IS ENCLOSED. To
cast your vote, simply complete the proxy card(s) enclosed in this
package. Be sure to sign the card(s) before mailing it in the
postage-paid envelope provided.
If you have any questions before you vote, please call us at
1-800-544-8888. We will be glad to help you get your vote in quickly.
Thank you for your participation in this important initiative for your
fund.
Sincerely,
/s/ Edward C. Johnson 3d
Edward C. Johnson 3d
President
Important information to help you understand and vote on the proposals
Please read the full text of the enclosed proxy statement. Below is a
brief overview of the matters to be voted upon. Your vote is
important. If you have any questions regarding the proposals, please
call us at 1-800-544-8888. We appreciate you placing your trust in
Fidelity and look forward to helping you achieve your financial goals.
WHAT PROPOSALS AM I BEING ASKED TO VOTE ON?
If you are a shareholder in the following fund(s), you will be asked
to vote on the indicated proposals:
SPARTAN NEW YORK MUNICIPAL INCOME FUND
(solid bullet) (solid bullet)To approve a merger of Spartan New York
Municipal Income Fund into Fidelity New York Municipal Income Fund.
(Proposal 1)
SPARTAN NEW YORK INTERMEDIATE MUNICIPAL INCOME FUND
(solid bullet) (solid bullet)To approve a merger of Spartan New York
Intermediate Municipal Income Fund into Fidelity New York Municipal
Income Fund. (Proposal 2)
FIDELITY NEW YORK INSURED MUNICIPAL INCOME FUND
(solid bullet) (solid bullet)To approve a merger of Fidelity New York
Insured Municipal Income Fund into Fidelity New York Municipal Income
Fund. (Proposal 3)
Each fund votes separately on the merger proposals. It will not be
necessary for all three proposals to be approved for any one of them
to take place.
WHAT IS THE REASON FOR AND ADVANTAGES OF THESE MERGERS?
The proposed mergers are part of a wider strategy by Fidelity to
reduce the number of municipal bond funds it manages. Combining the
funds will allow Fidelity to concentrate on a single, broad-based
investment discipline for New York investors. Shareholders would also
benefit from the more efficient product line through lower expenses,
guaranteed through December 31, 1999.
DO THE FUNDS BEING MERGED HAVE SIMILAR INVESTMENT POLICIES?
All four funds are New York municipal bond funds that seek income free
from federal, state and New York City income tax. Generally speaking,
Fidelity NY Income has a broader investment mandate than Spartan NY
Intermediate or Fidelity NY Insured.
SPARTAN NY INCOME and Fidelity NY Income have identical investment
policies.
SPARTAN NY INTERMEDIATE maintains a shorter average maturity and has
less interest rate sensitivity than Fidelity NY Income.
FIDELITY NY INSURED is required to invest at least 65% of its assets
in municipal securities that are covered by insurance guaranteeing the
timely payment of principal and interest. Fidelity NY Income does not
have a required level for investments in insured bonds.
WHO IS THE FUND MANAGER FOR THESE FUNDS?
Norman Lind currently manages all four funds and is expected to manage
the combined fund.
HOW DO THE EXPENSE STRUCTURES AND FEES OF THE FUNDS COMPARE?
All four funds currently have the same expenses, equal to 0.55% of
average net assets per year. The combined fund's expenses would be
lower through December 31, 1999, at 0.53%.
Although the funds' expenses are currently the same, they have
different contracts with Fidelity. SPARTAN NY INCOME and SPARTAN NY
INTERMEDIATE each pay an "all-inclusive" management fee to Fidelity
Management & Research Company (FMR) at a rate of 0.55% of average net
assets which covers substantially all fund expenses.
FIDELITY NY INSURED and FIDELITY NY INCOME have an expense structure
that charges separately for management fees and other operating
expenses. As of April 1, 1997, FMR has voluntarily agreed to
reimburse these two funds to the extent that the total operating
expenses exceed 0.55% of average net assets.
If any or all of the mergers are approved, the combined fund will
retain Fidelity NY Income's current expense structure. However, FMR
has agreed to limit the combined fund's expenses to 0.53% of average
net assets through December 31, 1999. This represents an expense
reduction of 0.02% of each fund's average net assets per year. After
that date, the combined fund's expenses could increase or decrease.
WHAT WILL BE THE NAME OF THE SURVIVING FUND AFTER THE MERGERS ARE
COMPLETE?
If shareholders of Spartan NY Income approve the merger of their fund
into Fidelity NY Income, the combined fund's name will be changed to
Spartan New York Municipal Income Fund. The new name of the combined
fund will be effective with the revision of the Prospectus of Fidelity
NY Income, which is scheduled for March 1998.
WHAT ARE THE FEDERAL TAX IMPLICATIONS OF THE MERGER?
The mergers will not be a taxable event (i.e., no gain or loss will be
recognized) to any of the funds or their shareholders.
WHAT WILL BE THE SIZE OF FIDELITY NY INCOME AFTER THE MERGER AND HOW
HAS THE FUND PERFORMED?
If all three proposals pass, the combined fund will have over $1
billion in assets.
The table below shows cumulative total return for both Fidelity NY
Income and its Lipper peer group over the last 1, 3, and 5 year
periods. Past performance is no guarantee of future results and you
may have a gain or loss when you sell your shares.
CUMULATIVE TOTAL RETURN FOR THE YEAR ENDED JULY 31
1 YEAR 3 YEARS 5 YEARS
Fidelity NY Income 10.8% 27.28% 39.33%
Lipper NY Municipal Debt Funds Average 9.96% 23.63% 35.04%
AVERAGE ANNUAL RETURNS AS OF 6/30/97
1 YEAR 5 YEARS 10 YEARS
Fidelity NY Income 8.32% 6.85% 7.91%
HOW WILL YOU DETERMINE THE NUMBER OF SHARES OF FIDELITY NY INCOME THAT
I WILL RECEIVE?
As of 4 P.M. Eastern Time on the Closing Date of each merger,
shareholders will receive the number of full and fractional shares of
Fidelity NY Income that is equal in value to the aggregate net asset
value of their shares on that date. Closing Dates for each fund are
listed below:
FUND MERGES INTO CLOSING DATE
Spartan NY Income Fidelity NY Income January 8, 1998
Spartan NY Intermediate Fidelity NY Income January 15, 1998
Fidelity NY Insured Fidelity NY Income January 22, 1998
Please note that the Shareholder Meeting could be adjourned or the
Closing Date could be adjusted.
WHAT IMPACT WILL THE MERGER HAVE ON THE SHARE PRICE OF FIDELITY NY
INCOME?
The net asset value per share of Fidelity NY Income will not be
changed by the merger.
WHAT ARE MY OTHER INVESTMENT ALTERNATIVES?
Fidelity offers Fidelity New York Municipal Money Market Fund, a money
market fund that invests in high quality, short-term municipal
securities and seeks current income exempt from federal, state, and
New York City income tax. As a money market fund, it seeks to
maintain a stable net asset value. The total return on Fidelity New
York Municipal Money Market Fund for the year ended July 31, 1997 was
3.06%.
Fidelity also offers Spartan New York Municipal Money Market Fund,
which requires a minimum initial investment of $25,000. The total
return on Spartan New York Municipal Money Market Fund for the year
ended July 31, 1997 was 3.18%.
Additional New York municipal bond funds are available through
Fidelity by calling FundsNetwork at 1-800-544-9697.
WHAT IF THERE ARE NOT ENOUGH VOTES TO REACH QUORUM BY THE SCHEDULED
SHAREHOLDER MEETING DATE?
To facilitate receiving sufficient votes, we will need to take further
action. We or D.F. King & Co. Inc., a proxy solicitation firm, may
contact you by mail or telephone. Therefore, we encourage
shareholders to vote as soon as they review the enclosed proxy
materials to avoid additional mailings or telephone calls.
If there are not sufficient votes to approve the proposals by the time
of the Shareholder Meeting (December 17, 1997), the meeting may be
adjourned to permit further solicitation of proxy votes.
WHAT HAPPENS IF THE PROPOSAL FOR MY FUND IS NOT APPROVED?
If the proposal to merge your fund is not approved by shareholders,
the Board may consider other options, including a proposal to
liquidate the fund.
HOW DO I VOTE MY SHARES?
You can vote your shares by completing and signing the enclosed proxy
card, and mailing it in the enclosed postage paid envelope. If you
need any assistance, or have any questions regarding the proposals or
how to vote your shares, please call us at 1-800-544-8888.
HOW DO I SIGN THE PROXY CARD?
INDIVIDUAL ACCOUNTS: Shareholders should sign exactly as their names
appear on the account registration shown on the card.
JOINT ACCOUNTS: Either owner may sign, but the name of the person
signing should conform exactly to a name shown in the registration.
ALL OTHER ACCOUNTS: The person signing must indicate his or her
capacity. For example, a trustee for a trust or other entity should
sign, "Ann B. Collins, Trustee."
FOR MORE COMPLETE INFORMATION ON MUTUAL FUNDS OFFERED THROUGH
FIDELITY, INCLUDING CHARGES AND EXPENSES, PLEASE CALL OR WRITE FOR A
FREE PROSPECTUS. READ IT CAREFULLY BEFORE YOU INVEST OR SEND MONEY.
Average annual total returns for the period ending 6/30/97 are
historical and include changes in share price, reinvestment of
dividends and capital gains. Share prices and returns will vary.
Fidelity Distributors Corporation, General Distribution Agent for
Fidelity Mutual Funds. 100 Summer Street, Boston, MA 02110.
Brokerage services provided by Fidelity Brokerage Services, Inc.
Member NYSE, SIPC.
2d/38712
Vote this proxy card TODAY! Your prompt response will
save the expense of additional mailings.
Return the proxy card in the enclosed envelope or mail to:
FIDELITY INVESTMENTS
Proxy Department
P.O. Box 9107
Hingham, MA 02043-9848
PLEASE DETACH AT PERFORATION BEFORE MAILING.
- ---------------------------------------------------------------------
- -------------------------
FIDELITY NEW YORK MUNICIPAL TRUST: SPARTAN NEW YORK MUNICIPAL INCOME
FUND
PROXY SOLICITED BY THE TRUSTEES
The undersigned, revoking previous proxies, hereby appoint(s) Edward
C. Johnson 3d, Arthur S. Loring, and Gerald C. McDonough, or any one
or more of them, attorneys, with full power of substitution, to vote
all shares of Fidelity New York Municipal Trust: Spartan New York
Municipal Income Fund which the undersigned is entitled to vote at the
Special Meeting of Shareholders of the fund to be held at the office
of the trust at 82 Devonshire St., Boston, MA 02109, on December 17,
1997 at 11:15 a.m. Eastern time and at any adjournments thereof. All
powers may be exercised by a majority of said proxy holders or
substitutes voting or acting or, if only one votes and acts, then by
that one. This Proxy shall be voted on the proposal described in the
Proxy Statement as specified on the reverse side. Receipt of the
Notice of the Meeting and the accompanying Proxy Statement is hereby
acknowledged.
NOTE: Please sign exactly as your name appears on this Proxy. When
signing in a fiduciary capacity, such as executor, administrator,
trustee, attorney, guardian, etc., please so indicate. Corporate and
partnership proxies should be signed by an authorized person
indicating the person's title.
Date _____________, 1997
_______________________________________
_______________________________________
Signature(s) (Title(s), if applicable)
PLEASE SIGN, DATE, AND RETURN
PROMPTLY IN ENCLOSED ENVELOPE
cusip # 316337609/fund# 421
Please refer to the Proxy Statement discussion of this matter.
IF NO SPECIFICATION IS MADE, THE PROXY SHALL BE VOTED FOR THE
PROPOSAL.
As to any other matter, said attorneys shall vote in accordance with
their best judgment.
THE BOARD OF TRUSTEES RECOMMENDS A VOTE FOR THE FOLLOWING:
- ---------------------------------------------------------------------
- -------------------------
_____________________________________________________________________
________________________
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1. To approve an Agreement and Plan of Reorganization FOR [ ] AGAINST [ ] ABSTAIN [ ] 1.
between Spartan New York Municipal Income Fund
and Fidelity New York Municipal Income Fund,
another fund of the trust, providing for the transfer of
all of the assets of Spartan New York Municipal
Income Fund to Fidelity New York Municipal
Income Fund in exchange solely for shares of
beneficial interest of Fidelity New York Municipal
Income Fund and the assumption by Fidelity New
York Municipal Income Fund of Spartan New York
Municipal Income Fund's liabilities, followed by the
distribution of Fidelity New York Municipal Income
Fund shares to shareholders of Spartan New York
Municipal Income Fund in liquidation of Spartan
New York Municipal Income Fund.
</TABLE>
SNM-PXC-1097 cusip # 316337609/fund# 421
Vote this proxy card TODAY! Your prompt response will
save the expense of additional mailings.
Return the proxy card in the enclosed envelope or mail to:
FIDELITY INVESTMENTS
Proxy Department
P.O. Box 9107
Hingham, MA 02043-9848
PLEASE DETACH AT PERFORATION BEFORE MAILING.
- ---------------------------------------------------------------------
- -------------------------
FIDELITY NEW YORK MUNICIPAL TRUST: SPARTAN NEW YORK INTERMEDIATE
MUNICIPAL INCOME FUND
PROXY SOLICITED BY THE TRUSTEES
The undersigned, revoking previous proxies, hereby appoint(s) Edward
C. Johnson 3d, Arthur S. Loring, and Gerald C. McDonough, or any one
or more of them, attorneys, with full power of substitution, to vote
all shares of Fidelity New York Municipal Trust: Spartan New York
Intermediate Municipal Income Fund which the undersigned is entitled
to vote at the Special Meeting of Shareholders of the fund to be held
at the office of the trust at 82 Devonshire St., Boston, MA 02109, on
December 17, 1997 at 11:15 a.m. Eastern time and at any adjournments
thereof. All powers may be exercised by a majority of said proxy
holders or substitutes voting or acting or, if only one votes and
acts, then by that one. This Proxy shall be voted on the proposal
described in the Proxy Statement as specified on the reverse side.
Receipt of the Notice of the Meeting and the accompanying Proxy
Statement is hereby acknowledged.
NOTE: Please sign exactly as your name appears on this Proxy. When
signing in a fiduciary capacity, such as executor, administrator,
trustee, attorney, guardian, etc., please so indicate. Corporate and
partnership proxies should be signed by an authorized person
indicating the person's title.
Date _____________, 1997
_______________________________________
_______________________________________
Signature(s) (Title(s), if applicable)
PLEASE SIGN, DATE, AND RETURN
PROMPTLY IN ENCLOSED ENVELOPE
cusip # 316337708//fund# 431
Please refer to the Proxy Statement discussion of this matter.
IF NO SPECIFICATION IS MADE, THE PROXY SHALL BE VOTED FOR THE
PROPOSAL.
As to any other matter, said attorneys shall vote in accordance with
their best judgment.
THE BOARD OF TRUSTEES RECOMMENDS A VOTE FOR THE FOLLOWING:
- ---------------------------------------------------------------------
- -------------------------
_____________________________________________________________________
________________________
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2. To approve an Agreement and Plan of Reorganization FOR [ ] AGAINST [ ] ABSTAIN [ ] 2.
between Spartan New York Intermediate Municipal
Income Fund and Fidelity New York Municipal
Income Fund, another fund of the trust, providing for
the transfer of all of the assets of Spartan New York
Intermediate Municipal Income Fund to Fidelity
New York Municipal Income Fund in exchange
solely for shares of beneficial interest of Fidelity New
York Municipal Income Fund and the assumption by
Fidelity New York Municipal Income Fund of
Spartan New York Intermediate Municipal Income
Fund's liabilities, followed by the distribution of
Fidelity New York Municipal Income Fund shares to
shareholders of Spartan New York Intermediate
Municipal Income Fund in liquidation of Spartan
New York Intermediate Municipal Income Fund.
</TABLE>
SNI-PXC-1097 cusip # 316337708/fund# 431
Vote this proxy card TODAY! Your prompt response will
save the expense of additional mailings.
Return the proxy card in the enclosed envelope or mail to:
FIDELITY INVESTMENTS
Proxy Department
P.O. Box 9107
Hingham, MA 02043-9848
PLEASE DETACH AT PERFORATION BEFORE MAILING.
- ---------------------------------------------------------------------
- -------------------------
FIDELITY NEW YORK MUNICIPAL TRUST: FIDELITY NEW YORK INSURED MUNICIPAL
INCOME FUND
PROXY SOLICITED BY THE TRUSTEES
The undersigned, revoking previous proxies, hereby appoint(s) Edward
C. Johnson 3d, Arthur S. Loring, and Gerald C. McDonough, or any one
or more of them, attorneys, with full power of substitution, to vote
all shares of Fidelity New YorkMunicipal Trust: Fidelity New York
Insured Municipal Income Fund which the undersigned is entitled to
vote at the Special Meeting of Shareholders of the fund to be held at
the office of the trust at 82 Devonshire St., Boston, MA 02109, on
December 17, 1997 at 11:15 a.m. Eastern time and at any adjournments
thereof. All powers may be exercised by a majority of said proxy
holders or substitutes voting or acting or, if only one votes and
acts, then by that one. This Proxy shall be voted on the proposal
described in the Proxy Statement as specified on the reverse side.
Receipt of the Notice of the Meeting and the accompanying Proxy
Statement is hereby acknowledged.
NOTE: Please sign exactly as your name appears on this Proxy. When
signing in a fiduciary capacity, such as executor, administrator,
trustee, attorney, guardian, etc., please so indicate. Corporate and
partnership proxies should be signed by an authorized person
indicating the person's title.
Date _____________, 1997
_______________________________________
_______________________________________
Signature(s) (Title(s), if applicable)
PLEASE SIGN, DATE, AND RETURN
PROMPTLY IN ENCLOSED ENVELOPE
cusip # 316337302/fund# 095
Please refer to the Proxy Statement discussion of this matter.
IF NO SPECIFICATION IS MADE, THE PROXY SHALL BE VOTED FOR THE
PROPOSAL.
As to any other matter, said attorneys shall vote in accordance with
their best judgment.
THE BOARD OF TRUSTEES RECOMMENDS A VOTE FOR THE FOLLOWING:
- ---------------------------------------------------------------------
- -------------------------
_____________________________________________________________________
________________________
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<CAPTION>
<S> <C> <C> <C> <C> <C>
3. To approve an Agreement and Plan of Reorganization FOR [ ] AGAINST [ ] ABSTAIN [ ] 3.
between Fidelity New York Insured Municipal
Income Fund and Fidelity New York Municipal
Income Fund, another fund of the trust, providing for
the transfer of all of the assets of Fidelity New York
Insured Municipal Income Fund to Fidelity New
York Municipal Income Fund in exchange solely for
shares of beneficial interest of Fidelity New York
Municipal Income Fund and the assumption by
Fidelity New York Municipal Income Fund of
Fidelity New York Insured Municipal Income Fund's
liabilities, followed by the distribution of Fidelity
New York Municipal Income Fund shares to
shareholders of Fidelity New York Insured Municipal
Income Fund in liquidation of Fidelity New York
Insured Municipal Income Fund.
</TABLE>
FNI-PXC-1097 cusip # 316337302/fund# 095
SPARTAN(registered trademark) NEW YORK MUNICIPAL INCOME FUND
SPARTAN(registered trademark) NEW YORK INTERMEDIATE MUNICIPAL INCOME
FUND
FIDELITY NEW YORK INSURED MUNICIPAL INCOME FUND
FUNDS OF
FIDELITY NEW YORK MUNICIPAL TRUST
82 DEVONSHIRE STREET, BOSTON, MASSACHUSETTS 02109
1-800-544-8888
NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
To the Shareholders of the above funds:
NOTICE IS HEREBY GIVEN that a Special Meeting of Shareholders (the
Meeting) of Spartan New York Municipal Income Fund, Spartan New York
Intermediate Municipal Income Fund and Fidelity New York Insured
Municipal Income Fund (the funds) will be held at the office of
Fidelity New York Municipal Trust (the trust), 82 Devonshire Street,
Boston, Massachusetts 02109 on December 17, 1997, at 11:15 a.m.
Eastern time. The purpose of the Meeting is to consider and act upon
the following proposals, and to transact such other business as may
properly come before the Meeting or any adjournments thereof. Approval
of each Reorganization will be determined solely by approval of the
shareholders of the individual fund affected. It will not be necessary
for all three Reorganizations to be approved for any one of them to
take place.
(1) To approve an Agreement and Plan of Reorganization between
Spartan New York Municipal Income Fund and Fidelity New York Municipal
Income Fund, another fund of the trust, providing for the transfer of
all of the assets of Spartan New York Municipal Income Fund to
Fidelity New York Municipal Income Fund in exchange solely for shares
of beneficial interest of Fidelity New York Municipal Income Fund and
the assumption by Fidelity New York Municipal Income Fund of Spartan
New York Municipal Income Fund's liabilities, followed by the
distribution of Fidelity New York Municipal Income Fund shares to
shareholders of Spartan New York Municipal Income Fund in liquidation
of Spartan New York Municipal Income Fund.
(2) To approve an Agreement and Plan of Reorganization between
Spartan New York Intermediate Municipal Income Fund and Fidelity New
York Municipal Income Fund, another fund of the trust, providing for
the transfer of all of the assets of Spartan New York Intermediate
Municipal Income Fund to Fidelity New York Municipal Income Fund in
exchange solely for shares of beneficial interest of Fidelity New York
Municipal Income Fund and the assumption by Fidelity New York
Municipal Income Fund of Spartan New York Intermediate Municipal
Income Fund's liabilities, followed by the distribution of Fidelity
New York Municipal Income Fund shares to shareholders of Spartan New
York Intermediate Municipal Income Fund in liquidation of Spartan New
York Intermediate Municipal Income Fund.
(3) To approve an Agreement and Plan of Reorganization between
Fidelity New York Insured Municipal Income Fund and Fidelity New York
Municipal Income Fund, another fund of the trust, providing for the
transfer of all of the assets of Fidelity New York Insured Municipal
Income Fund to Fidelity New York Municipal Income Fund in exchange
solely for shares of beneficial interest of Fidelity New York
Municipal Income Fund and the assumption by Fidelity New York
Municipal Income Fund of Fidelity New York Insured Municipal Income
Fund's liabilities, followed by the distribution of Fidelity New York
Municipal Income Fund shares to shareholders of Fidelity New York
Insured Municipal Income Fund in liquidation of Fidelity New York
Insured Municipal Income Fund.
The Board of Trustees has fixed the close of business on October 20,
1997 as the record date for the determination of the shareholders of
each of the funds entitled to notice of, and to vote at, such Meeting
and any adjournments thereof.
By order of the Board of Trustees,
ARTHUR S. LORING, Secretary
October 20, 1997
YOUR VOTE IS IMPORTANT -
PLEASE RETURN YOUR PROXY CARD PROMPTLY.
SHAREHOLDERS ARE INVITED TO ATTEND THE MEETING IN PERSON. ANY
SHAREHOLDER WHO DOES NOT EXPECT TO ATTEND THE MEETING IS URGED TO
INDICATE VOTING INSTRUCTIONS ON THE ENCLOSED PROXY CARD, DATE AND SIGN
IT, AND RETURN IT IN THE ENVELOPE PROVIDED, WHICH NEEDS NO POSTAGE IF
MAILED IN THE UNITED STATES. IN ORDER TO AVOID UNNECESSARY EXPENSE, WE
ASK YOUR COOPERATION IN MAILING YOUR PROXY CARD PROMPTLY, NO MATTER
HOW LARGE OR SMALL YOUR HOLDINGS MAY BE.
INSTRUCTIONS FOR EXECUTING PROXY CARD
The following general rules for executing proxy cards may be of
assistance to you and help avoid the time and expense involved in
validating your vote if you fail to execute your proxy card properly.
1. INDIVIDUAL ACCOUNTS: Your name should be signed exactly as it
appears in the registration on the proxy card.
2. JOINT ACCOUNTS: Either party may sign, but the name of the party
signing should conform exactly to a name shown in the registration.
3. ALL OTHER ACCOUNTS should show the capacity of the individual
signing. This can be shown either in the form of the account
registration itself or by the individual executing the proxy card. For
example:
REGISTRATION VALID SIGNATURE
A. 1) ABC Corp. John Smith, Treasurer
2) ABC Corp. John Smith, Treasurer
c/o John Smith, Treasurer
B. 1) ABC Corp. Profit Sharing Plan Ann B. Collins,
Trustee
2) ABC Trust Ann B. Collins,
Trustee
3) Ann B. Collins, Trustee Ann B. Collins,
Trustee
u/t/d 12/28/78
C. 1) Anthony B. Craft, Cust. Anthony B. Craft
f/b/o Anthony B. Craft, Jr.
UGMA
SPARTAN NEW YORK MUNICIPAL INCOME FUND
SPARTAN NEW YORK INTERMEDIATE MUNICIPAL INCOME FUND
FIDELITY NEW YORK INSURED MUNICIPAL INCOME FUND
FUNDS OF
FIDELITY NEW YORK MUNICIPAL TRUST
82 DEVONSHIRE STREET, BOSTON, MASSACHUSETTS 02109
1-800-544-8888
PROXY STATEMENT AND PROSPECTUS
OCTOBER 20, 1997
This Proxy Statement and Prospectus (Proxy Statement) is being
furnished to shareholders of Spartan New York Municipal Income Fund
(Spartan NY Income), Spartan New York Intermediate Municipal Income
Fund (Spartan NY Intermediate), and Fidelity New York Insured
Municipal Income Fund (Fidelity NY Insured) (the funds), funds of
Fidelity New York Municipal Trust (the trust), in connection with the
solicitation of proxies by the trust's Board of Trustees for use at
the Special Meeting of Shareholders of Spartan NY Income, Spartan NY
Intermediate, and Fidelity NY Insured and at any adjournments thereof
(the Meeting). The Meeting will be held on December 17, 1997 at 11:15
a.m. Eastern time at 82 Devonshire Street, Boston, Massachusetts
02109, the principal executive office of the trust.
As more fully described in the Proxy Statement, the purpose of the
Meeting is to vote on proposed reorganizations (Reorganizations).
Pursuant to each Agreement and Plan of Reorganization (the
Agreements), Spartan NY Income, Spartan NY Intermediate, and Fidelity
NY Insured would transfer all of its assets to Fidelity New York
Municipal Income Fund (Fidelity NY Income), another fund of the trust,
in exchange solely for shares of beneficial interest of Fidelity NY
Income and the assumption by Fidelity NY Income of Spartan NY
Income's, Spartan NY Intermediate's, and Fidelity NY Insured's
liabilities, respectively. The number of shares to be issued in the
proposed Reorganizations will be based upon the relative net asset
values of the funds at the time of the exchange. As provided in the
Agreements, Spartan NY Income, Spartan NY Intermediate, and Fidelity
NY Insured will each distribute shares of Fidelity NY Income to its
shareholders so that each shareholder receives the number of full and
fractional shares of Fidelity NY Income equal in value to the
aggregate net asset values of the share of each of Spartan NY Income,
Spartan NY Intermediate, and Fidelity NY Insured held by shareholders
on January 8, 1998, January 15, 1998 and January 22, 1998,
respectively, or such other dates as the parties may agree (the
Closing Date). Approval of each Reorganization will be determined
solely by approval of the shareholders of the individual fund
affected. It will not be necessary for all three Reorganizations to be
approved for any one of them to take place.
Fidelity NY Income, a municipal bond fund, is a non-diversified fund
of Fidelity New York Municipal Trust, an open-end management
investment company organized as a Massachusetts business trust on
April 25, 1983. Fidelity NY Income's investment objective is to seek
high current income free from federal income tax and New York State
and City income taxes. Fidelity NY Income seeks to achieve its
investment objective by investing in investment-grade municipal
securities under normal conditions.
This Proxy Statement, which should be retained for future reference,
sets forth concisely the information about the Reorganizations and
Fidelity NY Income that a shareholder should know before voting on the
proposed Reorganizations. The Statement of Additional Information
(dated October 20, 1997) relating to this Proxy Statement has been
filed with the Securities and Exchange Commission (SEC) and is
incorporated herein by reference. This Proxy Statement is accompanied
by the Prospectus (dated March 31, 1997 and supplemented June 20,
1997), which offers shares of Fidelity NY Income. The Statement of
Additional Information for Fidelity NY Income (dated March 31, 1997
and supplemented May 1, 1997) is available upon request. Attachment 1
contains excerpts from the Annual Report of Fidelity NY Income dated
January 31, 1997. The Prospectus and Statement of Additional
Information for Fidelity NY Income have been filed with the SEC and
are incorporated herein by reference. This is the same Prospectus and
Statement of Additional Information which offers shares of Fidelity NY
Insured. A Prospectus and Statement of Additional Information for
Spartan NY Income and Spartan NY Intermediate, (both dated March 31,
1997 with a Prospectus Supplement dated June 20, 1997 and a Statement
of Additional Information Supplement dated May 1, 1997), have been
filed with the SEC and are incorporated herein by reference. Copies of
these documents may be obtained without charge by contacting Fidelity
New York Municipal Trust at Fidelity Distributors Corporation, 82
Devonshire Street, Boston, Massachusetts 02109 or by calling
1-800-544-8888.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION, NOR HAS THE SECURITIES AND
EXCHANGE COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROXY
STATEMENT AND PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
TABLE OF CONTENTS
VOTING INFORMATION
SYNOPSIS
COMPARISON OF OTHER POLICIES OF THE FUNDS
COMPARISON OF PRINCIPAL RISK FACTORS
THE PROPOSED TRANSACTIONS
ADDITIONAL INFORMATION ABOUT FIDELITY NEW YORK MUNICIPAL INCOME FUND
MISCELLANEOUS
ATTACHMENT 1. EXCERPTS FROM ANNUAL REPORT OF FIDELITY NEW YORK
MUNICIPAL INCOME FUND DATED JANUARY 31, 1997
ATTACHMENT 2. ANNUAL FUND OPERATING EXPENSES AND EXAMPLES OF FUND
EXPENSES FOR CERTAIN REORGANIZATIONS
EXHIBIT 1. FORM OF AGREEMENT AND PLAN OF REORGANIZATION OF SPARTAN
NEW YORK MUNICIPAL INCOME FUND
EXHIBIT 2. FORM OF AGREEMENT AND PLAN OF REORGANIZATION OF SPARTAN
NEW YORK INTERMEDIATE MUNICIPAL INCOME FUND
EXHIBIT 3. FORM OF AGREEMENT AND PLAN OF REORGANIZATION OF FIDELITY
NEW YORK INSURED MUNICIPAL INCOME FUND
PROXY STATEMENT AND PROSPECTUS
SPECIAL MEETING OF SHAREHOLDERS OF
FIDELITY NEW YORK MUNICIPAL TRUST:
SPARTAN NEW YORK MUNICIPAL INCOME FUND
SPARTAN NEW YORK INTERMEDIATE MUNICIPAL INCOME FUND
FIDELITY NEW YORK INSURED MUNICIPAL INCOME FUND
TO BE HELD ON DECEMBER 17, 1997
82 DEVONSHIRE STREET, BOSTON, MASSACHUSETTS 02109
1-800-544-8888
_________________________________
VOTING INFORMATION
This Proxy Statement and Prospectus (Proxy Statement) is furnished in
connection with a solicitation of proxies made by, and on behalf of,
the Board of Trustees of Fidelity New York Municipal Trust (the trust)
to be used at the Special Meeting of Shareholders of Spartan New York
Municipal Income Fund (Spartan NY Income), Spartan New York
Intermediate Municipal Income Fund (Spartan NY Intermediate), and
Fidelity New York Insured Municipal Income Fund (Fidelity NY Insured)
(the funds) and at any adjournments thereof (the Meeting), to be held
on Wednesday, December 17, 1997 at 11:15 a.m. Eastern time at 82
Devonshire Street, Boston, Massachusetts 02109, the principal
executive office of the trust and Fidelity Management & Research
Company (FMR), the funds' investment adviser.
The purpose of the Meeting is set forth in the accompanying Notice.
The solicitation is made primarily by the mailing of this Proxy
Statement and the accompanying proxy card on or about October 20,
1997. Supplementary solicitations may be made by mail, telephone,
telegraph, facsimile, or by personal interview by representatives of
the trust. In addition, D.F. King & Co. Inc. and/or Management
Information Services Corp. may be paid on a per-call basis to solicit
shareholders on behalf of Spartan NY Income, Spartan NY Intermediate,
and Fidelity NY Insured at an anticipated cost of approximately
$5,000, $3,000, and $6,000, respectively. For Fidelity NY Insured, the
expenses in connection with preparing this Proxy Statement and its
enclosures and of all solicitations will be paid by the fund, provided
that they do not exceed the fund's 0.55% expense cap in effect since
April 1, 1997. Expenses exceeding the 0.55% expense cap will be paid
by FMR. Fidelity NY Insured will reimburse brokerage firms and others
for their reasonable expenses in forwarding solicitation material to
the beneficial owners of shares. For Spartan NY Income and Spartan NY
Intermediate, the expenses in connection with preparing this Proxy
Statement and its enclosures and of all solicitations will be borne by
FMR. FMR will reimburse brokerage firms and others for their
reasonable expenses in forwarding solicitation material to the
beneficial owners of shares.
If the enclosed proxy card is executed and returned, it may
nevertheless be revoked at any time prior to its use by written
notification received by the trust, by the execution of a later-dated
proxy card, or by attending the Meeting and voting in person.
All proxy cards solicited by the Board of Trustees that are properly
executed and received by the Secretary prior to the Meeting, and which
are not revoked, will be voted at the Meeting. Shares represented by
such proxies will be voted in accordance with the instructions
thereon. If no specification is made on a proxy card, it will be voted
FOR the matters specified on the proxy card. Only proxies that are
voted will be counted toward establishing a quorum. Broker non-votes
are not considered voted for this purpose. Shareholders should note
that while votes to ABSTAIN will count toward establishing a quorum,
passage of any proposal being considered at the Meeting will occur
only if a sufficient number of votes are cast FOR the proposal.
Accordingly, votes to ABSTAIN and votes AGAINST will have the same
effect in determining whether the proposal is approved.
The funds may also arrange to have votes recorded by telephone. D.F.
King & Co. Inc. may be paid on a per-call basis for vote-by-phone
solicitations on behalf of Spartan NY Income, Spartan NY Intermediate,
and Fidelity NY Insured at an anticipated cost of approximately
$2,000, $2,000, and $4,000, respectively. For Fidelity NY Insured, the
expenses in connection with telephone voting will be paid by the fund,
provided that they do not exceed the fund's 0.55% expense cap. For
Spartan NY Income and Spartan NY Intermediate, the expenses in
connection with telephone voting will be borne by FMR. If the funds
record votes by telephone, they will use procedures designed to
authenticate shareholders' identities, to allow shareholders to
authorize the voting of their shares in accordance with their
instructions, and to confirm that their instructions have been
properly recorded. Proxies given by telephone may be revoked at any
time before they are voted in the same manner that proxies voted by
mail may be revoked.
If a quorum is not present at the Meeting, or if a quorum is present
at the Meeting, but sufficient votes to approve one or more of the
proposed items are not received, or if other matters arise requiring
shareholder attention, the persons named as proxies may propose one or
more adjournments of the Meeting to permit further solicitation of
proxies. Any such adjournment will require the affirmative vote of a
majority of those shares present at the Meeting or represented by
proxy. When voting on a proposed adjournment, the persons named as
proxies will vote FOR the proposed adjournment all shares that they
are entitled to vote with respect to each item, unless directed to
vote AGAINST the item, in which case such shares will be voted against
the proposed adjournment with respect to that item. A shareholder vote
may be taken on one or more of the items in this Proxy Statement or on
any other business properly presented at the meeting prior to such
adjournment if sufficient votes have been received and it is otherwise
appropriate.
On June 30, 1997 there were 28,983,573, 5,624,783, 25,727,870, and
32,803,562 shares issued and outstanding for Spartan NY Income,
Spartan NY Intermediate, Fidelity NY Insured and Fidelity NY Income,
respectively. Shareholders of record at the close of business on
October 20, 1997 will be entitled to vote at the Meeting. Each such
shareholder will be entitled to one vote for each dollar of net asset
value held on that date.
As of July 31, 1997, 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.
As of July 31, 1997, the following owned of record 5% or more of a
fund's outstanding shares:
Fidelity New York Municipal Income Fund: National Financial Services
Corporation, Boston, MA (6.82%).
Fidelity New York Insured Municipal Income Fund: National Financial
Services Corporation, Boston, MA (7.84%).
Spartan New York Intermediate Municipal Income Fund: National
Financial Services Corporation, Boston, MA (29.54%).
Spartan New York Municipal Income Fund: National Financial Services
Corporation, Boston, MA (10.95%).
To the knowledge of Fidelity New York Municipal Trust, no other
shareholder owned of record or beneficially 5% or more of the
outstanding shares of each fund on that date. If the Reorganizations
became effective on July 31, 1997, National Financial Services
Corporation would have owned of record 9.73% of the outstanding shares
of Fidelity New York Municipal Income Fund as a whole.
VOTE REQUIRED: APPROVAL OF EACH REORGANIZATION REQUIRES THE
AFFIRMATIVE VOTE OF A "MAJORITY OF THE OUTSTANDING VOTING SECURITIES"
OF THE SPECIFIC FUND INVOLVED IN THAT REORGANIZATION. UNDER THE
INVESTMENT COMPANY ACT OF 1940 (THE 1940 ACT), THE VOTE OF A "MAJORITY
OF THE OUTSTANDING VOTING SECURITIES" MEANS THE AFFIRMATIVE VOTE OF
THE LESSER OF (A) 67% OR MORE OF THE VOTING SECURITIES PRESENT AT THE
MEETING OR REPRESENTED BY PROXY IF THE HOLDERS OF MORE THAN 50% OF THE
OUTSTANDING VOTING SECURITIES ARE PRESENT OR REPRESENTED BY PROXY OR
(B) MORE THAN 50% OF THE OUTSTANDING VOTING SECURITIES. BROKER
NON-VOTES ARE NOT CONSIDERED "PRESENT" FOR THIS PURPOSE.
SYNOPSIS
The following is a summary of certain information contained elsewhere
in this Proxy Statement, in the Agreements, and in the Prospectuses of
Spartan NY Income, Spartan NY Intermediate, Fidelity NY Insured, and
Fidelity NY Income, which are incorporated herein by this reference.
Shareholders should read the entire Proxy Statement and the Prospectus
of Fidelity NY Income carefully for more complete information.
The proposed reorganizations (the Reorganizations) would merge
Spartan NY Income, Spartan NY Intermediate, and Fidelity NY Insured
into Fidelity NY Income, a municipal bond fund also managed by FMR. If
the Reorganizations are approved, Spartan NY Income, Spartan NY
Intermediate, and Fidelity NY Insured will cease to exist and current
shareholders of each fund will become shareholders of Fidelity NY
Income instead. FMR anticipates that, at the next revision of the
Prospectus of Fidelity NY Income, the combined fund's name will be
changed to Spartan New York Municipal Income Fund. Approval of each
Reorganization will be determined solely by approval of the
shareholders of the individual fund affected. It will not be necessary
for all three Reorganizations to be approved for any one of them to
take place.
All four funds seek high current income free from federal income tax
and New York state and city income tax by investing in New York
municipal bonds. They each currently have the same portfolio manager.
The funds differ primarily in their investment policies regarding
interest rate sensitivity and level of holdings in insured bonds and
their expense structures.
The proposed mergers are part of a wider strategy by Fidelity to
reduce the number of municipal bond funds it manages. Combining the
funds will allow Fidelity to concentrate on a single, broad-based
investment discipline for New York investors, and deliver lower
operating expenses as well.
INVESTMENT OBJECTIVES AND POLICIES
The following summarizes the investment policies and objectives and
differences, if any, between each fund and Fidelity NY Income:
Spartan NY Income and Fidelity NY Income have identical investment
objectives and substantially similar investment policies.
Spartan NY Intermediate is managed to have less interest rate
sensitivity than Fidelity NY Income. Fidelity NY Income is managed to
have approximately the same interest rate sensitivity as municipal
bonds with maturities between 8 and 18 years. Spartan NY Intermediate
is managed to have approximately the same interest rate sensitivity as
municipal bonds with maturities between 7 and 10 years and maintains
an average maturity between 3 and 10 years.. As of June 30, 1997, the
dollar-weighted average maturity for Spartan NY Intermediate and
Fidelity NY Income was 8.1 years and 15.2 years, respectively. Spartan
NY Intermediate, as a matter of fundamental policy, will normally
invest at least 80% of its assets in municipal securities whose
interest is free from federal income tax. Fidelity NY Income, as a
matter of fundamental policy, will normally invest so that at least
80% of its income distributions are exempt from federal and New York
State and City income taxes.
Fidelity NY Insured differs from Fidelity NY Income with respect to
its required level of investment in insured municipal bonds. Fidelity
NY Insured is required to invest at least 65% of its total assets in
insured municipal bonds. Fidelity NY Income has no required level of
investment in insured bonds. As of June 30, 1997, the level of
insured bonds for Fidelity NY Insured and Fidelity NY Income was 70.9%
and 20.4%, respectively.
EXPENSE STRUCTURES
The funds also differ with respect to the contractual structure of
the funds' expenses. Spartan NY Income and Spartan NY Intermediate
each pay an "all-inclusive" management fee to FMR (at a rate of 0.55%
of average net assets per year) which covers substantially all fund
expenses. Fidelity NY Insured and FidelitY NY Income, by contrast,
each fund pays its management fee and other expenses separately. FMR
has voluntarily agreed to reimburse Fidelity NY Insured and Fidelity
NY Income to the extent that total operating expenses exceed 0.55% of
average net assets. If any or all of the Reorganizations are approved,
FMR has agreed to limit the combined fund's expenses to 0.53% of
average net assets through December 31, 1999 (excluding interest,
taxes, brokerage commissions and extraordinary expenses). After that
date, the combined fund's expenses could increase.
In sum, the Spartan NY Income Reorganization would provide that
fund's shareholders with the opportunity to participate in a larger
fund with a comparable investment portfolio and historical investment
performance, and expenses guaranteed to be lower than Spartan NY
Income's for a period of almost two years.
The Spartan NY Intermediate Reorganization would provide that fund's
shareholders with the opportunity to participate in a larger fund with
greater interest rate sensitivity and expenses guaranteed to be lower
than Spartan NY Intermediate's for a period of almost two years.
Greater interest rate sensitivity would likely result in better
performance during periods of falling interest rates and worse
performance during periods of rising interest rates. In general,
Fidelity NY Income has had better historical performance and greater
interest rate sensitivity than Spartan NY Intermediate.
The Fidelity NY Insured Reorganization would provide that fund's
shareholders with the opportunity to participate in a larger fund with
generally better overall historical performance and expenses
guaranteed for a period of almost two years.
The Board of Trustees believes that the Reorganizations would benefit
Spartan NY Income, Spartan NY Intermediate, and Fidelity NY Insured
shareholders and recommends that shareholders vote in favor of the
Reorganizations.
THE PROPOSED REORGANIZATIONS
Shareholders of Spartan NY Income, Spartan NY Intermediate, and
Fidelity NY Insured will be asked at the Meeting to vote upon and
approve the Reorganizations and the Agreements applicable to each
fund, which provide for the acquisition by Fidelity NY Income of all
of the assets of Spartan NY Income, Spartan NY Intermediate, and
Fidelity NY Insured in exchange solely for shares of Fidelity NY
Income and the assumption by Fidelity NY Income of the liabilities of
Spartan NY Income, Spartan NY Intermediate, and Fidelity NY Insured,
respectively. Spartan NY Income, Spartan NY Intermediate, and Fidelity
NY Insured will each then distribute the shares of Fidelity NY Income
to its respective shareholders, so that each shareholder will receive
the number of full and fractional shares of Fidelity NY Income equal
in value to the aggregate net asset value of the shareholder's shares
of Spartan NY Income, Spartan NY Intermediate, or Fidelity NY Insured
on the Closing Date (defined below). The exchange of Spartan NY
Income's, Spartan NY Intermediate's, and Fidelity NY Insured's assets
for Fidelity NY Income's shares will occur as of 4:00 p.m. Eastern
time on January 8, 1998, January 15, 1998, and January 22, 1998,
respectively, or such other time and date as the parties may agree
(the Closing Date). Spartan NY Income, Spartan NY Intermediate, and
Fidelity NY Insured will then be liquidated as soon as practicable
thereafter. Approval of each Reorganization will be determined solely
by approval of the shareholders of the individual fund affected. It
will not be necessary for all three Reorganizations to be approved for
any one of them to take place.
The funds have received an opinion of counsel that, except with
respect to Section 1256 contracts, the Reorganizations will not result
in any gain or loss for Federal income tax purposes either to Spartan
NY Income, Spartan NY Intermediate, Fidelity NY Insured, or Fidelity
NY Income or to the shareholders of any fund. The rights and
privileges of the former shareholders of Spartan NY Income, Spartan NY
Intermediate, and Fidelity NY Insured will be effectively unchanged by
the Reorganizations.
COMPARATIVE FEE TABLES
Each fund pays a management fee to FMR for managing its investments
and business affairs which is calculated and paid to FMR every month.
Spartan NY Income and Spartan NY Intermediate each pay FMR a
management fee at an annual rate of 0.55% of its average net assets.
FMR not only provides each fund with investment advisory and research
services, but also pays all of each fund's expenses, with the
exception of fees and expenses of the non-interested Trustees;
interest; taxes; brokerage commissions (if any); and such nonrecurring
expenses as may arise, including costs of any litigation to which a
fund may be a party, and any obligation it may have to indemnify its
officers and Trustees with respect to litigation. The management fee
that each fund pays FMR is reduced by an amount equal to the fees and
expenses paid by that fund to the non-interested Trustees.
In contrast, Fidelity NY Insured and Fidelity NY Income each pay
management fees and other expenses separately. Fidelity NY Insured's
and Fidelity NY Income's management fee is calculated by adding a
group fee rate to an individual fund fee rate, and multiplying the
result by each fund's average net assets. The group fee rate is based
on the average net assets of all mutual funds advised by FMR. In
addition to the management fee payable by each fund, Fidelity NY
Insured and Fidelity NY Income also incur other expenses for services
such as maintaining shareholder records and furnishing shareholder
statements and financial reports. Each fund's total management fee
rate for the fiscal year ended January 31, 1997 was 0.40%, for
Fidelity NY Insured and 0.40% for Fidelity NY Income. For the fiscal
year ended January 31, 1997, the total operating expenses were 0.60%
for Fidelity NY Insured and 0.59% for Fidelity NY Income. Effective
April 1, 1997, FMR voluntarily agreed to reimburse the total operating
expenses of Fidelity NY Insured and Fidelity NY Income to the extent
they exceed 0.55% of average net assets (excluding interest, taxes,
brokerage commissions and extraordinary expenses).
Fidelity also reserves the right to deduct an annual maintenance fee
of $12.00 from accounts in each fund with a value of less than $2,500.
Spartan NY Income also imposes a redemption fee equal to 0.50% of the
amount redeemed on shares held less than 180 days. The redemption fee
is payable to Spartan NY Income to help offset the costs associated
with short-term trading. Fidelity NY Income does not currently impose
a redemption fee; however, the combined fund reserves the right to
adopt a redemption fee in the future if it believes it is appropriate.
If any or all of the Reorganizations are approved, the combined fund
will retain Fidelity NY Income's expense structure, requiring payment
of a management fee and other operating expenses, separately. FMR has
agreed to limit the combined fund's expense ratio to 0.53% of its
average net assets through December 31, 1999 (excluding interest,
taxes, brokerage commissions and extraordinary expenses). This expense
limitation would result in a 0.02% lower total operating expense ratio
for Spartan NY Income, Spartan NY Intermediate, and Fidelity NY
Insured shareholders beginning on the first business day after the
effective date of each Reorganization. After December 31, 1999, the
combined fund's expenses could increase. If any of the proposed
Reorganizations are not approved, the fund not approving the
Reorganization will maintain its current fee structure. For more
information about the funds' current fees, refer to their
Prospectuses.
Under Spartan NY Income's and Spartan NY Intermediate's all-inclusive
management fee arrangements, Spartan NY Income and Spartan NY
Intermediate shareholders currently have the right to vote on any
expense increases over 0.55% of average net assets. Shareholders of
the combined fund would also have the right to vote on any increases
in FMR's management fee; however, because the management fee would not
be all-inclusive, shareholders would not have the right to vote on all
types of expense increases.
The following tables show the fees and expenses of Spartan NY Income,
Spartan NY Intermediate, Fidelity NY Insured, and Fidelity NY Income
for the 12 months ended June 30, 1997, adjusted to reflect current
fees, and pro forma fees for the combined fund based on the same
period after giving effect to all three Reorganizations, including the
effect of FMR's guaranteed expense limitation to 0.53% of average net
assets through December 31, 1999 (excluding interest, taxes, brokerage
commissions, and extraordinary expenses).
ANNUAL FUND OPERATING EXPENSES
Annual fund operating expenses are paid out of each fund's assets.
Expenses are factored into each fund's share price or dividends and
are not charged directly to shareholder accounts. The following
figures are based on historical expenses, adjusted to reflect current
fees, of each fund and are calculated as a percentage of average net
assets. Attachment 2 provides expense information for the combined
fund if all three Reorganizations are not approved.
IF ALL THREE REORGANIZATIONS ARE APPROVED:
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
Spartan Spartan Fidelity Fidelity Pro Forma
NY NY NY NY Expenses
Income Intermed InsuredA IncomeA Combined
iate FundB
Management Fees 0.55% 0.55% 0.35% 0.35% 0.37%
(after reimbursement)
Other Expenses 0.00% 0.00% 0.20% 0.20% 0.16%
Total Fund Operating 0.55% 0.55% 0.55% 0.55% 0.53%
Expenses
(after reimbursement)
</TABLE>
A Effective April 1, 1997, FMR voluntarily agreed to reimburse the
fund to the extent that total operating expenses exceed 0.55% of the
fund's average net assets (excluding interest, taxes, brokerage
commissions and extraordinary expenses). If this agreement were not in
effect, the management fee, other expenses, and total fund operating
expenses, as a percentage of average net assets, would have been
0.39%, 0.20%, and 0.59%, respectively, for Fidelity NY Insured and
0.39%, 0.20%, and 0.59%, respectively, for Fidelity NY Income.
B FMR has agreed to limit the combined fund's total operating expenses
to 0.53% of its average net assets (excluding interest, taxes,
brokerage commissions and extraordinary expenses) through December 31,
1999. If this agreement were not in effect, the management fee, other
expenses, and total operating expenses, as a percentage of average net
assets, would be 0.39%, 0.16%, and 0.55%, respectively.
EXAMPLES OF EFFECT OF FUND EXPENSES
The following table illustrates the expenses on a hypothetical $1,000
investment in each fund under the current and pro forma (combined
fund) expenses calculated at the rates stated above, assuming a 5%
annual return. Attachment 2 provides examples of the effect of fund
expenses for the combined fund if all three Reorganizations are not
approved.
IF ALL THREE REORGANIZATIONS ARE APPROVED:
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
After 1 Year After 3 Years After 5 Years After 10 Years
Spartan NY Income $6 $18 $31 $69
Spartan NY Intermediate $6 $18 $31 $69
Fidelity NY Insured $6 $18 $31 $69
Fidelity NY Income $6 $18 $31 $69
Combined Fund $5 $17 $30 $66
</TABLE>
These examples assume that all dividends and other distributions are
reinvested and that the percentage amounts listed under Annual Fund
Operating Expenses remain the same in the years shown. These examples
illustrate the effect of expenses, but are not meant to suggest actual
or expected costs, which may vary. The assumed return of 5% is not a
prediction of, and does not represent, actual or expected performance
of any fund.
FORMS OF ORGANIZATION
Spartan NY Income, Spartan NY Intermediate, Fidelity NY Insured, and
Fidelity NY Income are non-diversified funds of Fidelity New York
Municipal Trust, an open-end management investment company organized
as a Massachusetts business trust on April 25, 1983. The trust is
authorized to issue an unlimited number of shares of beneficial
interest. Because the funds are series of the same Massachusetts
business trust, the rights of the security holders of Spartan NY
Income, Spartan NY Intermediate, and Fidelity NY Insured under state
law and the governing documents are expected to remain unchanged after
the Reorganizations. For more information regarding shareholder
rights, refer to the section of the Funds' Statements of Additional
Information called "Description of the Trusts."
INVESTMENT OBJECTIVES AND POLICIES
The funds have identical investment objectives in that all seek high
current income free from federal income tax and New York state and
city income tax by investing in New York municipal bond securities.
Spartan NY Income, Fidelity NY Insured, and Fidelity NY Income, as a
matter of fundamental policy, will each normally invest so that at
least 80% of its income distributions are exempt from federal and New
York State and City income taxes. Spartan NY Intermediate, as a matter
of fundamental policy, will normally invest at least 80% of its assets
in municipal securities whose interest is free from federal income
tax.
INVESTMENT POLICIES AND CHARACTERISTICS
The following summarizes the funds' investment policies and
characteristics.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C>
Interest Rate Average Average Required Insured Debt AMT
Sensitivity Maturity Maturity Holdings in Holdings Quality Ability
Policy as of Insured as of
6/30/97 Bonds 6/30/97
Spartan NY 8-18 years none 14.9 years none 20.6% 5% 100%
Income below
inv. grade
Spartan NY 7-10 years 3-10 8.1 years none 21.7% 5% 100%
Intermediate years below
inv. grade
Fidelity NY 8-18 years none 13.3 years 65% of 70.9% only 100%
Insured assets inv. grade
Fidelity NY 8-18 years none 15.2 years none 20.4% 5% 100%
Income below
inv. grade
</TABLE>
SPARTAN NY INCOME
Although Spartan NY Income and Fidelity NY Income can invest in
securities of any maturity, FMR seeks to manage the funds so that they
generally react to changes in interest rates similarly to municipal
bonds with maturities between 8 and 18 years. As of June 30, 1997, the
dollar-weighted average maturity of Spartan NY Income and Fidelity NY
Income was 14.9 years and 15.2 years, respectively. Spartan NY Income
and Fidelity NY Income do not have required levels for investments in
insured bonds. However, as of June 30, 1997, the level of insured
bonds for Spartan NY Income and Fidelity NY Income was 20.6% and
20.4%, respectively.
Spartan NY Income and Fidelity NY Income normally invest in
investment-grade securities, but reserve the right to invest up to 5%
of their assets in below investment-grade securities. As of June 30,
1997, each fund held only investment-grade securities. Each Fund
currently can invest all of its assets in securities subject to the
federal alternative minimum tax (AMT). The interest from these
investments is a tax-preference item for purposes of the federal
alternative minimum tax. As of June 30, 1997, 22.72% of Spartan NY
Income's and 4.67% of Fidelity NY Income's income dividends were
subject to the federal alternative minimum tax.
SPARTAN NY INTERMEDIATE
Spartan NY Intermediate is managed to have the same interest rate
sensitivity as municipal bonds with maturities between 7 and 10 years
and maintains an average maturity between 3 and 10 years. Although
Fidelity NY Income can invest in securities of any maturity, FMR seeks
to manage the fund so that it generally reacts to changes in interest
rates similarly to municipal bonds with maturities between 8 and 18
years. As of June 30, 1997, the dollar-weighted average maturity of
Spartan NY Intermediate and Fidelity NY Income was 8.1 years and 15.2
years, respectively. Spartan NY Intermediate and Fidelity NY Income do
not have required levels for investments in insured bonds. However, as
of June 30, 1997, the level of insured bonds for Spartan NY
Intermediate and Fidelity NY Income was 21.7% and 20.4%, respectively.
Spartan NY Intermediate and Fidelity NY Income normally invest in
investment-grade securities, but reserve the right to invest up to 5%
of their assets in below investment-grade securities. As of June 30,
1997, each fund held only investment-grade securities. Each Fund
currently can invest all of its assets in securities subject to the
federal alternative minimum tax (AMT). The interest from these
investments is a tax-preference item for purposes of the federal
alternative minimum tax. As of June 30, 1997, 9.10% of Spartan NY
Intermediate's and 4.67% of Fidelity NY Income's income dividends were
subject to the federal alternative minimum tax.
If shareholder approval of the Reorganization is received, FMR may
sell shorter-term securities held by Spartan NY Intermediate in the
period between shareholder approval and the Closing Date of the
Reorganization. Such selling could cause the average portfolio
maturity of Spartan NY Intermediate to rise above 10 years during this
period. In the event of the sale of any of the fund's assets prior to
the Reorganization, any transaction costs associated with such
adjustments will be borne by Spartan NY Intermediate.
FIDELITY NY INSURED
Although Fidelity NY Insured and Fidelity NY Income can invest in
securities of any maturity, FMR seeks to manage the funds so that they
generally react to changes in interest rates similarly to municipal
bonds with maturities between 8 and 18 years. As of June 30, 1997, the
dollar-weighted average maturity of Fidelity NY Insured and Fidelity
NY Income was 13.3 years and 15.2 years, respectively. Fidelity NY
Insured, as a fundamental policy, invests at least 65% of its assets
in insured municipal bonds. Fidelity NY Income does not have a
required level for investments in insured bonds. As of June 30, 1997,
the level of insured bonds for Fidelity NY Insured and Fidelity NY
Income was 70.9% and 20.4%, respectively.
Fidelity NY Insured invests only in investment-grade securities.
Fidelity NY Income normally invests in investment-grade securities,
but reserves the right to invest up to 5% of its assets in below
investment-grade securities. As of June 30, 1997, each fund held only
investment-grade securities. Each Fund currently can invest all of its
assets in securities subject to the federal alternative minimum tax
(AMT). The interest from these investments is a tax-preference item
for purposes of the federal alternative minimum tax. As of June 30,
1997, 3.89% of Fidelity NY Insured's and 4.67% of Fidelity NY Income's
income dividends were subject to the federal alternative minimum tax.
If shareholder approval of the Reorganization is received, FMR may
sell insured securities held by Fidelity NY Insured in the period
between shareholder approval and the Closing Date of the
Reorganization. Such selling could cause the level of insured bonds
held by Fidelity NY Insured to fall below 65% during this period. In
the event of the sale of any of the fund's assets prior to the
Reorganization, any transaction costs associated with such adjustments
will be borne by Fidelity NY Insured.
The investment objective of each fund is fundamental and may not be
changed without the approval of a vote of at least a majority of the
outstanding voting securities of the fund. There can be no assurance
that any fund will achieve its objective. With the exception of
fundamental policies, investment policies of the funds can be changed
without shareholder approval. The differences between the funds
discussed above, except as noted, could be changed without a vote of
shareholders.
PERFORMANCE COMPARISONS OF THE FUNDS
The following table compares the funds' year-by-year total returns
for the periods indicated. Please note that year-by-year total returns
are based on past results and are not an indication of future
performance.
Year-By-Year Total Returns
1993 1994 1995 1996 1997*
Spartan NY Income 13.40% -8.33% 19.13% 4.33% 3.33%
Spartan NY Intermediate ** n/a -4.26% 14.44% 3.90% 2.95%
Fidelity NY Insured 12.81% -7.95% 18.48% 3.76% 2.74%
Fidelity NY Income 12.90% -8.01% 19.57% 3.80% 3.33%
* Through June 30, 1997.
** Spartan NY Intermediate commenced operations on December 29, 1993.
The following table compares Spartan NY Income's, Spartan NY
Intermediate's, and Fidelity NY Insured's individual cumulative total
returns to Fidelity NY Income's for the period indicated. Please note
that returns are based on past results and are not an indication of
future performance.
Cumulative Total Returns 12/31/93-6/30/97
Spartan NY Income 17.74%
Spartan NY Intermediate 17.20%
Fidelity NY Insured 16.26%
Fidelity NY Income 17.97%
The tables above show the funds have experienced relatively similar
performance. The differential in performance can be attributed
primarily to the funds' historical differences in portfolio holdings
resulting from the differences in investment policies, the relative
asset size of the funds, and their available cash flows.
The following graphs show the value of a hypothetical $10,000
investment in Spartan NY Income, Spartan, NY Intermediate, and
Fidelity NY Insured made on December 31, 1993 through June 30, 1997.
The graphs compare the cumulative total returns (through June 30,
1997) of the funds to the total returns of Fidelity New York Municipal
Income Fund over the same period on a monthly basis.
Spartan NY Muni NY Muni Income
00421 00071
1993/12/31 10000.00 10000.00
1994/01/31 10108.45 10105.76
1994/02/28 9821.69 9805.49
1994/03/31 9338.54 9302.79
1994/04/30 9366.37 9378.38
1994/05/31 9459.13 9479.95
1994/06/30 9339.75 9364.16
1994/07/31 9553.04 9561.87
1994/08/31 9609.21 9599.17
1994/09/30 9403.60 9408.01
1994/10/31 9179.98 9185.10
1994/11/30 8869.60 8903.08
1994/12/31 9167.07 9198.56
1995/01/31 9485.61 9521.67
1995/02/28 9799.60 9848.30
1995/03/31 9885.92 9961.40
1995/04/30 9911.19 9980.89
1995/05/31 10272.44 10341.46
1995/06/30 10168.58 10215.15
1995/07/31 10233.68 10276.85
1995/08/31 10389.44 10425.52
1995/09/30 10443.78 10479.63
1995/10/31 10621.03 10674.38
1995/11/30 10807.33 10875.73
1995/12/31 10920.87 10998.80
1996/01/31 11008.21 11072.60
1996/02/29 10909.18 10957.78
1996/03/31 10740.92 10794.25
1996/04/30 10725.07 10760.40
1996/05/31 10721.05 10754.91
1996/06/30 10850.79 10890.90
1996/07/31 10950.99 10984.44
1996/08/31 10925.25 10951.02
1996/09/30 11119.24 11134.01
1996/10/31 11241.99 11274.40
1996/11/30 11459.91 11487.35
1996/12/31 11393.74 11416.42
1997/01/31 11411.37 11429.26
1997/02/28 11520.75 11548.31
1997/03/31 11354.04 11365.55
1997/04/30 11456.69 11470.65
1997/05/31 11637.47 11672.34
1997/06/30 11773.61 11797.09
Spartan NY Intermed. Muni NY Muni Income
00431 00071
1993/12/31 10000.00 10000.00
1994/01/31 10110.96 10105.76
1994/02/28 9874.47 9805.49
1994/03/31 9490.81 9302.79
1994/04/30 9590.31 9378.38
1994/05/31 9711.74 9479.95
1994/06/30 9671.17 9364.16
1994/07/31 9815.93 9561.87
1994/08/31 9837.50 9599.17
1994/09/30 9692.01 9408.01
1994/10/31 9538.05 9185.10
1994/11/30 9393.15 8903.08
1994/12/31 9574.33 9198.56
1995/01/31 9786.16 9521.67
1995/02/28 10014.76 9848.30
1995/03/31 10141.74 9961.40
1995/04/30 10141.88 9980.89
1995/05/31 10343.94 10341.46
1995/06/30 10287.06 10215.15
1995/07/31 10405.71 10276.85
1995/08/31 10525.03 10425.52
1995/09/30 10598.73 10479.63
1995/10/31 10728.92 10674.38
1995/11/30 10869.75 10875.73
1995/12/31 10956.93 10998.80
1996/01/31 11056.82 11072.60
1996/02/29 10997.40 10957.78
1996/03/31 10885.58 10794.25
1996/04/30 10848.66 10760.40
1996/05/31 10835.58 10754.91
1996/06/30 10932.80 10890.90
1996/07/31 11008.77 10984.44
1996/08/31 10994.89 10951.02
1996/09/30 11115.90 11134.01
1996/10/31 11228.38 11274.40
1996/11/30 11419.87 11487.35
1996/12/31 11383.89 11416.42
1997/01/31 11417.63 11429.26
1997/02/28 11505.32 11548.31
1997/03/31 11387.31 11365.55
1997/04/30 11465.93 11470.65
1997/05/31 11604.91 11672.34
1997/06/30 11719.96 11797.09
NY Insured Muni NY Muni Income
00095 00071
1993/12/31 10000.00 10000.00
1994/01/31 10093.10 10105.76
1994/02/28 9788.59 9805.49
1994/03/31 9297.07 9302.79
1994/04/30 9389.86 9378.38
1994/05/31 9501.41 9479.95
1994/06/30 9376.94 9364.16
1994/07/31 9581.94 9561.87
1994/08/31 9593.23 9599.17
1994/09/30 9407.38 9408.01
1994/10/31 9179.47 9185.10
1994/11/30 8915.22 8903.08
1994/12/31 9204.85 9198.56
1995/01/31 9539.87 9521.67
1995/02/28 9860.98 9848.30
1995/03/31 9940.52 9961.40
1995/04/30 9956.25 9980.89
1995/05/31 10285.27 10341.46
1995/06/30 10192.59 10215.15
1995/07/31 10270.65 10276.85
1995/08/31 10394.36 10425.52
1995/09/30 10453.44 10479.63
1995/10/31 10605.61 10674.38
1995/11/30 10793.22 10875.73
1995/12/31 10906.08 10998.80
1996/01/31 10995.14 11072.60
1996/02/29 10914.65 10957.78
1996/03/31 10743.71 10794.25
1996/04/30 10710.63 10760.40
1996/05/31 10688.39 10754.91
1996/06/30 10805.81 10890.90
1996/07/31 10906.22 10984.44
1996/08/31 10874.54 10951.02
1996/09/30 11022.47 11134.01
1996/10/31 11171.03 11274.40
1996/11/30 11386.13 11487.35
1996/12/31 11316.28 11416.42
1997/01/31 11332.91 11429.26
1997/02/28 11422.65 11548.31
1997/03/31 11253.97 11365.55
1997/04/30 11337.66 11470.65
1997/05/31 11482.12 11672.34
1997/06/30 11625.92 11797.09
COMPARISON OF OTHER POLICIES OF THE FUNDS
DIVERSIFICATION. Spartan NY Income, Spartan NY Intermediate, Fidelity
NY Insured, and Fidelity NY Income have similar policies on
diversification. Each fund is a non-diversified fund. Generally, to
meet federal tax requirements at the close of each quarter, each fund
does not invest more than 25% of its total assets in the securities of
any one issuer and, with respect to 50% of total assets, does not
invest more than 5% of its total assets in the securities of any one
issuer. Because each fund can invest a significant portion of its
assets in securities of individual issuers, changes in the market
value of a single issuer could cause greater share-price fluctuation
in these funds than would occur in a more diversified fund.
OTHER INVESTMENT POLICIES. Each fund may borrow from banks or other
funds advised by FMR, or through reverse repurchase agreements. As a
matter of fundamental policy, each fund may borrow only for temporary
or emergency purposes, but not in an amount exceeding 33 1/3% of its
total assets.
FMR normally invests each fund's assets according to its investment
strategy and does not expect to invest in federally or state taxable
obligations. However, each fund reserves the right to invest without
limitation in short-term instruments for temporary, defensive
purposes. Spartan NY Income and Spartan NY Intermediate also reserve
the right to hold a substantial amount of uninvested cash or to invest
more than normally permitted in taxable obligations for temporary,
defensive purposes. As a fundamental policy, during periods when FMR
believes that New York municipal securities that meet the funds'
standards are not available, Fidelity NY Insured and Fidelity NY
Income reserve the right to temporarily invest more than 20% of their
assets in obligations that are only federally tax-exempt. Each fund
may also enter into when-issued and forward purchase or sale
transactions, invest in asset-backed securities, variable and floating
rate securities, municipal lease obligations, securities with put
features, private entity securities, and illiquid and restricted
securities. As stated above, for more information about the risks and
restrictions associated with these policies, see each fund's
Prospectus, and for a more detailed discussion of the funds'
investments, see their Statements of Additional Information, which are
incorporated herein by reference.
OPERATIONS OF FIDELITY NY INCOME FOLLOWING THE REORGANIZATIONS
FMR does not expect Fidelity NY Income to revise its investment
policies as a result of the Reorganizations. In addition, FMR does not
anticipate significant changes to the fund's management or to agents
that provide the fund with services. Specifically, the Trustees and
officers, the investment adviser, distributor, and other agents will
continue to serve Fidelity NY Income in their current capacities. The
funds currently have the same portfolio manager, Norman Lind, who is
expected to continue to be responsible for Fidelity NY Income's
portfolio management after the Reorganizations.
All of the current investments of Spartan NY Income, Spartan NY
Intermediate, and Fidelity NY Insured are permissible investments for
Fidelity NY Income. As explained above, however, Spartan NY
Intermediate's maturity is shorter than Fidelity NY Income's, and
Fidelity NY Insured's portfolio consists of a higher percentage of
insured securities than Fidelity NY Income. Therefore, if shareholder
approval of these Reorganizations is received, FMR may sell
shorter-term securities held by Spartan NY Intermediate and insured
securities held by Fidelity NY Insured in the period between
shareholder approval and the Closing Date of each Reorganization. Such
selling could cause the average portfolio maturity of Spartan NY
Intermediate to rise above 10 years and the level of insured bonds
held by Fidelity NY Insured to fall below 65% during this period.
Transaction costs associated with such adjustments that occur between
shareholder approval and the Closing Date of the Reorganization will
be borne by the fund that incurred them. Transaction costs associated
with such adjustments that occur after the Closing Date of the
Reorganization will be borne by Fidelity NY Income.
PURCHASES AND REDEMPTIONS
The purchase policies for all funds are identical.
Each fund's share price, or net asset value per share (NAV), is
calculated every business day. Shares of each fund are sold without a
sales charge. Shares are purchased at the next share price calculated
after an order is received and accepted. Share price is normally
calculated at 4:00 p.m. Eastern time. Refer to a fund's Prospectus for
more information regarding how to buy shares.
The redemption policies for all funds are identical, except that
Spartan NY Income currently has a redemption fee.
Shares of each fund may be redeemed on any business day at their NAV.
Shares of each fund are redeemed at the next share price calculated
after an order is received and accepted, normally 4:00 p.m. Eastern
time. Spartan NY Income imposes a 0.50% redemption fee on shares held
less than 180 days that, if applicable, is deducted from the amount
redeemed.
On April 1, 1997, each of Spartan NY Income, Spartan NY Intermediate,
and Fidelity NY Insured closed to new accounts pending the
Reorganizations. Each of Spartan NY Income's, Spartan NY
Intermediate's, and Fidelity NY Insured's shareholders on or prior to
that date can continue to purchase shares of their respective fund.
Shareholders of each fund may redeem shares through the Closing Date
of that fund's Reorganization. If the Reorganizations are approved,
the purchase and redemption policies of the combined fund will remain
unchanged. Fidelity NY Income does not currently impose a redemption
fee; however, the combined fund reserves the right to adopt a
redemption fee in the future if it believes it is appropriate.
EXCHANGES
The exchange privilege currently offered by each fund is the same and
is not expected to change after the Reorganizations. Shareholders of
the funds may exchange their shares of a fund for shares of any other
Fidelity fund available in a shareholder's state. Exchanges out of
Spartan NY Income are currently subject to a 0.50% redemption fee on
shares held less than 180 days, as described above in the "Purchases
and Redemptions" section. Fidelity NY Income does not currently impose
a redemption fee. If the Spartan NY Income Reorganization is approved,
the redemption fee will be eliminated; however, the combined fund
reserves the right to adopt a redemption fee in the future if it
believes it is appropriate.
DIVIDENDS AND OTHER DISTRIBUTIONS
Each fund distributes substantially all of its net investment income
and capital gains to shareholders each year. Each fund declares income
dividends daily and pays them monthly. Each fund normally distributes
capital gains in March and December. On or before each Closing Date,
each of Spartan NY Income, Spartan NY Intermediate, and Fidelity NY
Insured may declare additional dividends or other distributions in
order to distribute substantially all of its investment company
taxable income and net realized capital gain.
Each of Spartan NY Income, Spartan NY Intermediate, and Fidelity NY
Insured will be required to recognize gain or loss on Section 1256
contracts held by the individual fund on the last day of its taxable
year which is January 31. If the Reorganizations are approved, gains
or losses on Section 1256 contracts held on the Closing Date will be
recognized on the Closing Date.
FEDERAL INCOME TAX CONSEQUENCES OF THE REORGANIZATIONS
Each fund has received an opinion of its counsel, Kirkpatrick &
Lockhart LLP, that the Reorganizations will constitute tax-free
reorganizations within the meaning of Section 368(a)(1)(C) of the
Internal Revenue Code of 1986, as amended (the Code). Accordingly,
except with respect to Section 1256 contracts, no gain or loss will be
recognized to the funds or their shareholders as a result of the
Reorganizations. Please see the section entitled "Federal Income Tax
Considerations" for more information.
As of January 31, 1997, Spartan NY Income, Spartan NY Intermediate,
and Fidelity NY Income have capital loss carryforwards for federal tax
purposes of approximately $7,842,437, $217,044, and $2,801,589,
respectively. Under current federal tax law, Fidelity NY Income may be
limited to using only a portion, if any, of its capital loss
carryforward or the capital loss carryforwards transferred by Spartan
NY Income, and Spartan NY Intermediate the time of the
Reorganizations ("capital loss carryforwards"). There is no assurance
that Fidelity NY Income will be able to realize sufficient capital
gains to use the capital loss carryforwards before they expire. The
capital loss carryforward attributable to Spartan NY Income will
expire on January 31, 2003. The capital loss carryforward attributable
to Spartan NY Intermediate will expire on January 31, 2002. The
capital loss carryforward attributable to Fidelity NY Income will
expire on January 31, 2004. In addition, NY Insured has unrealized
losses in its current portfolio holdings which, if recognized by
Fidelity NY Income, may be subject to limitations similar to those
described above.
COMPARISON OF PRINCIPAL RISK FACTORS
Each fund is subject to the risks normally associated with bond
funds. As described more fully above, the funds have identical
investment objectives and similar policies and permissible
investments.
INVESTMENT STRATEGY. Spartan NY Income and Fidelity NY Income have
identical investment strategies.
Spartan NY Intermediate maintains a shorter average maturity than
Fidelity NY Income. It is managed to react to changes in interest
rates similarly to municipal bonds with maturities between 7 and 10
years. This gives Spartan NY Intermediate less interest rate
sensitivity than Fidelity NY Income which is managed so that it
generally reacts to changes in interest rates similarly to municipal
bonds with maturities between 8 and 18 years. Interest rate
sensitivity refers to how much a fund is affected by changes in
interest rates. Generally, bond prices go down when interest rates go
up and vice versa. The effects of interest rate sensitivity are more
pronounced for longer-term securities, and therefore, more pronounced
for funds which invest in longer-term securities. Thus, Fidelity NY
Income may have better performance than Spartan NY Intermediate during
periods of falling interest rates but may have worse performance
during periods of rising interest rates.
Fidelity NY Insured is required to invest at least 65% of its assets
in municipal securities that are covered by insurance guaranteeing the
timely payment of principal and interest. Fidelity NY Income does not
have a required level for investments in insured bonds. Generally,
insured bonds receive a higher credit rating than uninsured bonds;
therefore, the greater the percentage of insured holdings, generally
the higher the fund's credit quality. The credit quality of a bond has
an impact on its price. In most cases, the higher the credit quality
of a bond, the lower its yield will be; consequently, the price of the
bond may be higher.
THE PROPOSED TRANSACTIONS
1. TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION BETWEEN SPARTAN
NEW YORK MUNICIPAL INCOME FUND AND FIDELITY NEW YORK MUNICIPAL INCOME
FUND.
REORGANIZATION PLAN
The terms and conditions under which the proposed transaction may be
consummated are set forth in the Agreement. Significant provisions of
the Agreement are summarized below; however, this summary is qualified
in its entirety by reference to the Agreement, a copy of which is
attached as Exhibit 1 to this Proxy Statement.
The Agreement contemplates (a) Fidelity NY Income acquiring as of the
Closing Date all of the assets of Spartan NY Income in exchange solely
for shares of Fidelity NY Income and the assumption by Fidelity NY
Income of Spartan NY Income's liabilities; and (b) the distribution of
shares of Fidelity NY Income to the shareholders of Spartan NY Income
as provided for in the Agreement.
The assets of Spartan NY Income to be acquired by Fidelity NY Income
include all cash, cash equivalents, securities, receivables (including
interest or dividends receivables), claims, chooses in action, and
other property owned by Spartan NY Income, and any deferred or prepaid
expenses shown as an asset on the books of Spartan NY Income on the
Closing Date. Fidelity NY Income will assume from Spartan NY Income
all liabilities, debts, obligations, and duties of Spartan NY Income
of whatever kind or nature, whether absolute, accrued, contingent, or
otherwise, whether or not arising in the ordinary course of business,
whether or not determinable on the Closing Date, and whether or not
specifically referred to in the Agreement; provided, however, that
Spartan NY Income will use its best efforts, to the extent
practicable, to discharge all of its known liabilities prior to the
Closing Date, other than liabilities incurred in the ordinary course
of business. Fidelity NY Income also will deliver to Spartan NY Income
the number of full and fractional shares of Fidelity NY Income having
an aggregate net asset value equal to the value of the assets of
Spartan NY Income less the liabilities of Spartan NY Income as of the
Closing Date. Spartan NY Income shall then distribute the Fidelity NY
Income shares PRO RATA to its shareholders.
The value of Spartan NY Income's assets to be acquired by Fidelity NY
Income and the amount of its liabilities to be assumed by Fidelity NY
Income will be determined as of the close of business (4:00 p.m.
Eastern time) of Spartan NY Income on the Closing Date, using the
valuation procedures set forth in Spartan NY Income's then-current
Prospectus and Statement of Additional Information. The net asset
value of a share of Fidelity NY Income will be determined as of the
same time using the valuation procedures set forth in its then-current
Prospectus and Statement of Additional Information.
As of the Closing Date, Spartan NY Income will distribute to its
shareholders of record the shares of Fidelity NY Income it received,
so that each Spartan NY Income shareholder will receive the number of
full and fractional shares of Fidelity NY Income equal in value to the
aggregate net asset value of shares of Spartan NY Income held by such
shareholder on the Closing Date; Spartan NY Income will be liquidated
as soon as practicable thereafter. Such distribution will be
accomplished by opening accounts on the books of Fidelity NY Income in
the names of the Spartan NY Income shareholders and by transferring
thereto shares of Fidelity NY Income. Each Spartan NY Income
shareholder's account shall be credited with the respective PRO RATA
number of full and fractional shares (rounded to the third decimal
place) of Fidelity NY Income due that shareholder. Fidelity NY Income
shall not issue certificates representing its shares in connection
with such exchange.
Accordingly, immediately after the Reorganization, each former
Spartan NY Income shareholder will own shares of Fidelity NY Income
equal to the aggregate net asset value of that shareholder's shares of
Spartan NY Income immediately prior to the Reorganization. The net
asset value per share of Fidelity NY Income will be unchanged by the
transaction. Thus, the Reorganization will not result in a dilution of
any shareholder interest.
Any transfer taxes payable upon issuance of shares of Fidelity NY
Income in a name other than that of the registered holder of the
shares on the books of Spartan NY Income as of that time shall be paid
by the person to whom such shares are to be issued as a condition of
such transfer. Any reporting responsibility of Spartan NY Income is
and will continue to be its responsibility up to and including the
Closing Date and such later date on which Spartan NY Income is
liquidated.
Pursuant to its management contract with Spartan NY Income and its
all-inclusive management fee, FMR will bear the cost of the
Reorganization, including professional fees, expenses associated with
the filing of registration statements, and the cost of soliciting
proxies for the Meeting, which will consist principally of printing
and mailing prospectuses and proxy statements, together with the cost
of any supplementary solicitation. However, there may be some
transaction costs associated with portfolio adjustments to Spartan NY
Income and Fidelity NY Income due to the Reorganization prior to the
Closing Date which will be borne by Spartan NY Income and Fidelity NY
Income, respectively. Any transaction costs associated with portfolio
adjustments to Spartan NY Income and Fidelity NY Income due to the
Reorganization which occur after the Closing Date and any additional
merger-related costs attributable to Fidelity NY Income which occur
after the Closing Date will be borne by Fidelity NY Income. The funds
may recognize a taxable gain or loss on the disposition of securities
pursuant to these portfolio adjustments. See the section entitled
"Reasons for the Reorganization."
The consummation of the Reorganization is subject to a number of
conditions set forth in the Agreement, some of which may be waived by
a fund. In addition, the Agreement may be amended in any mutually
agreeable manner, except that no amendment that may have a materially
adverse effect on the shareholders' interests may be made subsequent
to the Meeting.
REASONS FOR THE REORGANIZATION
The Board of Trustees (the Board) of the funds have determined that
the Reorganization is in the best interests of the shareholders of
both funds and that the Reorganization will not result in a dilution
of the interests of shareholders of either fund.
In considering the Reorganization, the Board considered a number of
factors, including the following:
(1) the compatibility of the funds' investment objectives and
policies;
(2) the historical performance of the funds;
(3) the relative expense ratios of the funds;
(4) the costs to be incurred by each fund as a result of the
Reorganization;
(5) the tax consequences of the Reorganization;
(6) the relative size of the funds;
(7) the elimination of duplicative funds;
(8) the impact of changes to the municipal bond product line on the
funds and their shareholders; and
(9) the benefit to FMR and to shareholders of the funds.
FMR recommended the Reorganization to the Board at a meeting of the
Board on June 19, 1997. In recommending the Reorganization, FMR also
advised the Board that the funds have identical investment objectives
and substantially similar policies and permissible investments. In
particular, at that time FMR informed the Board that the funds
differed primarily with respect to their expense structures.
The Board also considered that former shareholders of Spartan NY
Income will receive shares of Fidelity NY Income equal to the value of
their shares of Spartan NY Income. In addition, the funds have
received an opinion of counsel that, except with respect to Section
1256 contracts, the Reorganization will not result in any gain or loss
for Federal income tax purposes either to Spartan NY Income or
Fidelity NY Income or to the shareholders of either fund.
Furthermore, on June 19, 1997, the Board considered FMR's
representation to the Board that if the Reorganization is approved, it
would guarantee an expense ratio of 0.53% of average net assets for
the surviving fund (excluding interest, taxes, brokerage commissions
and extraordinary expenses) following the Closing Date of the
Reorganization through December 31, 1999, resulting in an immediate
savings of 0.02% to shareholders of both Spartan NY Income and
Fidelity NY Income (based on total fund operating expenses for the 12
months ended May 31, 1997). Previously, FMR informed the Board that
effective April 1, 1997, it would voluntarily agree to limit Fidelity
NY Income's total operating expenses to 0.55% of average net assets.
FMR informed the Board that it would pay all of Spartan NY Income's
expenses associated with the Reorganization, including professional
fees and the costs of proxy solicitation. The Board was informed that
any expenses associated with the Reorganization, including
professional fees and any additional merger-related costs directly
attributable to Fidelity NY Income would be borne by Fidelity NY
Income provided they do not exceed the fund's 0.55% expense cap.
In addition, the Board also considered that Spartan NY Income
shareholders currently have the right to vote on any expense increases
over 0.55% of average net assets. Shareholders of the combined fund
would also have the right to vote on any increases in FMR's management
fee; however, because the management fee would not be all-inclusive,
shareholders would not have the right to vote on all types of expense
increases.
Finally, the Board considered the proposed Reorganization in the
context of a general goal of reducing the number of duplicative funds
managed by FMR. While the reduction of duplicative funds and funds
with lower assets potentially would benefit FMR, it also should
benefit shareholders by facilitating increased operational
efficiencies.
DESCRIPTION OF THE SECURITIES TO BE ISSUED
Fidelity New York Municipal Trust (the trust) is registered with the
Securities and Exchange Commission (the Commission) as an open-end
management investment company. The trust's Trustees are authorized to
issue an unlimited number of shares of beneficial interest of separate
series. Fidelity NY Income is one of four funds of the trust. Each
share of Fidelity NY Income represents an equal proportionate interest
with each other share of the fund, and each such share of Fidelity NY
Income is entitled to equal voting, dividend, liquidation, and
redemption rights. Each shareholder of the fund is entitled to one
vote for each dollar value of net asset value of the fund that
shareholder owns. Shares of Fidelity NY Income have no preemptive or
conversion rights. The voting and dividend rights, the right of
redemption, and the privilege of exchange are described in the fund's
Prospectus. Shares are fully paid and nonassessable, except as set
forth in the fund's Statement of Additional Information under the
heading "Shareholder and Trustee Liability."
The trust does not hold annual meetings of shareholders. There will
normally be no meetings of shareholders for the purpose of electing
Trustees unless less than a majority of the Trustees holding office
have been elected by shareholders, at which time the Trustees then in
office will call a shareholder meeting for the election of Trustees.
Under the 1940 Act, shareholders of record of at least two-thirds of
the outstanding shares of an investment company may remove a Trustee
by votes cast in person or by proxy at a meeting called for that
purpose. The Trustees are required to call a meeting of shareholders
for the purpose of voting upon the question of removal of any Trustee
when requested in writing to do so by the shareholders of record
holding at least 10% of the trust's outstanding shares.
FEDERAL INCOME TAX CONSIDERATIONS
The exchange of Spartan NY Income's assets for Fidelity NY Income's
shares and the assumption of the liabilities of Spartan NY Income by
Fidelity NY Income is intended to qualify for federal income tax
purposes as a tax-free reorganization under the Code. With respect to
the Reorganization, the participating funds have received an opinion
from Kirkpatrick & Lockhart LLP, counsel to Spartan NY Income and
Fidelity NY Income, substantially to the effect that:
(i) The acquisition by Fidelity NY Income of all of the assets of
Spartan NY Income solely in exchange for Fidelity NY Income shares and
the assumption by Fidelity NY Income of Spartan NY Income's
liabilities, followed by the distribution by Spartan NY Income of
Fidelity NY Income shares to the shareholders of Spartan NY Income
pursuant to the liquidation of Spartan NY Income and constructively in
exchange for their Spartan NY Income shares, will constitute a
reorganization within the meaning of section 368(a)(1)(C) of the Code,
and Spartan NY Income and Fidelity NY Income will each be "a party to
a reorganization" within the meaning of section 368(b) of the Code;
(ii) No gain or loss will be recognized by Spartan NY Income upon
the transfer of all of its assets to Fidelity NY Income in exchange
solely for Fidelity NY Income shares and Fidelity NY Income's
assumption of Spartan NY Income's liabilities, followed by Spartan NY
Income's subsequent distribution of those shares to shareholders in
liquidation of Spartan NY Income;
(iii) No gain or loss will be recognized by Fidelity NY Income upon
the receipt of the assets of Spartan NY Income in exchange solely for
Fidelity NY Income shares and its assumption of Spartan NY Income's
liabilities;
(iv) The shareholders of Spartan NY Income will recognize no gain or
loss upon the exchange of their Spartan NY Income shares solely for
Fidelity NY Income shares;
(v) The basis of Spartan NY Income's assets in the hands of Fidelity
NY Income will be the same as the basis of those assets in the hands
of Spartan NY Income immediately prior to the Reorganization, and the
holding period of those assets in the hands of Fidelity NY Income will
include the holding period of those assets in the hands of Spartan NY
Income;
(vi) The basis of Spartan NY Income shareholders in Fidelity NY
Income shares will be the same as their basis in Spartan NY Income
shares to be surrendered in exchange therefor; and
(vii) The holding period of the Fidelity NY Income shares to be
received by the Spartan NY Income shareholders will include the period
during which the Spartan NY Income shares to be surrendered in
exchange therefor were held, provided such Spartan NY Income shares
were held as capital assets by those shareholders on the date of the
Reorganization.
Shareholders of Spartan NY Income should consult their tax advisers
regarding the effect, if any, of the proposed Reorganization in light
of their individual circumstances. Because the foregoing discussion
only relates to the federal income tax consequences of the
Reorganization, those shareholders also should consult their tax
advisers as to state and local tax consequences, if any, of the
Reorganization.
CAPITALIZATION
The following table shows the capitalization of the funds as of
January 31, 1997 and on a pro forma combined basis (unaudited) as of
that date giving effect to the Reorganization.
Net Assets Net Asset Shares
Value Outstanding
Per Share
Spartan NY Income $312,911,562 $10.59 29,552,371
Fidelity NY Income $401,070,808 $12.29 32,636,412
Pro Forma Combined Fund $713,982,370 $12.29 58,097,076
CONCLUSION
The Agreement and Plan of Reorganization and the transactions
provided for therein were approved by the Board at a meeting held on
June 19, 1997. The Board of Trustees of Fidelity New York Municipal
Trust determined that the proposed Reorganization is in the best
interests of shareholders of each fund and that the interests of
existing shareholders of Spartan NY Income and Fidelity NY Income
would not be diluted as a result of the Reorganization. In the event
that the Reorganization is not consummated, Spartan NY Income will
continue to engage in business as a fund of a registered investment
company and the Board of Fidelity New York Municipal Trust will
consider other proposals for the reorganization or liquidation of the
fund.
2. TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION BETWEEN SPARTAN
NEW YORK INTERMEDIATE MUNICIPAL INCOME FUND AND FIDELITY NEW YORK
MUNICIPAL INCOME FUND.
REORGANIZATION PLAN
The terms and conditions under which the proposed transaction may be
consummated are set forth in the Agreement. Significant provisions of
the Agreement are summarized below; however, this summary is qualified
in its entirety by reference to the Agreement, a copy of which is
attached as Exhibit 2 to this Proxy Statement.
The Agreement contemplates (a) Fidelity NY Income acquiring as of the
Closing Date all of the assets of Spartan NY Intermediate in exchange
solely for shares of Fidelity NY Income and the assumption by Fidelity
NY Income of Spartan NY Intermediate's liabilities; and (b) the
distribution of shares of Fidelity NY Income to the shareholders of
Spartan NY Intermediate as provided for in the Agreement.
The assets of Spartan NY Intermediate to be acquired by Fidelity NY
Income include all cash, cash equivalents, securities, receivables
(including interest or dividends receivables), claims, chooses in
action, and other property owned by Spartan NY Intermediate, and any
deferred or prepaid expenses shown as an asset on the books of Spartan
NY Intermediate on the Closing Date. Fidelity NY Income will assume
from Spartan NY Intermediate all liabilities, debts, obligations, and
duties of Spartan NY Intermediate of whatever kind or nature, whether
absolute, accrued, contingent, or otherwise, whether or not arising in
the ordinary course of business, whether or not determinable on the
Closing Date, and whether or not specifically referred to in the
Agreement; provided, however, that Spartan NY Intermediate will use
its best efforts, to the extent practicable, to discharge all of its
known liabilities prior to the Closing Date, other than liabilities
incurred in the ordinary course of business. Fidelity NY Income also
will deliver to Spartan NY Intermediate the number of full and
fractional shares of Fidelity NY Income having an aggregate net asset
value equal to the value of the assets of Spartan NY Intermediate less
the liabilities of Spartan NY Intermediate as of the Closing Date.
Spartan NY Intermediate shall then distribute the Fidelity NY Income
shares PRO RATA to its shareholders.
The value of Spartan NY Intermediate's assets to be acquired by
Fidelity NY Income and the amount of its liabilities to be assumed by
Fidelity NY Income will be determined as of the close of business
(4:00 p.m. Eastern time) of Spartan NY Intermediate on the Closing
Date, using the valuation procedures set forth in Spartan NY
Intermediate's then-current Prospectus and Statement of Additional
Information. The net asset value of a share of Fidelity NY Income will
be determined as of the same time using the valuation procedures set
forth in its then-current Prospectus and Statement of Additional
Information.
As of the Closing Date, Spartan NY Intermediate will distribute to
its shareholders of record the shares of Fidelity NY Income it
received, so that each Spartan NY Intermediate shareholder will
receive the number of full and fractional shares of Fidelity NY Income
equal in value to the aggregate net asset value of shares of Spartan
NY Intermediate held by such shareholder on the Closing Date; Spartan
NY Intermediate will be liquidated as soon as practicable thereafter.
Such distribution will be accomplished by opening accounts on the
books of Fidelity NY Income in the names of the Spartan NY
Intermediate shareholders and by transferring thereto shares of
Fidelity NY Income. Each Spartan NY Intermediate shareholder's account
shall be credited with the respective PRO RATA number of full and
fractional shares (rounded to the third decimal place) of Fidelity NY
Income due that shareholder. Fidelity NY Income shall not issue
certificates representing its shares in connection with such exchange.
Accordingly, immediately after the Reorganization, each former
Spartan NY Intermediate shareholder will own shares of Fidelity NY
Income equal to the aggregate net asset value of that shareholder's
shares of Spartan NY Intermediate immediately prior to the
Reorganization. The net asset value per share of Fidelity NY Income
will be unchanged by the transaction. Thus, the Reorganization will
not result in a dilution of any shareholder interest.
Any transfer taxes payable upon issuance of shares of Fidelity NY
Income in a name other than that of the registered holder of the
shares on the books of Spartan NY Intermediate as of that time shall
be paid by the person to whom such shares are to be issued as a
condition of such transfer. Any reporting responsibility of Spartan NY
Intermediate is and will continue to be its responsibility up to and
including the Closing Date and such later date on which Spartan NY
Intermediate is liquidated.
Pursuant to its management contract with Spartan NY Intermediate and
its all-inclusive management fee, FMR will bear the cost of the
Reorganization, including professional fees, expenses associated with
the filing of registration statements, and the cost of soliciting
proxies for the Meeting, which will consist principally of printing
and mailing prospectuses and proxy statements, together with the cost
of any supplementary solicitation. However, there may be some
transaction costs associated with portfolio adjustments to Spartan NY
Intermediate and Fidelity NY Income due to the Reorganization prior to
the Closing Date which will be borne by Spartan NY Intermediate and
Fidelity NY Income, respectively. Any transaction costs associated
with portfolio adjustments to Spartan NY Intermediate and Fidelity NY
Income due to the Reorganization which occur after the Closing Date
and any additional merger-related costs attributable to Fidelity NY
Income which occur after the Closing Date will be borne by Fidelity NY
Income. The funds may recognize a taxable gain or loss on the
disposition of securities pursuant to these portfolio adjustments. See
the section entitled "Reasons for the Reorganization."
The consummation of the Reorganization is subject to a number of
conditions set forth in the Agreement, some of which may be waived by
a fund. In addition, the Agreement may be amended in any mutually
agreeable manner, except that no amendment that may have a materially
adverse effect on the shareholders' interests may be made subsequent
to the Meeting.
REASONS FOR THE REORGANIZATION
The Board of Trustees (the Board) of the funds have determined that
the Reorganization is in the best interests of the shareholders of
both funds and that the Reorganization will not result in a dilution
of the interests of shareholders of either Fund.
In considering the Reorganization, the Board considered a number of
factors, including the following:
(1) the compatibility of the funds' investment objectives and
policies;
(2) the historical performance of the funds;
(3) the relative expense ratios of the funds;
(4) the costs to be incurred by each fund as a result of the
Reorganization;
(5) the tax consequences of the Reorganization;
(6) the relative size of the funds;
(7) the elimination of duplicative funds;
(8) the impact of changes to the municipal bond product line on the
funds and their shareholders; and
(9) the benefit to FMR and to shareholders of the funds.
FMR recommended the Reorganization to the Board at a meeting of the
Board on June 19, 1997. In recommending the Reorganization, FMR also
advised the Board that the funds have identical investment objectives
and similar policies and permissible investments. In particular, at
that time FMR informed the Board that the funds differed primarily
with respect to their expense structures and interest rate
sensitivity.
The Board also considered that former shareholders of Spartan NY
Intermediate will receive shares of Fidelity NY Income equal to the
value of their shares of Spartan NY Intermediate. In addition, the
funds have received an opinion of counsel that, except with respect to
Section 1256 contracts, the Reorganization will not result in any gain
or loss for Federal income tax purposes either to Spartan NY
Intermediate or Fidelity NY Income or to the shareholders of either
fund.
Furthermore, on June 19, 1997, the Board considered FMR's
representation to the Board that if the Reorganization is approved, it
would guarantee an expense ratio of 0.53% of average net assets for
the surviving fund (excluding interest, taxes, brokerage commissions
and extraordinary expenses) following the Closing Date of the
Reorganization through December 31, 1999, resulting in an immediate
savings of 0.02% to shareholders of both Spartan NY Intermediate and
Fidelity NY Income (based on total fund operating expenses for the 12
months ended May 31, 1997). Previously, FMR informed the Board that
effective April 1, 1997, it would voluntarily agree to limit Fidelity
NY Income's total operating expenses to 0.55% of average net assets.
FMR informed the Board that it would pay all of Spartan NY
Intermediate Income's expenses associated with the Reorganization,
including professional fees and the costs of proxy solicitation. The
Board was informed that any expenses associated with the
Reorganization, including professional fees and any additional
merger-related costs directly attributable to Fidelity NY Income would
be borne by Fidelity NY Income provided they do not exceed the fund's
0.55% expense cap.
In addition, the Board also considered that Spartan NY Intermediate
shareholders currently have the right to vote on any expense increases
over 0.55% of average net assets. Shareholders of the combined fund
would also have the right to vote on any increases in FMR's management
fee; however, because the management fee would not be all-inclusive,
shareholders would not have the right to vote on all types of expense
increases.
Finally, the Board considered the proposed Reorganization in the
context of a general goal of reducing the number of duplicative funds
managed by FMR. While the reduction of duplicative funds and funds
with lower assets potentially would benefit FMR, it also should
benefit shareholders by facilitating increased operational
efficiencies.
DESCRIPTION OF THE SECURITIES TO BE ISSUED
Fidelity New York Municipal Trust (the trust) is registered with the
Securities and Exchange Commission (the Commission) as an open-end
management investment company. The trust's Trustees are authorized to
issue an unlimited number of shares of beneficial interest of separate
series. Fidelity NY Income is one of four funds of the trust. Each
share of Fidelity NY Income represents an equal proportionate interest
with each other share of the fund, and each such share of Fidelity NY
Income is entitled to equal voting, dividend, liquidation, and
redemption rights. Each shareholder of the fund is entitled to one
vote for each dollar value of net asset value of the fund that
shareholder owns. Shares of Fidelity NY Income have no preemptive or
conversion rights. The voting and dividend rights, the right of
redemption, and the privilege of exchange are described in the fund's
Prospectus. Shares are fully paid and nonassessable, except as set
forth in the fund's Statement of Additional Information under the
heading "Shareholder and Trustee Liability."
The trust does not hold annual meetings of shareholders. There will
normally be no meetings of shareholders for the purpose of electing
Trustees unless less than a majority of the Trustees holding office
have been elected by shareholders, at which time the Trustees then in
office will call a shareholder meeting for the election of Trustees.
Under the 1940 Act, shareholders of record of at least two-thirds of
the outstanding shares of an investment company may remove a Trustee
by votes cast in person or by proxy at a meeting called for that
purpose. The Trustees are required to call a meeting of shareholders
for the purpose of voting upon the question of removal of any Trustee
when requested in writing to do so by the shareholders of record
holding at least 10% of the trust's outstanding shares.
FEDERAL INCOME TAX CONSIDERATIONS
The exchange of Spartan NY Intermediate's assets for Fidelity NY
Income's shares and the assumption of the liabilities of Spartan NY
Intermediate by Fidelity NY Income is intended to qualify for federal
income tax purposes as a tax-free reorganization under the Code. With
respect to the Reorganization, the participating funds have received
an opinion from Kirkpatrick & Lockhart LLP, counsel to Spartan NY
Intermediate and Fidelity NY Income, substantially to the effect that:
(i) The acquisition by Fidelity NY Income of all of the assets of
Spartan NY Intermediate solely in exchange for Fidelity NY Income
shares and the assumption by Fidelity NY Income of Spartan NY
Intermediate's liabilities, followed by the distribution by Spartan NY
Intermediate of Fidelity NY Income shares to the shareholders of
Spartan NY Intermediate pursuant to the liquidation of Spartan NY
Intermediate and constructively in exchange for their Spartan NY
Intermediate shares, will constitute a reorganization within the
meaning of section 368(a)(1)(C) of the Code, and Spartan NY
Intermediate and Fidelity NY Income will each be "a party to a
reorganization" within the meaning of section 368(b) of the Code;
(ii) No gain or loss will be recognized by Spartan NY Intermediate
upon the transfer of all of its assets to Fidelity NY Income in
exchange solely for Fidelity NY Income shares and Fidelity NY Income's
assumption of Spartan NY Intermediate's liabilities, followed by
Spartan NY Intermediate's subsequent distribution of those shares to
shareholders in liquidation of Spartan NY Intermediate;
(iii) No gain or loss will be recognized by Fidelity NY Income upon
the receipt of the assets of Spartan NY Intermediate in exchange
solely for Fidelity NY Income shares and its assumption of Spartan NY
Intermediate's liabilities;
(iv) The shareholders of Spartan NY Intermediate will recognize no
gain or loss upon the exchange of their Spartan NY Intermediate shares
solely for Fidelity NY Income shares;
(v) The basis of Spartan NY Intermediate's assets in the hands of
Fidelity NY Income will be the same as the basis of those assets in
the hands of Spartan NY Intermediate immediately prior to the
Reorganization, and the holding period of those assets in the hands of
Fidelity NY Income will include the holding period of those assets in
the hands of Spartan NY Intermediate;
(vi) The basis of Spartan NY Intermediate shareholders in Fidelity NY
Income shares will be the same as their basis in Spartan NY
Intermediate shares to be surrendered in exchange therefor; and
(vii) The holding period of the Fidelity NY Income shares to be
received by the Spartan NY Intermediate shareholders will include the
period during which the Spartan NY Intermediate shares to be
surrendered in exchange therefor were held, provided such Spartan NY
Intermediate shares were held as capital assets by those shareholders
on the date of the Reorganization.
Shareholders of Spartan NY Intermediate should consult their tax
advisers regarding the effect, if any, of the proposed Reorganization
in light of their individual circumstances. Because the foregoing
discussion only relates to the federal income tax consequences of the
Reorganization, those shareholders also should consult their tax
advisers as to state and local tax consequences, if any, of the
Reorganization.
CAPITALIZATION
The following table shows the capitalization of the funds as of
January 31, 1997 and on a pro forma combined basis (unaudited) as of
that date giving effect to the Reorganization.
Net Assets Net Asset Shares
Value Outstanding
Per Share
Spartan NY Intermediate $56,309,079 $9.84 5,721,853
Fidelity NY Income $401,070,808 $12.29 32,636,412
Pro Forma Combined Fund $457,379,887 $12.29 37,218,111
CONCLUSION
The Agreement and Plan of Reorganization and the transactions
provided for therein were approved by the Board at a meeting held on
June 19, 1997. The Board of Trustees of Fidelity New York Municipal
Trust determined that the proposed Reorganization is in the best
interests of shareholders of each fund and that the interests of
existing shareholders of Spartan NY Intermediate and Fidelity NY
Income would not be diluted as a result of the Reorganization. In the
event that the Reorganization is not consummated, Spartan NY
Intermediate will continue to engage in business as a fund of a
registered investment company and the Board of Fidelity New York
Municipal Trust will consider other proposals for the reorganization
or liquidation of the fund.
3. TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION BETWEEN FIDELITY
NEW YORK INSURED MUNICIPAL INCOME FUND AND FIDELITY NEW YORK MUNICIPAL
INCOME FUND.
REORGANIZATION PLAN
The terms and conditions under which the proposed transaction may be
consummated are set forth in the Agreement. Significant provisions of
the Agreement are summarized below; however, this summary is qualified
in its entirety by reference to the Agreement, a copy of which is
attached as Exhibit 3 to this Proxy Statement.
The Agreement contemplates (a) Fidelity NY Income acquiring as of the
Closing Date all of the assets of Fidelity NY Insured in exchange
solely for shares of Fidelity NY Income and the assumption by Fidelity
NY Income of Fidelity NY Insured's liabilities; and (b) the
distribution of shares of Fidelity NY Income to the shareholders of
Fidelity NY Insured as provided for in the Agreement.
The assets of Fidelity NY Insured to be acquired by Fidelity NY
Income include all cash, cash equivalents, securities, receivables
(including interest or dividends receivables), claims, chooses in
action, and other property owned by Fidelity NY Insured, and any
deferred or prepaid expenses shown as an asset on the books of
Fidelity NY Insured on the Closing Date. Fidelity NY Income will
assume from Fidelity NY Insured all liabilities, debts, obligations,
and duties of Fidelity NY Insured of whatever kind or nature, whether
absolute, accrued, contingent, or otherwise, whether or not arising in
the ordinary course of business, whether or not determinable on the
Closing Date, and whether or not specifically referred to in the
Agreement; provided, however, that Fidelity NY Insured will use its
best efforts, to the extent practicable, to discharge all of its known
liabilities prior to the Closing Date, other than liabilities incurred
in the ordinary course of business. Fidelity NY Income also will
deliver to Fidelity NY Insured the number of full and fractional
shares of Fidelity NY Income having an aggregate net asset value equal
to the value of the assets of Fidelity NY Insured less the liabilities
of Fidelity NY Insured as of the Closing Date. Fidelity NY Insured
shall then distribute the Fidelity NY Income shares PRO RATA to its
shareholders.
The value of Fidelity NY Insured's assets to be acquired by Fidelity
NY Income and the amount of its liabilities to be assumed by Fidelity
NY Income will be determined as of the close of business (4:00 p.m.
Eastern time) of Fidelity NY Insured on the Closing Date, using the
valuation procedures set forth in Fidelity NY Insured's then-current
Prospectus and Statement of Additional Information. The net asset
value of a share of Fidelity NY Income will be determined as of the
same time using the valuation procedures set forth in its then-current
Prospectus and Statement of Additional Information.
As of the Closing Date, Fidelity NY Insured will distribute to its
shareholders of record the shares of Fidelity NY Income it received,
so that each Fidelity NY Insured shareholder will receive the number
of full and fractional shares of Fidelity NY Income equal in value to
the aggregate net asset value of shares of Fidelity NY Insured held by
such shareholder on the Closing Date; Fidelity NY Insured will be
liquidated as soon as practicable thereafter. Such distribution will
be accomplished by opening accounts on the books of Fidelity NY Income
in the names of the Fidelity NY Insured shareholders and by
transferring thereto shares of Fidelity NY Income. Each Fidelity NY
Insured shareholder's account shall be credited with the respective
PRO RATA number of full and fractional shares (rounded to the third
decimal place) of Fidelity NY Income due that shareholder. Fidelity NY
Income shall not issue certificates representing its shares in
connection with such exchange.
Accordingly, immediately after the Reorganization, each former
Fidelity NY Insured shareholder will own shares of Fidelity NY Income
equal to the aggregate net asset value of that shareholder's shares of
Fidelity NY Insured immediately prior to the Reorganization. The net
asset value per share of Fidelity NY Income will be unchanged by the
transaction. Thus, the Reorganization will not result in a dilution of
any shareholder interest.
Any transfer taxes payable upon issuance of shares of Fidelity NY
Income in a name other than that of the registered holder of the
shares on the books of Fidelity NY Insured as of that time shall be
paid by the person to whom such shares are to be issued as a condition
of such transfer. Any reporting responsibility of Fidelity NY Insured
is and will continue to be its responsibility up to and including the
Closing Date and such later date on which Fidelity NY Insured is
liquidated.
Pursuant to FMR's management contracts with Fidelity NY Insured and
Fidelity NY Income, any merger-related expenses directly attributable
to Fidelity NY Insured or Fidelity NY Income will be borne by the
individual fund which incurs them; provided that they do not exceed
the funds' 0.55% expense cap. However, there may be some transaction
costs associated with portfolio adjustments to Fidelity NY Insured and
Fidelity NY Income due to the Reorganization prior to the Closing Date
which will be borne by Fidelity NY Insured and Fidelity NY Income,
respectively. Any transaction costs associated with portfolio
adjustments to Fidelity NY Insured and Fidelity NY Income due to the
Reorganization which occur after the Closing Date will be borne by
Fidelity NY Income. The funds may recognize a taxable gain or loss on
the disposition of securities pursuant to these portfolio adjustments.
See the section entitled "Reasons for the Reorganization."
The consummation of the Reorganization is subject to a number of
conditions set forth in the Agreement, some of which may be waived by
a fund. In addition, the Agreement may be amended in any mutually
agreeable manner, except that no amendment that may have a materially
adverse effect on the shareholders' interests may be made subsequent
to the Meeting.
REASONS FOR THE REORGANIZATION
The Board of Trustees (the Board) of the funds have determined that
the Reorganization is in the best interests of the shareholders of
both funds and that the Reorganization will not result in a dilution
of the interests of shareholders of either Fund.
In considering the Reorganization, the Board considered a number of
factors, including the following:
(1) the compatibility of the funds' investment objectives and
policies;
(2) the historical performance of the funds;
(3) the relative expense ratios of the funds;
(4) the costs to be incurred by each fund as a result of the
Reorganization;
(5) the tax consequences of the Reorganization;
(6) the relative size of the funds;
(7) the elimination of duplicative funds;
(8) the impact of changes to the municipal bond product line on the
funds and their shareholders; and
(9) the benefit to FMR and to shareholders of the funds.
FMR recommended the Reorganization to the Board at a meeting of the
Board on June 19, 1997. In recommending the Reorganization, FMR also
advised the Board that the funds have identical investment objectives
and similar policies and permissible investments. In particular, at
that time FMR informed the Board that the funds differed primarily
with respect to their level of holdings in insured bonds.
The Board also considered that former shareholders of Fidelity NY
Insured will receive shares of Fidelity NY Income equal to the value
of their shares of Fidelity NY Insured. In addition, the funds have
received an opinion of counsel that, except with respect to Section
1256 contracts, the Reorganization will not result in any gain or loss
for Federal income tax purposes either to Fidelity NY Insured or
Fidelity NY Income or to the shareholders of either fund.
Furthermore, on June 19, 1997, the Board considered FMR's
representation to the Board that if the Reorganization is approved, it
would guarantee an expense ratio of 0.53% of average net assets for
the surviving fund (excluding interest, taxes, brokerage commissions
and extraordinary expenses) following the Closing Date of the
Reorganization through December 31, 1999, resulting in an immediate
savings of 0.02% to shareholders of both Fidelity NY Insured and
Fidelity NY Income (based on total fund operating expenses for the 12
months ended May 31, 1997). Previously, FMR informed the Board that
effective April 1, 1997, it would voluntarily agree to limit Fidelity
NY Income's and Fidelity NY Insured's total operating expenses to
0.55% of average net assets. FMR informed the Board that any expenses
associated with the Reorganization, including professional fees,
additional merger-related costs, or the costs of proxy solicitation
directly attributable to Fidelity NY Insured or Fidelity NY Income
would be borne by the individual fund that incurred them, provided
they do not exceed the funds' 0.55% expense cap.
Finally, the Board considered the proposed Reorganization in the
context of a general goal of reducing the number of duplicative funds
managed by FMR. While the reduction of duplicative funds and funds
with lower assets potentially would benefit FMR, it also should
benefit shareholders by facilitating increased operational
efficiencies.
DESCRIPTION OF THE SECURITIES TO BE ISSUED
Fidelity New York Municipal Trust (the trust) is registered with the
Securities and Exchange Commission (the Commission) as an open-end
management investment company. The trust's Trustees are authorized to
issue an unlimited number of shares of beneficial interest of separate
series. Fidelity NY Income is one of four funds of the trust. Each
share of Fidelity NY Income represents an equal proportionate interest
with each other share of the fund, and each such share of Fidelity NY
Income is entitled to equal voting, dividend, liquidation, and
redemption rights. Each shareholder of the fund is entitled to one
vote for each dollar value of net asset value of the fund that
shareholder owns. Shares of Fidelity NY Income have no preemptive or
conversion rights. The voting and dividend rights, the right of
redemption, and the privilege of exchange are described in the fund's
Prospectus. Shares are fully paid and nonassessable, except as set
forth in the fund's Statement of Additional Information under the
heading "Shareholder and Trustee Liability."
The trust does not hold annual meetings of shareholders. There will
normally be no meetings of shareholders for the purpose of electing
Trustees unless less than a majority of the Trustees holding office
have been elected by shareholders, at which time the Trustees then in
office will call a shareholder meeting for the election of Trustees.
Under the 1940 Act, shareholders of record of at least two-thirds of
the outstanding shares of an investment company may remove a Trustee
by votes cast in person or by proxy at a meeting called for that
purpose. The Trustees are required to call a meeting of shareholders
for the purpose of voting upon the question of removal of any Trustee
when requested in writing to do so by the shareholders of record
holding at least 10% of the trust's outstanding shares.
FEDERAL INCOME TAX CONSIDERATIONS
The exchange of Fidelity NY Insured's assets for Fidelity NY Income's
shares and the assumption of the liabilities of Fidelity NY Insured by
Fidelity NY Income is intended to qualify for federal income tax
purposes as a tax-free reorganization under the Code. With respect to
the Reorganization, the participating funds have received an opinion
from Kirkpatrick & Lockhart LLP, counsel to Fidelity NY Insured and
Fidelity NY Income, substantially to the effect that:
(i) The acquisition by Fidelity NY Income of all of the assets of
Fidelity NY Insured solely in exchange for Fidelity NY Income shares
and the assumption by Fidelity NY Income of Fidelity NY Insured's
liabilities, followed by the distribution by Fidelity NY Insured of
Fidelity NY Income shares to the shareholders of Fidelity NY Insured
pursuant to the liquidation of Fidelity NY Insured and constructively
in exchange for their Fidelity NY Insured shares, will constitute a
reorganization within the meaning of section 368(a)(1)(C) of the Code,
and Fidelity NY Insured and Fidelity NY Income will each be "a party
to a reorganization" within the meaning of section 368(b) of the Code;
(ii) No gain or loss will be recognized by Fidelity NY Insured upon
the transfer of all of its assets to Fidelity NY Income in exchange
solely for Fidelity NY Income shares and Fidelity NY Income's
assumption of Fidelity NY Insured's liabilities, followed by Fidelity
NY Insured's subsequent distribution of those shares to shareholders
in liquidation of Fidelity NY Insured;
(iii) No gain or loss will be recognized by Fidelity NY Income upon
the receipt of the assets of Fidelity NY Insured in exchange solely
for Fidelity NY Income shares and its assumption of Fidelity NY
Insured's liabilities;
(iv) The shareholders of Fidelity NY Insured will recognize no gain
or loss upon the exchange of their Fidelity NY Insured shares solely
for Fidelity NY Income shares;
(v) The basis of Fidelity NY Insured's assets in the hands of
Fidelity NY Income will be the same as the basis of those assets in
the hands of Fidelity NY Insured immediately prior to the
Reorganization, and the holding period of those assets in the hands of
Fidelity NY Income will include the holding period of those assets in
the hands of Fidelity NY Insured;
(vi) The basis of Fidelity NY Insured shareholders in Fidelity NY
Income shares will be the same as their basis in Fidelity NY Insured
shares to be surrendered in exchange therefor; and
(vii) The holding period of the Fidelity NY Income shares to be
received by the Fidelity NY Insured shareholders will include the
period during which the Fidelity NY Insured shares to be surrendered
in exchange therefor were held, provided such Fidelity NY Insured
shares were held as capital assets by those shareholders on the date
of the Reorganization.
Shareholders of Fidelity NY Insured should consult their tax advisers
regarding the effect, if any, of the proposed Reorganization in light
of their individual circumstances. Because the foregoing discussion
only relates to the federal income tax consequences of the
Reorganization, those shareholders also should consult their tax
advisers as to state and local tax consequences, if any, of the
Reorganization.
CAPITALIZATION
The following table shows the capitalization of the funds as of
January 31, 1997 and on a pro forma combined basis (unaudited) as of
that date giving effect to the Reorganizations.
Net Assets Net Asset Shares
Value Outstanding
Per Share
Fidelity NY Insured $315,151,994 $11.68 26,989,355
Fidelity NY Income $401,070,808 $12.29 32,636,412
Pro Forma Combined Fund $716,222,802 $12.29 58,279,373
CONCLUSION
The Agreement and Plan of Reorganization and the transactions
provided for therein were approved by the Board at a meeting held on
June 19, 1997. The Board of Trustees of Fidelity New York Municipal
Trust determined that the proposed Reorganization is in the best
interests of shareholders of each fund and that the interests of
existing shareholders of Fidelity NY Insured and Fidelity NY Income
would not be diluted as a result of the Reorganization. In the event
that the Reorganization is not consummated, Fidelity NY Insured will
continue to engage in business as a fund of a registered investment
company and the Board of Fidelity New York Municipal Trust will
consider other proposals for the reorganization or liquidation of the
fund.
COMBINED CAPITALIZATION
The following table shows the capitalization of the funds as of
January 31, 1997 and on a pro forma combined basis (unaudited) as of
that date giving effect to all three Reorganizations.
Net Assets Net Asset Shares
Value Outstanding
Per Share
Spartan NY Income $312,911,562 $10.59 29,552,371
Spartan NY Intermediate $56,309,079 $9.84 5,721,853
Fidelity NY Insured $315,151,994 $11.68 26,989,355
Fidelity NY Income $401,070,808 $12.29 32,636,412
Pro Forma Combined $1,085,443,443 $12.29 88,321,736
Fund
ADDITIONAL INFORMATION ABOUT FIDELITY NEW YORK MUNICIPAL INCOME FUND
Fidelity New York Municipal Income Fund's Prospectus (dated March 31,
1997 and supplemented June 20, 1997), is enclosed with this Proxy
Statement and is incorporated herein by reference. The Prospectus
contains additional information about the fund including its
investment objective and policies, investment adviser, advisory fees
and expenses, organization, and procedures for purchasing and
redeeming shares. The prospectus also contains Fidelity New York
Municipal Income Fund's financial highlights for the fiscal year ended
January 31, 1997, as shown below:
NEW YORK INCOME
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Selected Per-Share Data
and Ratios
Years ended January 1997 1996 1995 1994F 1993 1992 1991 1990 1989 1988
31 D C C C C C
Net asset value, $ 12.5 $ 11.3 $ 13.0 $ 12.6 $ 12.1 $ 11.7 $ 11.3 $ 11.6 $ 11.1 $ 11.4
beginning 40 70 50 60 00 50 70 40 60 80
of period
Income from .629 .635 .673 .714 .580 .773 .789 .806 .796 .794
Investment
Operations
Net interest income
Net realized and (.246) 1.177 (1.44 .850 .560 .350 .380 (.270) .480 (.220)
unrealized 0)
gain (loss)
Total from .383 1.812 (.767) 1.564 1.140 1.123 1.169 .536 1.276 .574
investment
operations
Less Distributions (.631) (.642) (.673) (.714) (.580) (.773) (.789) (.806) (.796) (.794)
From net interest G G
income
From net realized (.002) -- (.210) (.460) -- -- -- -- -- (.100)
gain
In excess of net -- -- (.030) -- -- -- -- -- -- --
realized gain
Total distributions (.633) (.642) (.913) (1.17 (.580) (.773) (.789) (.806) (.796) (.894)
4)
Net asset value, end $ 12.2 $ 12.5 $ 11.3 $ 13.0 $ 12.6 $ 12.1 $ 11.7 $ 11.3 $ 11.6 $ 11.1
of period 90 40 70 50 60 00 50 70 40 60
Total returnB 3.22% 16.29 (5.78) 12.70 9.60 9.80 10.59 4.62 11.81 5.26
% % % % % % % % %
Net assets, end of $ 401 $ 434 $ 394 $ 491 $ 446 $ 412 $ 386 $ 381 $ 368 $ 312
period
(In millions)
Ratio of expenses to .59% .59% .58% .58% .61% .61% .59% .61% .63% .67%
average A E
net assets
Ratio of expenses to .59% .58%H .58% .58% .61% .61% .59% .61% .63% .67%
average net assets A E
after expense
reductions
Ratio of net interest 5.15% 5.26% 5.77 5.45 6.08 6.52 6.81 6.87 6.99 7.10
income to average % % %A % % % % %
net assets
Portfolio turnover rate 44% 83% 34% 70% 45%A 30% 45% 34% 49% 64%
</TABLE>
A ANNUALIZED
B 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.
C YEARS ENDED APRIL 30
D MAY 1, 1992 TO JANUARY 31, 1993
E FMR AGREED TO REIMBURSE A PORTION OF THE FUND'S EXPENSES DURING THE
PERIOD. WITHOUT THIS REIMBURSEMENT, THE FUND'S EXPENSE RATIO WOULD
HAVE BEEN HIGHER.
F EFFECTIVE FEBRUARY1, 1993, THE FUND ADOPTED STATEMENT OF POSITION
93-2, "DETERMINATION, DISCLOSURE, AND FINANCIAL STATEMENT PRESENTATION
OF INCOME, CAPITAL GAIN, AND RETURN OF CAPITAL DISTRIBUTIONS BY
INVESTMENT COMPANIES." AS A RESULT, NET INTEREST INCOME PER SHARE MAY
REFLECT CERTAIN RECLASSIFICATIONS RELATED TO BOOK TO TAX DIFFERENCES.
G THE AMOUNTS SHOWN REFLECT CERTAIN RECLASSIFICATIONS RELATED TO BOOK
TO TAX DIFFERENCES.
H FMR OR THE FUND HAS ENTERED INTO VARYING ARRANGEMENTS WITH THIRD
PARTIES WHO EITHER PAID OR REDUCED A PORTION OF THE FUND'S EXPENSES.
MISCELLANEOUS
LEGAL MATTERS. Certain legal matters in connection with the issuance
of Fidelity New York Municipal Income Fund shares have been passed
upon by Kirkpatrick & Lockhart LLP, counsel to the trust.
EXPERTS. The audited financial statements of Spartan NY Income,
Spartan NY Intermediate, Fidelity NY Insured, and Fidelity NY Income,
incorporated by reference into the Statement of Additional
Information, have been examined by Price Waterhouse LLP, independent
accountants, whose reports thereon are included in the Annual Report
to Shareholders for the fiscal year ended January 31, 1997.The
financial statements audited by Price Waterhouse LLP have been
incorporated by reference in reliance on their reports given on their
authority as experts in auditing and accounting.
AVAILABLE INFORMATION. Fidelity New York Municipal Trust is subject to
the informational requirements of the Securities Exchange Act of 1934
and the 1940 Act, and in accordance therewith file reports, proxy
material, and other information with the SEC. Such reports, proxy
material, and other information can be inspected and copied at the
Public Reference Room maintained by the SEC at 450 Fifth Street, N.W.,
Washington D.C. 20549 and 7 World Trade Center, New York, NY 10048.
Copies of such material can also be obtained from the Public Reference
Branch Office of Consumer Affairs and Information Services, Securities
and Exchange Commission, Washington D.C. 20549, at prescribed rates.
NOTICE TO BANKS, BROKER-DEALERS AND VOTING TRUSTEES AND THEIR
NOMINEES. Please advise Fidelity New York Municipal Trust, in care of
Fidelity Distributors Corporation, 82 Devonshire Street, Boston,
Massachusetts 02109, whether other persons are beneficial owners of
shares for which proxies are being solicited and, if so, the number of
copies of the Proxy Statement you wish to receive in order to supply
copies to the beneficial owners of the respective shares.
Attachment 1
EXCERPTS FROM ANNUAL REPORT OF FIDELITY NEW YORK MUNICIPAL INCOME FUND
DATED JANUARY 31, 1997
AVERAGE ANNUAL TOTAL RETURNS
PERIODS ENDED JANUARY 31, 1997 PAST 1 PAST 5 PAST 10
YEAR YEARS YEARS
Fidelity New York Municipal Income 3.22% 7.24% 6.92%
Lehman Brothers New York 4 Plus Year 4.17% n/a n/a
Municipal Bond Index
New York Municipal Debt Funds Average 2.62% 6.83% 6.62%
AVERAGE ANNUAL TOTAL RETURNS take the fund's cumulative return and
show you what would have happened if the fund had performed at a
constant rate each year. (Note: Lipper calculates average annual total
returns by annualizing each fund's total return, then taking an
arithmetic average. This may produce a slightly different figure than
that obtained by averaging the cumulative total returns and
annualizing the result.)
$10,000 OVER 10 YEARS
IMAHDR PRASUN SHR__CHT 19970131 19970212 091906 S00000000000001
NY Muni Income LB Municipal Bond
00071 LB015
1987/01/31 10000.00 10000.00
1987/02/28 10085.60 10049.20
1987/03/31 10010.23 9942.68
1987/04/30 9349.04 9443.75
1987/05/31 9265.40 9396.91
1987/06/30 9416.65 9672.81
1987/07/31 9537.47 9771.47
1987/08/31 9568.17 9793.46
1987/09/30 9029.29 9432.37
1987/10/31 9146.00 9465.76
1987/11/30 9327.89 9712.91
1987/12/31 9528.80 9853.85
1988/01/31 9956.86 10204.84
1988/02/29 10064.73 10312.71
1988/03/31 9801.15 10193.08
1988/04/30 9840.69 10270.55
1988/05/31 9889.46 10240.86
1988/06/30 10061.86 10390.69
1988/07/31 10128.28 10458.44
1988/08/31 10159.68 10467.64
1988/09/30 10372.07 10657.10
1988/10/31 10614.67 10844.67
1988/11/30 10502.02 10745.33
1988/12/31 10664.51 10855.26
1989/01/31 10791.63 11079.74
1989/02/28 10706.05 10953.32
1989/03/31 10685.75 10927.14
1989/04/30 11002.64 11186.55
1989/05/31 11198.03 11418.90
1989/06/30 11356.22 11573.97
1989/07/31 11458.20 11731.49
1989/08/31 11397.51 11616.64
1989/09/30 11348.99 11582.02
1989/10/31 11412.22 11723.67
1989/11/30 11576.24 11928.83
1989/12/31 11654.39 12026.41
1990/01/31 11589.86 11969.53
1990/02/28 11666.37 12076.05
1990/03/31 11636.25 12079.68
1990/04/30 11511.10 11992.22
1990/05/31 11770.17 12254.01
1990/06/30 11927.84 12361.72
1990/07/31 12127.39 12543.44
1990/08/31 11927.52 12361.31
1990/09/30 11925.46 12368.36
1990/10/31 11995.72 12592.72
1990/11/30 12210.02 12845.96
1990/12/31 12247.81 12901.84
1991/01/31 12413.98 13074.98
1991/02/28 12492.60 13188.73
1991/03/31 12551.88 13193.48
1991/04/30 12730.23 13368.95
1991/05/31 12821.69 13487.80
1991/06/30 12859.31 13474.45
1991/07/31 13061.09 13638.57
1991/08/31 13220.84 13818.19
1991/09/30 13447.97 13998.10
1991/10/31 13586.04 14124.09
1991/11/30 13645.57 14163.49
1991/12/31 13886.88 14467.44
1992/01/31 13766.73 14500.43
1992/02/29 13825.61 14505.07
1992/03/31 13845.52 14510.43
1992/04/30 13977.76 14639.58
1992/05/31 14192.65 14811.88
1992/06/30 14474.24 15060.43
1992/07/31 14923.80 15511.94
1992/08/31 14731.31 15360.70
1992/09/30 14818.83 15461.16
1992/10/31 14588.10 15309.17
1992/11/30 14924.84 15583.36
1992/12/31 15133.66 15742.47
1993/01/31 15319.68 15925.55
1993/02/28 15918.62 16501.58
1993/03/31 15748.33 16327.16
1993/04/30 15907.48 16491.90
1993/05/31 16008.65 16584.58
1993/06/30 16280.29 16861.38
1993/07/31 16294.94 16883.47
1993/08/31 16669.38 17234.98
1993/09/30 16842.94 17431.29
1993/10/31 16856.24 17464.93
1993/11/30 16676.93 17311.06
1993/12/31 17085.19 17676.50
1994/01/31 17265.88 17878.37
1994/02/28 16752.87 17415.32
1994/03/31 15893.99 16706.16
1994/04/30 16023.15 16847.83
1994/05/31 16196.68 16993.90
1994/06/30 15998.84 16890.07
1994/07/31 16336.64 17199.67
1994/08/31 16400.37 17259.18
1994/09/30 16073.77 17005.81
1994/10/31 15692.92 16703.79
1994/11/30 15211.08 16401.78
1994/12/31 15715.91 16762.79
1995/01/31 16267.96 17241.87
1995/02/28 16826.01 17743.26
1995/03/31 17019.24 17947.13
1995/04/30 17052.54 17968.31
1995/05/31 17668.57 18541.68
1995/06/30 17452.78 18380.37
1995/07/31 17558.19 18554.61
1995/08/31 17812.20 18789.88
1995/09/30 17904.64 18908.82
1995/10/31 18237.38 19183.76
1995/11/30 18581.39 19502.02
1995/12/31 18791.66 19689.43
1996/01/31 18917.74 19838.09
1996/02/29 18721.57 19704.18
1996/03/31 18442.17 19452.36
1996/04/30 18384.34 19397.31
1996/05/31 18374.97 19389.55
1996/06/30 18607.31 19600.70
1996/07/31 18767.13 19779.07
1996/08/31 18710.02 19774.32
1996/09/30 19022.67 20051.16
1996/10/31 19262.52 20277.94
1996/11/30 19626.35 20649.03
1996/12/31 19505.16 20562.30
1997/01/31 19527.10 20601.16
IMATRL PRASUN SHR__CHT 19970131 19970212 091909 R00000000000123
$10,000 OVER 10 YEARS: Let's say hypothetically that $10,000 was
invested in Fidelity New York Municipal Income Fund on January 31,
1987. As the chart shows, by January 31, 1997, the value of the
investment would have grown to $19,527- a 95.27% increase on the
initial investment. For comparison, look at how the Lehman Brothers
Municipal Bond Index, which reflects the performance of the
investment-grade municipal bond market, did over the same period. With
dividends reinvested, the same $10,000 would have grown to $20,601- a
106.01% increase.
MARKET RECAP
Stable demand helped municipal
bonds perform better than their
investment-grade taxable
counterparts in the 12 months
ending January 31, 1997.
However, uncertainty over the
direction of the economy and
Federal Reserve Board monetary
policy affected all bonds. For the
period, the Lehman Brothers
Municipal Bond Index - a broad
measure of the municipal bond
market - had a total return of
3.85%. In comparison, the
Lehman Brothers Aggregate
Bond Index - a broad measure
of the performance of the U.S.
taxable bond market - returned
3.26%. New issue supply was
strong through most of the
period, but insurance companies
and individual investors helped
sustain demand. The diminishing
likelihood of significant tax reform
in the near future also helped
support the muni market. Like
most domestic bonds, munis
were affected by signs of strength
in the economy early in 1996.
Nevertheless, the market
conditions that supported the
muni market helped munis enter
the fall trading at expensive
levels relative to taxable
counterparts. However, demand
declined in October and munis
stalled because their rich
valuations made them less
attractive buy candidates, and
those investors who owned munis
sought to sell them to take profits.
Munis outperformed comparable
Treasuries in November and
December, but lagged in January.
From December on, munis and
the rest of the bond market
stalled as a result of conflicting
economic data and fears that
inflation might encourage the Fed
to raise short-term rates.
An interview with Norm Lind, Portfolio Manager of Fidelity New York
Municipal Income Fund
Q. HOW DID THE FUND PERFORM, NORM?
A. For the year that ended January 31, 1997, the fund had a total
return of 3.22%. That was better than the New York municipal debt
funds average, as tracked by Lipper Analytical Services, which had a
total return of 2.62%. The fund's benchmark - the Lehman Brothers New
York 4 Plus Year Municipal Bond Index - had a total return of 4.17%
over the same period.
Q. BONDS ISSUED BY NEW YORK CITY PLAYED AN IMPORTANT ROLE IN THE
FUND'S PERFORMANCE DURING THE PERIOD. CAN YOU TELL US ABOUT THAT?
A. Sure. Uninsured intermediate-maturity bonds - those with maturities
between three and 10 years - issued by New York City were among the
best performers in the New York municipal market, and they were a key
reason why the fund fared better than many of its competitors. Their
strong performance was triggered, in part, by the strength of Wall
Street and its contribution to New York City's rising revenues.
Tightening credit spreads were another reason for the strong
performance of uninsured New York City bonds. Credit spreads - which
measure the difference in yields between bonds with various credit
ratings - tightened throughout the year, and lower-quality bonds
provided a smaller yield advantage over higher-quality bonds than they
had previously.
Q. WHILE THE FUND BEAT THE AVERAGE FUND OF ITS TYPE, IT LAGGED ITS
BENCHMARK. WHY WAS THAT?
A. While New York City bonds held by the fund helped performance, the
fund had a much lighter weighting in those bonds than its benchmark.
These bonds comprise roughly one-quarter of the benchmark, while the
fund had about 10% of its investments in them at the end of the
period. As a general rule, I try to avoid having the fund's
performance overly dependent on the fortunes of one issuer. That's one
reason why I kept the fund's stake in New York City bonds low relative
to the benchmark. I held off buying a lot of these bonds early on
because I was worried that the city's budget process might prove to be
difficult and because I thought their prices were relatively high. But
in hindsight, I didn't build up the fund's stake in these bonds fast
enough, and that was probably my biggest disappointment during this
period.
Q. WERE THERE OTHER TYPES OF BONDS THAT BENEFITED FROM TIGHTER CREDIT
SPREADS?
A. State-appropriated bonds were another beneficiary of tighter credit
spreads. As I've mentioned in previous reports, the supply of
state-appropriated bonds varies a fair amount during the year, a
function of the state's budgetary process. I bought some
state-appropriated bonds in early 1996, correctly anticipating that
supply would slow if the budget were delayed, thereby constraining the
state's ability to issue new debt. Because of the lack of new issuance
in the spring of 1996, state-appropriated bonds began to
look relatively rich - or expensive compared to their historical
value. So I sold some to take advantage of their high prices. Late in
the year, supply was more normalized and state-appropriated bonds
appeared to be selling below what I felt their real value should be.
So I bought back some of these high-yielding bonds at attractive
prices. Both the early strong price performance of state-appropriated
bonds and their high yields benefited the fund's performance.
Q. THE FUND HAS A FAIR AMOUNT OF NON-CALLABLE PREMIUM BONDS. WHAT ARE
THE UPSIDE AND DOWNSIDE OF THESE BONDS?
A. First, the non-callability can provide the potential for price
appreciation when interest rates fall because the bond can't be
redeemed by its issuer before its stated maturity. Second, the premium
- - or above face value - price gives the bond DE MINIMIS protection.
This protects the bond's gains from unfavorable tax treatment that can
occur during particular market environments. In periods when the
market is strong, non-callable premiums generally do well. In periods
when the market is flat, these bonds are at somewhat of a disadvantage
since their yield is not as high as other types of bonds.
Q. WHAT FACTORS DO YOU THINK WILL SHAPE THE NEW YORK MUNICIPAL MARKET
IN THE COMING MONTHS?
A. From a supply and demand standpoint, municipals in general appear
to be in pretty good shape, barring any unforeseen legislation that
could negatively affect them. I don't expect to see a tremendous
amount of supply, and what there is should be easily digested if
demand remains firm. As far as munis issued in New York state go, I'll
be monitoring, among other things, the state budget process. Last
year, workmen's compensation issues held up the budget. In 1997, the
holdup could come from discussions on welfare reform and/or the
bailout of Long Island Lighting Company. If that's the case, there may
be less supply in the short term and New York bonds may perform well.
Q. WHAT FACTORS DO YOU THINK WILL SHAPE THE NEW YORK MUNICIPAL MARKET
IN THE COMING MONTHS?
A. From a supply and demand standpoint, municipals in general appear
to be in pretty good shape, barring any unforeseen legislation that
could negatively affect them. I don't expect to see a tremendous
amount of supply, and what there is should be easily digested if
demand remains firm. As far as munis issued in New York state go, I'll
be monitoring, among other things, the state budget process. Last
year, workmen's compensation issues held up the budget. In 1997, the
holdup could come from discussions on welfare reform and/or the
bailout of Long Island Lighting Company. If that's the case, there may
be less supply in the short term and New York bonds may perform well.
THE VIEWS EXPRESSED IN THIS REPORT REFLECT THOSE OF THE PORTFOLIO
MANAGER ONLY THROUGH THE END OF THE PERIOD OF THE REPORT DATED JANUARY
31, 1997. THE MANAGER'S VIEWS ARE SUBJECT TO CHANGE AT ANY TIME BASED
ON MARKET AND OTHER CONDITIONS.
NORM LIND ON MUNICIPAL BOND
INSURANCE AND ITS EFFECT ON
THE NEW YORK MUNI MARKET:
"Roughly one-third of all new
municipal bonds issued in the
state of New York carry
insurance, compared to about
17% at the beginning of the
decade. One implication of this
development is the increasing
difficulty for this fund in finding
additional yield. Bonds that
might naturally carry an
A-rating, an Aa-rating or
even a Baa-rating are being
insured and offer lower yields
because they are insured. In
fact, the high incidence of
insurance helps to explain why
the difference in yield between
higher- and lower-quality bonds
has narrowed over the past
year. Many yield-hungry
investors gravitated toward
securities without insurance -
such as uninsured New York
City bonds - in order to find
extra income. In the process,
they sent some uninsured bond
yields closer to yields offered
by insured bonds. Even
though this situation has posed
a significant challenge, I look
for high-yielding opportunities
that might crop up as a
function of structure, demand
or other factors."
ATTACHMENT 2
ANNUAL FUND OPERATING EXPENSES AND EXAMPLES OF FUND EXPENSES FOR
CERTAIN REORGANIZATIONS
IF JUST SPARTAN NY INCOME REORGANIZATION IS APPROVED:
Spartan NY Fidelity NY Pro Forma
Income IncomeA Expenses
Combined
FundB
Management Fees 0.55% 0.35% 0.36%
(after reimbursement)
Other Expenses 0.00% 0.20% 0.17%
Total Fund Operating Expenses 0.55% 0.55% 0.53%
(after reimbursement)
A EFFECTIVE APRIL 1, 1997, FMR VOLUNTARILY AGREED TO REIMBURSE THE
FUND TO THE EXTENT THAT TOTAL OPERATING EXPENSES EXCEED 0.55% OF THE
FUND'S AVERAGE NET ASSETS (EXCLUDING INTEREST, TAXES, BROKERAGE
COMMISSIONS AND EXTRAORDINARY EXPENSES). IF THIS AGREEMENT WERE NOT IN
EFFECT, THE MANAGEMENT FEE, OTHER EXPENSES, AND TOTAL FUND OPERATING
EXPENSES, AS A PERCENTAGE OF AVERAGE NET ASSETS,WOULD HAVE BEEN 0.39%,
0.20%, AND 0.59%, RESPECTIVELY.
B FMR HAS AGREED TO LIMIT THE COMBINED FUND'S TOTAL OPERATING EXPENSES
TO 0.53% OF ITS AVERAGE NET ASSETS (EXCLUDING INTEREST, TAXES,
BROKERAGE COMMISSIONS AND EXTRAORDINARY EXPENSES) THROUGH DECEMBER 31,
1999. IF THIS AGREEMENT WERE NOT IN EFFECT, THE MANAGEMENT FEE, OTHER
EXPENSES, AND TOTAL OPERATING EXPENSES, AS A PERCENTAGE OF AVERAGE NET
ASSETS, WOULD BE 0.39%, 0.17%, AND 0.56%, RESPECTIVELY.
EXAMPLE:
After 1 After 3 After 5 After 10
Year Years Years Years
Spartan NY Income $6 $18 $31 $69
Fidelity NY Income $6 $18 $31 $69
Combined Fund $5 $17 $30 $66
IF JUST SPARTAN NY INTERMEDIATE REORGANIZATION IS APPROVED:
Spartan NY Fidelity NY Pro Forma
Intermediate IncomeA Expenses
Combined
FundB
Management Fees 0.55% 0.35% 0.34%
(after reimbursement)
Other Expenses 0.00% 0.20% 0.19%
Total Fund 0.55% 0.55% 0.53%
Operating Expenses
(after reimbursement)
A EFFECTIVE APRIL 1, 1997, FMR VOLUNTARILY AGREED TO REIMBURSE THE
FUND TO THE EXTENT THAT TOTAL OPERATING EXPENSES EXCEED 0.55% OF THE
FUND'S AVERAGE NET ASSETS (EXCLUDING INTEREST, TAXES, BROKERAGE
COMMISSIONS AND EXTRAORDINARY EXPENSES). IF THIS AGREEMENT WERE NOT IN
EFFECT, THE MANAGEMENT FEE, OTHER EXPENSES, AND TOTAL FUND OPERATING
EXPENSES, AS A PERCENTAGE OF AVERAGE NET ASSETS,WOULD HAVE BEEN 0.39%,
0.20%, AND 0.59%, RESPECTIVELY.
B FMR HAS AGREED TO LIMIT THE COMBINED FUND'S TOTAL OPERATING EXPENSES
TO 0.53% OF ITS AVERAGE NET ASSETS (EXCLUDING INTEREST, TAXES,
BROKERAGE COMMISSIONS AND EXTRAORDINARY EXPENSES) THROUGH DECEMBER 31,
1999. IF THIS AGREEMENT WERE NOT IN EFFECT, THE MANAGEMENT FEE, OTHER
EXPENSES, AND TOTAL OPERATING EXPENSES, AS A PERCENTAGE OF AVERAGE NET
ASSETS, WOULD BE 0.40%, 0.19%, AND 0.59%, RESPECTIVELY.
EXAMPLE:
After 1 After 3 After 5 After 10
Year Years Years Years
Spartan NY Intermediate $6 $18 $31 $69
Fidelity NY Income $6 $18 $31 $69
Combined Fund $5 $17 $30 $66
IF JUST FIDELITY NY INSURED REORGANIZATION IS APPROVED:
Fidelity NY Fidelity NY Pro Forma
InsuredA IncomeA Expenses
Combined
FundB
Management Fees 0.35% 0.35% 0.35%
(after reimbursement)
Other Expenses 0.20% 0.20% 0.18%
Total Fund Operating Expenses 0.55% 0.55% 0.53%
(after reimbursement)
A EFFECTIVE APRIL 1, 1997, FMR VOLUNTARILY AGREED TO REIMBURSE THE
FUND TO THE EXTENT THAT TOTAL OPERATING EXPENSES EXCEED 0.55% OF THE
FUND'S AVERAGE NET ASSETS (EXCLUDING INTEREST, TAXES, BROKERAGE
COMMISSIONS AND EXTRAORDINARY EXPENSES). IF THIS AGREEMENT WERE NOT IN
EFFECT, THE MANAGEMENT FEE, OTHER EXPENSES, AND TOTAL FUND OPERATING
EXPENSES, AS A PERCENTAGE OF AVERAGE NET ASSETS,WOULD HAVE BEEN 0.39%,
0.20%, AND 0.59%, RESPECTIVELY FOR FIDELITY NY INSURED AND 0.39%,
0.20%. AND 0.59%, RESPECTIVELY FOR FIDELITY NY INCOME.
B FMR HAS AGREED TO LIMIT THE COMBINED FUND'S TOTAL OPERATING EXPENSES
TO 0.53% OF ITS AVERAGE NET ASSETS (EXCLUDING INTEREST, TAXES,
BROKERAGE COMMISSIONS AND EXTRAORDINARY EXPENSES) THROUGH DECEMBER 31,
1999. IF THIS AGREEMENT WERE NOT IN EFFECT, THE MANAGEMENT FEE, OTHER
EXPENSES, AND TOTAL OPERATING EXPENSES, AS A PERCENTAGE OF AVERAGE NET
ASSETS, WOULD BE 0.39%, 0.18%, AND 0.57%, RESPECTIVELY.
EXAMPLE:
After 1 After 3 After 5 After 10
Year Years Years Years
Fidelity NY Insured $6 $18 $31 $69
Fidelity NY Income $6 $18 $31 $69
Combined Fund $5 $17 $30 $66
IF JUST SPARTAN NY INCOME AND SPARTAN NY INTERMEDIATE REORGANIZATIONS
ARE APPROVED:
Spartan NY Spartan NY Fidelity NY Pro Forma
Income Intermediate IncomeA Expenses
Combined
FundB
Management Fees 0.55% 0.55% 0.35% 0.36%
(after
reimbursement)
Other Expenses 0.00% 0.00% 0.20% 0.17%
Total Fund Operating 0.55% 0.55% 0.55% 0.53%
Expenses (after
reimbursement)
A EFFECTIVE APRIL 1, 1997, FMR VOLUNTARILY AGREED TO REIMBURSE THE
FUND TO THE EXTENT THAT TOTAL OPERATING EXPENSES EXCEED 0.55% OF THE
FUND'S AVERAGE NET ASSETS (EXCLUDING INTEREST, TAXES, BROKERAGE
COMMISSIONS AND EXTRAORDINARY EXPENSES). IF THIS AGREEMENT WERE NOT IN
EFFECT, THE MANAGEMENT FEE, OTHER EXPENSES, AND TOTAL FUND OPERATING
EXPENSES, AS A PERCENTAGE OF AVERAGE NET ASSETS,WOULD HAVE BEEN 0.39%,
0.20%, AND 0.59%, RESPECTIVELY.
B FMR HAS AGREED TO LIMIT THE COMBINED FUND'S TOTAL OPERATING EXPENSES
TO 0.53% OF ITS AVERAGE NET ASSETS (EXCLUDING INTEREST, TAXES,
BROKERAGE COMMISSIONS AND EXTRAORDINARY EXPENSES) THROUGH DECEMBER 31,
1999. IF THIS AGREEMENT WERE NOT IN EFFECT, THE MANAGEMENT FEE, OTHER
EXPENSES, AND TOTAL OPERATING EXPENSES, AS A PERCENTAGE OF AVERAGE NET
ASSETS, WOULD BE 0.39%, 0.17%, AND 0.56%, RESPECTIVELY.
EXAMPLE:
After 1 After 3 After 5 After 10
Year Years Years Years
Spartan NY Income $6 $18 $31 $69
Spartan NY Intermediate $6 $18 $31 $69
Fidelity NY Income $6 $18 $31 $69
Combined Fund $5 $17 $30 $66
IF JUST SPARTAN NY INCOME AND FIDELITY NY INSURED REORGANIZATIONS ARE
APPROVED:
Spartan NY Fidelity NY Fidelity NY Pro Forma
Income InsuredA IncomeA Expenses
Combined
FundB
Management Fees 0.55% 0.35% 0.35% 0.37%
(after reimbursement)
Other Expenses 0.00% 0.20% 0.20% 0.16%
Total Fund Operating 0.55% 0.55% 0.55% 0.53%
Expenses
(after reimbursement)
A EFFECTIVE APRIL 1, 1997, FMR VOLUNTARILY AGREED TO REIMBURSE THE
FUND TO THE EXTENT THAT TOTAL OPERATING EXPENSES EXCEED 0.55% OF THE
FUND'S AVERAGE NET ASSETS (EXCLUDING INTEREST, TAXES, BROKERAGE
COMMISSIONS AND EXTRAORDINARY EXPENSES). IF THIS AGREEMENT WERE NOT IN
EFFECT, THE MANAGEMENT FEE, OTHER EXPENSES, AND TOTAL FUND OPERATING
EXPENSES, AS A PERCENTAGE OF AVERAGE NET ASSETS,WOULD HAVE BEEN 0.39%,
0.20%, AND 0.59%, RESPECTIVELY FOR FIDELITY NY INSURED AND 0.39%,
0.20%, AND 0.59%, RESPECTIVELY FOR FIDELITY NY INCOME.
B FMR HAS AGREED TO LIMIT THE COMBINED FUND'S TOTAL OPERATING EXPENSES
TO 0.53% OF ITS AVERAGE NET ASSETS (EXCLUDING INTEREST, TAXES,
BROKERAGE COMMISSIONS AND EXTRAORDINARY EXPENSES) THROUGH DECEMBER 31,
1999. IF THIS AGREEMENT WERE NOT IN EFFECT, THE MANAGEMENT FEE, OTHER
EXPENSES, AND TOTAL OPERATING EXPENSES, AS A PERCENTAGE OF AVERAGE NET
ASSETS, WOULD BE 0.39%, 0.16%, AND 0.55%, RESPECTIVELY.
EXAMPLE:
After 1 After 3 After 5 After 10
Year Years Years Years
Spartan NY Income $6 $18 $31 $69
Fidelity NY Insured $6 $18 $31 $69
Fidelity NY Income $6 $18 $31 $69
Combined Fund $5 $17 $30 $66
IF JUST SPARTAN NY INTERMEDIATE AND FIDELITY NY INSURED
REORGANIZATIONS ARE APPROVED:
Spartan NY Fidelity NY Fidelity NY Pro Forma
Intermediate InsuredA IncomeA Expenses
Combined
FundB
Management Fees 0.55% 0.35% 0.35% 0.35%
(after reimbursement)
Other Expenses 0.00% 0.20% 0.20% 0.18%
Total Fund Operating 0.55% 0.55% 0.55% 0.53%
Expenses (after
reimbursement)
A EFFECTIVE APRIL 1, 1997, FMR VOLUNTARILY AGREED TO REIMBURSE THE
FUND TO THE EXTENT THAT TOTAL OPERATING EXPENSES EXCEED 0.55% OF THE
FUND'S AVERAGE NET ASSETS (EXCLUDING INTEREST, TAXES, BROKERAGE
COMMISSIONS AND EXTRAORDINARY EXPENSES). IF THIS AGREEMENT WERE NOT IN
EFFECT, THE MANAGEMENT FEE, OTHER EXPENSES, AND TOTAL FUND OPERATING
EXPENSES, AS A PERCENTAGE OF AVERAGE NET ASSETS,WOULD HAVE BEEN 0.39%,
0.20%, AND 0.59%, RESPECTIVELY FOR FIDELITY NY INSURED AND 0.39%,
0.20%, AND 0.59%, RESPECTIVELY FOR FIDELITY NY INCOME.
B FMR HAS AGREED TO LIMIT THE COMBINED FUND'S TOTAL OPERATING EXPENSES
TO 0.53% OF ITS AVERAGE NET ASSETS (EXCLUDING INTEREST, TAXES,
BROKERAGE COMMISSIONS AND EXTRAORDINARY EXPENSES) THROUGH DECEMBER 31,
1999. IF THIS AGREEMENT WERE NOT IN EFFECT, THE MANAGEMENT FEE, OTHER
EXPENSES, AND TOTAL OPERATING EXPENSES, AS A PERCENTAGE OF AVERAGE NET
ASSETS, WOULD BE 0.39%, 0.18%, AND 0.57%, RESPECTIVELY.
EXAMPLE:
After 1 After 3 After 5 After 10
Year Years Years Years
Spartan NY Intermediate $6 $18 $31 $69
Fidelity NY Insured $6 $18 $31 $69
Fidelity NY Income $6 $18 $31 $69
Combined Fund $5 $17 $30 $66
These examples assume that all dividends and other distributions are
reinvested and that the percentage amounts listed under Annual Fund
Operating Expenses remain the same in the years shown. These examples
illustrate the effect of expenses, but are not meant to suggest actual
or expected costs, which may vary. The assumed return of 5% is not a
prediction of, and does not represent, actual or expected performance
of any fund.
EXHIBIT 1
FORM OF
AGREEMENT AND PLAN OF REORGANIZATION
THIS AGREEMENT AND PLAN OF REORGANIZATION (the Agreement) is made as
of the 20th day of October 1997, by and between Spartan New York
Municipal Income Fund (Spartan NY Income) and Fidelity New York
Municipal Income Fund (Fidelity NY Income), funds of Fidelity New York
Municipal Trust (the trust). The trust is a duly organized business
trust under the laws of the Commonwealth of Massachusetts with its
principal place of business at 82 Devonshire Street, Boston,
Massachusetts 02109. Spartan NY Income and Fidelity NY Income may be
referred to herein collectively as the "funds" or each individually as
the "fund."
This Agreement is intended to be, and is adopted as, a plan of
reorganization within the meaning of Section 368(a)(1)(C) of the
Internal Revenue Code of 1986, as amended (the Code). The
reorganization will comprise: (a) the transfer of all of the assets of
Spartan NY Income to Fidelity NY Income solely in exchange for shares
of beneficial interest in Fidelity NY Income (the Fidelity NY Income
Shares) and the assumption by Fidelity NY Income of Spartan NY
Income's liabilities; and (b) the constructive distribution of such
shares by Spartan NY Income PRO RATA to its shareholders in complete
liquidation and termination of Spartan NY Income in exchange for all
of Spartan NY Income's outstanding shares. Spartan NY Income shall
receive shares of Fidelity NY Income having an aggregate net asset
value equal to the value of the assets of Spartan NY Income on the
Closing Date (as defined in Section 6), which Spartan NY Income shall
then distribute PRO RATA to its shareholders. The foregoing
transactions are referred to herein as the "Reorganization."
In consideration of the mutual promises and subject to the terms and
conditions herein, the parties covenant and agree as follows:
1. REPRESENTATIONS AND WARRANTIES OF SPARTAN NY INCOME.
Spartan NY Income represents and warrants to and agrees with Fidelity
NY Income that:
(a) Spartan NY Income is a series of Fidelity New York Municipal
Trust, a business trust duly organized, validly existing, and in good
standing under the laws of the Commonwealth of Massachusetts, and has
the power to own all of its properties and assets and to carry out its
obligations under this Agreement. It has all necessary federal, state,
and local authorizations to carry on its business as now being
conducted and to carry out this Agreement;
(b) Fidelity New York Municipal Trust is an open-end, management
investment company duly registered under the Investment Company Act of
1940, as amended (the 1940 Act), and such registration is in full
force and effect;
(c) The Prospectus and Statement of Additional Information of Spartan
NY Income (both dated March 31, 1997 with a Prospectus supplement
dated June 20, 1997 and a Statement of Additional Information
supplement date May 1, 1997), previously furnished to Fidelity NY
Income, did not and do not contain any untrue statement of a material
fact or omit to state a material fact required to be stated therein or
necessary to make the statements therein not misleading;
(d) There are no material legal, administrative, or other proceedings
pending or, to the knowledge of Spartan NY Income, threatened against
Spartan NY Income which assert liability on the part of Spartan NY
Income. Spartan NY Income knows of no facts which might form the basis
for the institution of such proceedings;
(e) Spartan NY Income is not in, and the execution, delivery, and
performance of this Agreement will not result in, violation of any
provision of its Amended and Restated Declaration of Trust or By-laws,
or, to the knowledge of Spartan NY Income, of any agreement,
indenture, instrument, contract, lease, or other undertaking to which
Spartan NY Income is a party or by which Spartan NY Income is bound or
result in the acceleration of any obligation or the imposition of any
penalty under any agreement, judgment or decree to which Spartan NY
Income is a party or is bound;
(f) The Statement of Assets and Liabilities, the Statement of
Operations, the Statement of Changes in Net Assets, Financial
Highlights, and the Schedule of Investments (including market values)
of Spartan NY Income at January 31, 1997, have been audited by Price
Waterhouse LLP, independent accountants, and have been furnished to
Fidelity NY Income. Said Statement of Assets and Liabilities and
Schedule of Investments fairly present the fund's financial position
as of such date and said Statement of Operations, Statement of Changes
in Net Assets, and Financial Highlights fairly reflect its results of
operations, changes in financial position, and financial highlights
for the periods covered thereby in conformity with generally accepted
accounting principles consistently applied;
(g) Spartan NY Income has no known liabilities of a material nature,
contingent or otherwise, other than those shown as belonging to it on
its statement of assets and liabilities as of January 31, 1997 and
those incurred in the ordinary course of Spartan NY Income's business
as an investment company since January 31, 1997;
(h) The registration statement (Registration Statement) filed with
the Securities and Exchange Commission (Commission) by Fidelity New
York Municipal Trust on Form N-14 relating to the shares of Fidelity
NY Income issuable hereunder and the proxy statement of Spartan NY
Income included therein (Proxy Statement), on the effective date of
the Registration Statement and insofar as they relate to Spartan NY
Income (i) comply in all material respects with the provisions of the
Securities Act of 1933, as amended (the 1933 Act), the Securities
Exchange Act of 1934, as amended (the 1934 Act), and the 1940 Act, and
the rules and regulations thereunder, and (ii) do not contain any
untrue statement of a material fact or omit to state a material fact
required to be stated therein or necessary to make the statements
therein not misleading; and at the time of the shareholders' meeting
referred to in Section 7 and on the Closing Date, the prospectus
contained in the Registration Statement of which the Proxy Statement
is a part (the Prospectus), as amended or supplemented, insofar as it
relates to Spartan NY Income, does not contain any untrue statement of
a material fact or omit to state a material fact required to be stated
therein or necessary to make the statements therein not misleading;
(i) All material contracts and commitments of Spartan NY Income
(other than this Agreement) will be terminated without liability to
Spartan NY Income prior to the Closing Date (other than those made in
connection with redemptions of shares and the purchase and sale of
portfolio securities made in the ordinary course of business);
(j) No consent, approval, authorization, or order of any court or
governmental authority is required for the consummation by Spartan NY
Income of the transactions contemplated by this Agreement, except such
as have been obtained under the 1933 Act, the 1934 Act, the 1940 Act,
and state securities or blue sky laws (which term as used herein shall
include the District of Columbia and Puerto Rico);
(k) Spartan NY Income has filed or will file all federal and state
tax returns which, to the knowledge of Spartan NY Income's officers,
are required to be filed by Spartan NY Income and has paid or will pay
all federal and state taxes shown to be due on said returns or
provision shall have been made for the payment thereof, and, to the
best of Spartan NY Income's knowledge, no such return is currently
under audit and no assessment has been asserted with respect to such
returns;
(l) Spartan NY Income has met the requirements of Subchapter M of the
Code for qualification and treatment as a regulated investment company
for all prior taxable years and intends to meet such requirements for
its current taxable year ending on the Closing Date;
(m) All of the issued and outstanding shares of Spartan NY Income
are, and at the Closing Date will be, duly and validly issued and
outstanding and fully paid and nonassessable as a matter of
Massachusetts law (except as disclosed in the fund's Statement of
Additional Information), and have been offered for sale and in
conformity with all applicable federal securities laws. All of the
issued and outstanding shares of Spartan NY Income will, at the
Closing Date, be held by the persons and in the amounts set forth in
the list of shareholders submitted to Fidelity NY Income in accordance
with this Agreement;
(n) As of both the Valuation Time (as defined in Section 4) and the
Closing Date, Spartan NY Income will have the full right, power, and
authority to sell, assign, transfer, and deliver its portfolio
securities and any other assets of Spartan NY Income to be transferred
to Fidelity NY Income pursuant to this Agreement. As of the Closing
Date, subject only to the delivery of Spartan NY Income's portfolio
securities and any such other assets as contemplated by this
Agreement, Fidelity NY Income will acquire Spartan NY Income's
portfolio securities and any such other assets subject to no
encumbrances, liens, or security interests (except for those that may
arise in the ordinary course and are disclosed to Fidelity NY Income)
and without any restrictions upon the transfer thereof; and
(o) The execution, performance, and delivery of this Agreement will
have been duly authorized prior to the Closing Date by all necessary
corporate action on the part of Spartan NY Income, and this Agreement
constitutes a valid and binding obligation of Spartan NY Income
enforceable in accordance with its terms, subject to shareholder
approval.
2. REPRESENTATIONS AND WARRANTIES OF FIDELITY NY INCOME.
Fidelity NY Income represents and warrants to and agrees with Spartan
NY Income that:
(a) Fidelity NY Income is a series of Fidelity New York Municipal
Trust, a business trust duly organized, validly existing, and in good
standing under the laws of the Commonwealth of Massachusetts, and has
the power to own all of its properties and assets and to carry out its
obligations under this Agreement. It has all necessary federal, state,
and local authorizations to carry on its business as now being
conducted and to carry out this Agreement;
(b) Fidelity New York Municipal Trust is an open-end, management
investment company duly registered under the 1940 Act, and such
registration is in full force and effect;
(c) The Prospectus and Statement of Additional Information of
Fidelity NY Income (both dated March 31, 1997 with a Prospectus
supplement dated June 20, 1997 and a Statement of Additional
Information supplement dated May 1, 1997), previously furnished to
Spartan NY Income did not and do not contain any untrue statement of a
material fact or omit to state a material fact required to be stated
therein or necessary to make the statements therein not misleading;
(d) There are no material legal, administrative, or other proceedings
pending or, to the knowledge of Fidelity NY Income, threatened against
Fidelity NY Income which assert liability on the part of Fidelity NY
Income. Fidelity NY Income knows of no facts which might form the
basis for the institution of such proceedings;
(e) Fidelity NY Income is not in, and the execution, delivery, and
performance of this Agreement will not result in, violation of any
provision of its Amended and Restated Declaration of Trust or By-laws,
or, to the knowledge of Fidelity NY Income, of any agreement,
indenture, instrument, contract, lease, or other undertaking to which
Fidelity NY Income is a party or by which Fidelity NY Income is bound
or result in the acceleration of any obligation or the imposition of
any penalty under any agreement, judgment, or decree to which Fidelity
NY Income is a party or is bound;
(f) The Statement of Assets and Liabilities, the Statement of
Operations, the Statement of Changes in Net Assets, Financial
Highlights, and the Schedule of Investments (including market values)
of Fidelity NY Income at January 31,1997, have been audited by Price
Waterhouse LLP, independent accountants, and have been furnished to
Spartan NY Income. Said Statement of Assets and Liabilities and
Schedule of Investments fairly present its financial position as of
such date and said Statement of Operations, Statement of Changes in
Net Assets, and Financial Highlights fairly reflect its results of
operations, changes in financial position, and financial highlights
for the periods covered thereby in conformity with generally accepted
accounting principles consistently applied;
(g) Fidelity NY Income has no known liabilities of a material nature,
contingent or otherwise, other than those shown as belonging to it on
its statement of assets and liabilities as of January 31, 1997 and
those incurred in the ordinary course of Fidelity NY Income's business
as an investment company since January 31, 1997;
(h) No consent, approval, authorization, or order of any court or
governmental authority is required for the consummation by Fidelity NY
Income of the transactions contemplated by this Agreement, except such
as have been obtained under the 1933 Act, the 1934 Act, the 1940 Act,
and state securities or blue sky laws (which term as used herein shall
include the District of Columbia and Puerto Rico);
(i) Fidelity NY Income has filed or will file all federal and state
tax returns which, to the knowledge of Fidelity NY Income's officers,
are required to be filed by Fidelity NY Income and has paid or will
pay all federal and state taxes shown to be due on said returns or
provision shall have been made for the payment thereof, and, to the
best of Fidelity NY Income's knowledge, no such return is currently
under audit and no assessment has been asserted with respect to such
returns;
(j) Fidelity NY Income has met the requirements of Subchapter M of
the Code for qualification and treatment as a regulated investment
company for all prior taxable years and intends to meet such
requirements for its current taxable year ending on January 31, 1998;
(k) As of the Closing Date, the shares of beneficial interest of
Fidelity NY Income to be issued to Spartan NY Income will have been
duly authorized and, when issued and delivered pursuant to this
Agreement, will be legally and validly issued and will be fully paid
and nonassessable (except as disclosed in the fund's Statement of
Additional Information) by Fidelity NY Income, and no shareholder of
Fidelity NY Income will have any preemptive right of subscription or
purchase in respect thereof;
(l) The execution, performance, and delivery of this Agreement will
have been duly authorized prior to the Closing Date by all necessary
corporate action on the part of Fidelity NY Income, and this Agreement
constitutes a valid and binding obligation of Fidelity NY Income
enforceable in accordance with its terms, subject to approval by the
shareholders of Spartan NY Income;
(m) The Registration Statement and the Proxy Statement, on the
effective date of the Registration Statement and insofar as they
relate to Fidelity NY Income, (i) will comply in all material respects
with the provisions of the 1933 Act, the 1934 Act, and the 1940 Act,
and the rules and regulations thereunder, and (ii) will not contain
any untrue statement of a material fact or omit to state a material
fact required to be stated therein or necessary to make the statements
therein not misleading; and at the time of the shareholders' meeting
referred to in Section 7 and on the Closing Date, the Prospectus, as
amended or supplemented, insofar as it relates to Fidelity NY Income,
will not contain any untrue statement of a material fact or omit to
state a material fact required to be stated therein or necessary to
make the statements therein not misleading;
(n) The issuance of the Fidelity NY Income Shares pursuant to this
Agreement will be in compliance with all applicable federal securities
laws; and
(o) All of the issued and outstanding shares of beneficial interest
of Fidelity NY Income have been offered for sale and sold in
conformity with the federal securities laws.
3. REORGANIZATION.
(a) Subject to the requisite approval of the shareholders of Spartan
NY Income and to the other terms and conditions contained herein,
Spartan NY Income agrees to assign, sell, convey, transfer, and
deliver to Fidelity NY Income as of the Closing Date all of the assets
of Spartan NY Income of every kind and nature existing on the Closing
Date. Fidelity NY Income agrees in exchange therefor: (i) to assume
all of Spartan NY Income's liabilities existing on or after the
Closing Date, whether or not determinable on the Closing Date, and
(ii) to issue and deliver to Spartan NY Income the number of full and
fractional shares of Fidelity NY Income having an aggregate net asset
value equal to the value of the assets of Spartan NY Income
transferred hereunder, less the value of the liabilities of Spartan NY
Income, determined as provided for under Section 4.
(b) The assets of Spartan NY Income to be acquired by Fidelity NY
Income shall include, without limitation, all cash, cash equivalents,
securities, receivables (including interest or dividends receivable),
claims, choses in action, and other property owned by Spartan NY
Income, and any deferred or prepaid expenses shown as an asset on the
books of Spartan NY Income on the Closing Date. Spartan NY Income will
pay or cause to be paid to Fidelity NY Income any dividend or interest
payments received by it on or after the Closing Date with respect to
the assets transferred to Fidelity NY Income hereunder, and Fidelity
NY Income will retain any dividend or interest payments received by it
after the Valuation Time with respect to the assets transferred
hereunder without regard to the payment date thereof.
(c) The liabilities of Spartan NY Income to be assumed by Fidelity NY
Income shall include (except as otherwise provided for herein) all of
Spartan NY Income's liabilities, debts, obligations, and duties, of
whatever kind or nature, whether absolute, accrued, contingent, or
otherwise, whether or not arising in the ordinary course of business,
whether or not determinable on the Closing Date, and whether or not
specifically referred to in this Agreement. Notwithstanding the
foregoing, Spartan NY Income agrees to use its best efforts to
discharge all of its known liabilities prior to the Closing Date,
other than liabilities incurred in the ordinary course of business.
(d) Pursuant to this Agreement, as soon after the Closing Date as is
conveniently practicable (the Liquidation Date), Spartan NY Income
will constructively distribute PRO RATA to its shareholders of record,
determined as of the Valuation Time on the Closing Date, the Fidelity
NY Income Shares in exchange for such shareholders' shares of
beneficial interest in Spartan NY Income and Spartan NY Income will be
liquidated in accordance with Spartan NY Income's Amended and Restated
Declaration of Trust. Such distribution shall be accomplished by the
funds' transfer agent opening accounts on Fidelity NY Income's share
transfer books in the names of the Spartan NY Income shareholders and
transferring the Fidelity NY Income Shares thereto. Each Spartan NY
Income shareholder's account shall be credited with the respective PRO
RATA number of full and fractional (rounded to the third decimal
place) Fidelity NY Income Shares due that shareholder. All outstanding
Spartan NY Income shares, including any represented by certificates,
shall simultaneously be canceled on Spartan NY Income's share transfer
records. Fidelity NY Income shall not issue certificates representing
the Fidelity NY Income Shares in connection with the Reorganization.
(e) Any reporting responsibility of Spartan NY Income is and shall
remain its responsibility up to and including the date on which it is
terminated.
(f) Any transfer taxes payable upon issuance of the Fidelity NY
Income Shares in a name other than that of the registered holder on
Spartan NY Income's books of the Spartan NY Income shares
constructively exchanged for the Fidelity NY Income Shares shall be
paid by the person to whom such Fidelity NY Income Shares are to be
issued, as a condition of such transfer.
4. VALUATION.
(a) The Valuation Time shall be 4:00 p.m. Eastern time on the Closing
Date, or such other date as may be mutually agreed upon in writing by
the parties hereto (the Valuation Time).
(b) As of the Closing Date, Fidelity NY Income will deliver to
Spartan NY Income the number of Fidelity NY Income Shares having an
aggregate net asset value equal to the value of the assets of Spartan
NY Income transferred hereunder less the liabilities of Spartan NY
Income, determined as provided in this Section 4.
(c) The net asset value per share of the Fidelity NY Income Shares to
be delivered to Spartan NY Income, the value of the assets of Spartan
NY Income transferred hereunder, and the value of the liabilities of
Spartan NY Income to be assumed hereunder shall in each case be
determined as of the Valuation Time.
(d) The net asset value per share of the Fidelity NY Income Shares
shall be computed in the manner set forth in the then-current Fidelity
NY Income Prospectus and Statement of Additional Information, and the
value of the assets and liabilities of Spartan NY Income shall be
computed in the manner set forth in the then-current Spartan NY Income
Prospectus and Statement of Additional Information.
(e) All computations pursuant to this Section shall be made by or
under the direction of Fidelity Service Company, Inc., a wholly owned
subsidiary of FMR Corp., in accordance with its regular practice as
pricing agent for Spartan NY Income and Fidelity NY Income, provided
that they do not exceed the fund's 0.55% expense cap in effect since
April 1, 1997.
5. FEES; EXPENSES.
(a) Pursuant to Spartan NY Income's all-inclusive management contract
with Fidelity Management & Research Company (FMR), FMR will pay all
fees and expenses, including legal, accounting, printing, filing, and
proxy solicitation expenses, portfolio transfer taxes (if any), or
other similar expenses incurred in connection with the transactions
contemplated by this Agreement (but not including costs incurred in
connection with the purchase or sale of portfolio securities). Any
expenses associated with the Reorganization which may be attributable
to Fidelity NY Income will be borne by Fidelity NY Income, provided
that they do not exceed the fund's 0.55% expense cap in effect since
April 1, 1997 (but not including costs incurred in connection with the
purchase or sale of portfolio securities).
(b) Each of Fidelity NY Income and Spartan NY Income represents that
there is no person who has dealt with it who by reason of such
dealings is entitled to any broker's or finder's or other similar fee
or commission arising out of the transactions contemplated by this
Agreement.
6. CLOSING DATE.
(a) The Reorganization, together with related acts necessary to
consummate the same (the Closing), unless otherwise provided herein,
shall occur at the principal office of the Trust, 82 Devonshire
Street, Boston, Massachusetts, as of the Valuation Time on January 8,
1998, or at some other time, date, and place agreed to by Spartan NY
Income and Fidelity NY Income (the Closing Date).
(b) In the event that on the Closing Date: (i) any of the markets for
securities held by the funds is closed to trading, or (ii) trading
thereon is restricted, or (iii) trading or the reporting of trading on
said market or elsewhere is disrupted, all so that accurate appraisal
of the total net asset value of Spartan NY Income and the net asset
value per share of Fidelity NY Income is impracticable, the Valuation
Time and the Closing Date shall be postponed until the first business
day after the day when such trading shall have been fully resumed and
such reporting shall have been restored, or such other date as the
parties may agree.
7. SHAREHOLDER MEETING AND TERMINATION OF SPARTAN NY INCOME.
(a) Spartan NY Income agrees to call a meeting of its shareholders
after the effective date of the Registration Statement, to consider
transferring its assets to Fidelity NY Income as herein provided,
adopting this Agreement, and authorizing the liquidation of Spartan NY
Income.
(b) Spartan NY Income agrees that as soon as reasonably practicable
after distribution of the Fidelity NY Income Shares, Spartan NY Income
shall be terminated as a series of Fidelity New York Municipal Trust
pursuant to its Amended and Restated Declaration of Trust, any further
actions shall be taken in connection therewith as required by
applicable law, and on and after the Closing Date Spartan NY Income
shall not conduct any business except in connection with its
liquidation and termination.
8. CONDITIONS TO OBLIGATIONS OF FIDELITY NY INCOME.
(a) That Spartan NY Income furnishes to Fidelity NY Income a
statement, dated as of the Closing Date, signed by an officer of
Fidelity New York Municipal Trust, certifying that as of the Valuation
Time and the Closing Date all representations and warranties of
Spartan NY Income made in this Agreement are true and correct in all
material respects and that Spartan NY Income has complied with all the
agreements and satisfied all the conditions on its part to be
performed or satisfied at or prior to such dates;
(b) That Spartan NY Income furnishes Fidelity NY Income with copies
of the resolutions, certified by an officer of Fidelity New York
Municipal Trust, evidencing the adoption of this Agreement and the
approval of the transactions contemplated herein by the requisite vote
of the holders of the outstanding shares of beneficial interest of
Spartan NY Income;
(c) That, on or prior to the Closing Date, Spartan NY Income will
declare one or more dividends or distributions which, together with
all previous such dividends or distributions attributable to its
current taxable year, shall have the effect of distributing to the
shareholders of Spartan NY Income substantially all of Spartan NY
Income's investment company taxable income and all of its net realized
capital gain, if any, as of the Closing Date;
(d) That Spartan NY Income shall deliver to Fidelity NY Income at the
Closing a statement of its assets and liabilities, together with a
list of its portfolio securities showing each such security's adjusted
tax basis and holding period by lot, with values determined as
provided in Section 4 of this Agreement, all as of the Valuation Time,
certified on Spartan NY Income's behalf by its Treasurer or Assistant
Treasurer;
(e) That Spartan NY Income's custodian shall deliver to Fidelity NY
Income a certificate identifying the assets of Spartan NY Income held
by such custodian as of the Valuation Time on the Closing Date and
stating that as of the Valuation Time: (i) the assets held by the
custodian will be transferred to Fidelity NY Income; (ii) Spartan NY
Income's assets have been duly endorsed in proper form for transfer in
such condition as to constitute good delivery thereof; and (iii) to
the best of the custodian's knowledge, all necessary taxes in
conjunction with the delivery of the assets, including all applicable
federal and state stock transfer stamps, if any, have been paid or
provision for payment has been made;
(f) That Spartan NY Income's transfer agent shall deliver to Fidelity
NY Income at the Closing a certificate setting forth the number of
shares of Spartan NY Income outstanding as of the Valuation Time and
the name and address of each holder of record of any such shares and
the number of shares held of record by each such shareholder;
(g) That Spartan NY Income calls a meeting of its shareholders to be
held after the effective date of the Registration Statement, to
consider transferring its assets to Fidelity NY Income as herein
provided, adopting this Agreement, and authorizing the liquidation and
termination of Spartan NY Income;
(h) That Spartan NY Income delivers to Fidelity NY Income a
certificate of an officer of Fidelity New York Municipal Trust, dated
as of the Closing Date, that there has been no material adverse change
in Spartan NY Income's financial position since January 31, 1997,
other than changes in the market value of its portfolio securities, or
changes due to net redemptions of its shares, dividends paid, or
losses from operations; and
(i) That all of the issued and outstanding shares of beneficial
interest of Spartan NY Income shall have been offered for sale and
sold in conformity with all applicable state securities laws and, to
the extent that any audit of the records of Spartan NY Income or its
transfer agent by Fidelity NY Income or its agents shall have revealed
otherwise, Spartan NY Income shall have taken all actions that in the
opinion of Fidelity NY Income are necessary to remedy any prior
failure on the part of Spartan NY Income to have offered for sale and
sold such shares in conformity with such laws.
9. CONDITIONS TO OBLIGATIONS OF SPARTAN NY INCOME.
(a) That Fidelity NY Income shall have executed and delivered to
Spartan NY Income an Assumption of Liabilities, certified by an
officer of Fidelity New York Municipal Trust, dated as of the Closing
Date pursuant to which Fidelity NY Income will assume all of the
liabilities of Spartan NY Income existing at the Valuation Time in
connection with the transactions contemplated by this Agreement;
(b) That Fidelity NY Income furnishes to Spartan NY Income a
statement, dated as of the Closing Date, signed by an officer of
Fidelity New York Municipal Trust, certifying that as of the Valuation
Time and the Closing Date all representations and warranties of
Fidelity NY Income made in this Agreement are true and correct in all
material respects, and Fidelity NY Income has complied with all the
agreements and satisfied all the conditions on its part to be
performed or satisfied at or prior to such dates; and
(c) That Spartan NY Income shall have received an opinion of
Kirkpatrick & Lockhart LLP, counsel to Spartan NY Income and Fidelity
NY Income, to the effect that the Fidelity NY Income Shares are duly
authorized and upon delivery to Spartan NY Income as provided in this
Agreement will be validly issued and will be fully paid and
nonassessable by Fidelity NY Income (except as disclosed in Fidelity
NY Income's Statement of Additional Information) and no shareholder of
Fidelity NY Income has any preemptive right of subscription or
purchase in respect thereof.
10. CONDITIONS TO OBLIGATIONS OF FIDELITY NY INCOME AND SPARTAN NY
INCOME.
(a) That this Agreement shall have been adopted and the transactions
contemplated herein shall have been approved by the requisite vote of
the holders of the outstanding shares of beneficial interest of
Spartan NY Income;
(b) That all consents of other parties and all other consents,
orders, and permits of federal, state, and local regulatory
authorities (including those of the Commission and of state Blue Sky
and securities authorities, including "no action" positions of such
federal or state authorities) deemed necessary by Fidelity NY Income
or Spartan NY Income to permit consummation, in all material respects,
of the transactions contemplated hereby shall have been obtained,
except where failure to obtain any such consent, order, or permit
would not involve a risk of a material adverse effect on the assets or
properties of Fidelity NY Income or Spartan NY Income, provided that
either party hereto may for itself waive any of such conditions;
(c) That all proceedings taken by either fund in connection with the
transactions contemplated by this Agreement and all documents
incidental thereto shall be satisfactory in form and substance to it
and its counsel, Kirkpatrick & Lockhart LLP;
(d) That there shall not be any material litigation pending with
respect to the matters contemplated by this Agreement;
(e) That the Registration Statement shall have become effective under
the 1933 Act, and no stop order suspending such effectiveness shall
have been instituted or, to the knowledge of Fidelity NY Income and
Spartan NY Income, threatened by the Commission; and
(f) That Fidelity NY Income and Spartan NY Income shall have received
an opinion of Kirkpatrick & Lockhart LLP satisfactory to Fidelity NY
Income and Spartan NY Income that for federal income tax purposes:
(i) The Reorganization will be a reorganization under section
368(a)(1)(C) of the Code, and Spartan NY Income and Fidelity NY Income
will each be parties to the Reorganization under section 368(b) of the
Code;
(ii) No gain or loss will be recognized by Spartan NY Income upon the
transfer of all of its assets to Fidelity NY Income in exchange solely
for the Fidelity NY Income Shares and the assumption of Spartan NY
Income's liabilities followed by the distribution of those Fidelity NY
Income Shares to the shareholders of Spartan NY Income in liquidation
of Spartan NY Income;
(iii) No gain or loss will be recognized by Fidelity NY Income on the
receipt of Spartan NY Income's assets in exchange solely for the
Fidelity NY Income Shares and the assumption of Spartan NY Income's
liabilities;
(iv) The basis of Spartan NY Income's assets in the hands of Fidelity
NY Income will be the same as the basis of such assets in Spartan NY
Income's hands immediately prior to the Reorganization;
(v) Fidelity NY Income's holding period in the assets to be received
from Spartan NY Income will include Spartan NY Income's holding period
in such assets;
(vi) A Spartan NY Income shareholder will recognize no gain or loss
on the exchange of his or her shares of beneficial interest in Spartan
NY Income for the Fidelity NY Income Shares in the Reorganization;
(vii) A Spartan NY Income shareholder's basis in the Fidelity NY
Income Shares to be received by him or her will be the same as his or
her basis in the Spartan NY Income shares exchanged therefor;
(viii) A Spartan NY Income shareholder's holding period for his or
her Fidelity NY Income Shares will include the holding period of
Spartan NY Income shares exchanged, provided that those Spartan NY
Income shares were held as capital assets on the date of the
Reorganization.
Notwithstanding anything herein to the contrary, each of Spartan NY
Income and Fidelity NY Income may not waive the conditions set forth
in this subsection 10(f).
11. COVENANTS OF FIDELITY NY INCOME AND SPARTAN NY INCOME.
(a) Fidelity NY Income and Spartan NY Income each covenants to
operate its respective business in the ordinary course between the
date hereof and the Closing Date, it being understood that such
ordinary course of business will include the payment of customary
dividends and distributions;
(b) Spartan NY Income covenants that it is not acquiring the Fidelity
NY Income Shares for the purpose of making any distribution other than
in accordance with the terms of this Agreement;
(c) Spartan NY Income covenants that it will assist Fidelity NY
Income in obtaining such information as Fidelity NY Income reasonably
requests concerning the beneficial ownership of Spartan NY Income's
shares; and
(d) Spartan NY Income covenants that its liquidation and termination
will be effected in the manner provided in its Amended and Restated
Declaration of Trust in accordance with applicable law and after the
Closing Date, Spartan NY Income will not conduct any business except
in connection with its liquidation and termination.
12. TERMINATION; WAIVER.
Fidelity NY Income and Spartan NY Income may terminate this Agreement
by mutual agreement. In addition, either Fidelity NY Income or Spartan
NY Income may at its option terminate this Agreement at or prior to
the Closing Date because:
(i) of a material breach by the other of any representation,
warranty, or agreement contained herein to be performed at or prior to
the Closing Date; or
(ii) a condition herein expressed to be precedent to the obligations
of the terminating party has not been met and it reasonably appears
that it will not or cannot be met.
In the event of any such termination, there shall be no liability for
damages on the part of Spartan NY Income or Fidelity NY Income, or
their respective Trustees or officers.
13. SOLE AGREEMENT; AMENDMENTS; WAIVERS; SURVIVAL OF WARRANTIES.
(a) This Agreement supersedes all previous correspondence and oral
communications between the parties regarding the subject matter
hereof, constitutes the only understanding with respect to such
subject matter, may not be changed except by a letter of agreement
signed by each party hereto and shall be construed in accordance with
and governed by the laws of the Commonwealth of Massachusetts.
(b) This Agreement may be amended, modified, or supplemented in such
manner as may be mutually agreed upon in writing by the respective
President, any Vice President, or Treasurer of Fidelity NY Income or
Spartan NY Income; provided, however, that following the shareholders'
meeting called by Spartan NY Income pursuant to Section 7 of this
Agreement, no such amendment may have the effect of changing the
provisions for determining the number of Fidelity NY Income Shares to
be paid to Spartan NY Income shareholders under this Agreement to the
detriment of such shareholders without their further approval.
(c) Either fund may waive any condition to its obligations hereunder,
provided that such waiver does not have any material adverse effect on
the interests of such fund's shareholders.
The representations, warranties, and covenants contained in the
Agreement, or in any document delivered pursuant hereto or in
connection herewith, shall survive the consummation of the
transactions contemplated hereunder.
14. DECLARATIONS OF TRUST.
A copy of each fund's Declaration of Trust, as restated and amended,
is on file with the Secretary of State of the Commonwealth of
Massachusetts, and notice is hereby given that this instrument is
executed on behalf of the Trustees of each fund as trustees and not
individually and that the obligations of each fund under this
instrument are not binding upon any of such fund's Trustees, officers,
or shareholders individually but are binding only upon the assets and
property of such fund. Each fund agrees that its obligations hereunder
apply only to such fund and not to its shareholders individually or to
the Trustees of such fund.
15. ASSIGNMENT.
This Agreement shall bind and inure to the benefit of the parties
hereto and their respective successors and assigns, but no assignment
or transfer of any rights or obligations hereunder shall be made by
any party without the written consent of the other parties. Nothing
herein expressed or implied is intended or shall be construed to
confer upon or give any person, firm, or corporation other than the
parties hereto and their respective successors and assigns any rights
or remedies under or by reason of this Agreement.
This Agreement may be executed in any number of counterparts, each of
which, when executed and delivered, shall be deemed to be an original.
IN WITNESS WHEREOF, each of the parties hereto has caused this
Agreement to be executed by an appropriate officer.
SIGNATURE LINES OMITTED
EXHIBIT 2
FORM OF
AGREEMENT AND PLAN OF REORGANIZATION
THIS AGREEMENT AND PLAN OF REORGANIZATION (the Agreement) is made as
of the 20th day of October 1997, by and between Spartan New York
Intermediate Municipal Income Fund (Spartan NY Intermediate) and
Fidelity New York Municipal Income Fund (Fidelity NY Income), funds of
Fidelity New York Municipal Trust (the trust). The trust is a duly
organized business trust under the laws of the Commonwealth of
Massachusetts with its principal place of business at 82 Devonshire
Street, Boston, Massachusetts 02109. Spartan NY Intermediate and
Fidelity NY Income may be referred to herein collectively as the
"funds" or each individually as the "fund."
This Agreement is intended to be, and is adopted as, a plan of
reorganization within the meaning of Section 368(a)(1)(C) of the
Internal Revenue Code of 1986, as amended (the Code). The
reorganization will comprise: (a) the transfer of all of the assets of
Spartan NY Intermediate to Fidelity NY Income solely in exchange for
shares of beneficial interest in Fidelity NY Income (the Fidelity NY
Income Shares) and the assumption by Fidelity NY Income of Spartan NY
Intermediate's liabilities; and (b) the constructive distribution of
such shares by Spartan NY Intermediate PRO RATA to its shareholders in
complete liquidation and termination of Spartan NY Intermediate in
exchange for all of Spartan NY Intermediate's outstanding shares.
Spartan NY Intermediate shall receive shares of Fidelity NY Income
having an aggregate net asset value equal to the value of the assets
of Spartan NY Intermediate on the Closing Date (as defined in Section
6), which Spartan NY Intermediate shall then distribute PRO RATA to
its shareholders. The foregoing transactions are referred to herein as
the "Reorganization."
In consideration of the mutual promises and subject to the terms and
conditions herein, the parties covenant and agree as follows:
1. REPRESENTATIONS AND WARRANTIES OF SPARTAN NY INTERMEDIATE.
Spartan NY Intermediate represents and warrants to and agrees with
Fidelity NY Income that:
(a) Spartan NY Intermediate is a series of Fidelity New York
Municipal Trust, a business trust duly organized, validly existing,
and in good standing under the laws of the Commonwealth of
Massachusetts, and has the power to own all of its properties and
assets and to carry out its obligations under this Agreement. It has
all necessary federal, state, and local authorizations to carry on its
business as now being conducted and to carry out this Agreement;
(b) Fidelity New York Municipal Trust is an open-end, management
investment company duly registered under the Investment Company Act of
1940, as amended (the 1940 Act), and such registration is in full
force and effect;
(c) The Prospectus and Statement of Additional Information of Spartan
NY Intermediate (both dated March 31, 1997 with a Prospectus
supplement dated June 20, 1997 and a Statement of Additional
Information supplement dated May 1, 1997), previously furnished to
Fidelity NY Income, did not and do not contain any untrue statement of
a material fact or omit to state a material fact required to be stated
therein or necessary to make the statements therein not misleading;
(d) There are no material legal, administrative, or other proceedings
pending or, to the knowledge of Spartan NY Intermediate, threatened
against Spartan NY Intermediate which assert liability on the part of
Spartan NY Intermediate. Spartan NY Intermediate knows of no facts
which might form the basis for the institution of such proceedings;
(e) Spartan NY Intermediate is not in, and the execution, delivery,
and performance of this Agreement will not result in, violation of any
provision of its Amended and Restated Declaration of Trust or By-laws,
or, to the knowledge of Spartan NY Intermediate, of any agreement,
indenture, instrument, contract, lease, or other undertaking to which
Spartan NY Intermediate is a party or by which Spartan NY Intermediate
is bound or result in the acceleration of any obligation or the
imposition of any penalty under any agreement, judgment or decree to
which Spartan NY Intermediate is a party or is bound;
(f) The Statement of Assets and Liabilities, the Statement of
Operations, the Statement of Changes in Net Assets, Financial
Highlights, and the Schedule of Investments (including market values)
of Spartan NY Intermediate at January 31, 1997, have been audited by
Price Waterhouse LLP, independent accountants, and have been furnished
to Fidelity NY Income. Said Statement of Assets and Liabilities and
Schedule of Investments fairly present the fund's financial position
as of such date and said Statement of Operations, Statement of Changes
in Net Assets, and Financial Highlights fairly reflect its results of
operations, changes in financial position, and financial highlights
for the periods covered thereby in conformity with generally accepted
accounting principles consistently applied;
(g) Spartan NY Intermediate has no known liabilities of a material
nature, contingent or otherwise, other than those shown as belonging
to it on its statement of assets and liabilities as of January 31,
1997 and those incurred in the ordinary course of Spartan NY
Intermediate's business as an investment company since January 31,
1997;
(h) The registration statement (Registration Statement) filed with
the Securities and Exchange Commission (Commission) by Fidelity New
York Municipal Trust on Form N-14 relating to the shares of Fidelity
NY Income issuable hereunder and the proxy statement of Spartan NY
Intermediate included therein (Proxy Statement), on the effective date
of the Registration Statement and insofar as they relate to Spartan NY
Intermediate (i) comply in all material respects with the provisions
of the Securities Act of 1933, as amended (the 1933 Act), the
Securities Exchange Act of 1934, as amended (the 1934 Act), and the
1940 Act, and the rules and regulations thereunder, and (ii) do not
contain any untrue statement of a material fact or omit to state a
material fact required to be stated therein or necessary to make the
statements therein not misleading; and at the time of the
shareholders' meeting referred to in Section 7 and on the Closing
Date, the prospectus contained in the Registration Statement of which
the Proxy Statement is a part (the Prospectus), as amended or
supplemented, insofar as it relates to Spartan NY Intermediate, does
not contain any untrue statement of a material fact or omit to state a
material fact required to be stated therein or necessary to make the
statements therein not misleading;
(i) All material contracts and commitments of Spartan NY Intermediate
(other than this Agreement) will be terminated without liability to
Spartan NY Intermediate prior to the Closing Date (other than those
made in connection with redemptions of shares and the purchase and
sale of portfolio securities made in the ordinary course of business);
(j) No consent, approval, authorization, or order of any court or
governmental authority is required for the consummation by Spartan NY
Intermediate of the transactions contemplated by this Agreement,
except such as have been obtained under the 1933 Act, the 1934 Act,
the 1940 Act, and state securities or blue sky laws (which term as
used herein shall include the District of Columbia and Puerto Rico);
(k) Spartan NY Intermediate has filed or will file all federal and
state tax returns which, to the knowledge of Spartan NY Intermediate's
officers, are required to be filed by Spartan NY Intermediate and has
paid or will pay all federal and state taxes shown to be due on said
returns or provision shall have been made for the payment thereof,
and, to the best of Spartan NY Intermediate's knowledge, no such
return is currently under audit and no assessment has been asserted
with respect to such returns;
(l) Spartan NY Intermediate has met the requirements of Subchapter M
of the Code for qualification and treatment as a regulated investment
company for all prior taxable years and intends to meet such
requirements for its current taxable year ending on the Closing Date;
(m) All of the issued and outstanding shares of Spartan NY
Intermediate are, and at the Closing Date will be, duly and validly
issued and outstanding and fully paid and nonassessable as a matter of
Massachusetts law (except as disclosed in the fund's Statement of
Additional Information), and have been offered for sale and in
conformity with all applicable federal securities laws. All of the
issued and outstanding shares of Spartan NY Intermediate will, at the
Closing Date, be held by the persons and in the amounts set forth in
the list of shareholders submitted to Fidelity NY Income in accordance
with this Agreement;
(n) As of both the Valuation Time (as defined in Section 4) and the
Closing Date, Spartan NY Intermediate will have the full right, power,
and authority to sell, assign, transfer, and deliver its portfolio
securities and any other assets of Spartan NY Intermediate to be
transferred to Fidelity NY Income pursuant to this Agreement. As of
the Closing Date, subject only to the delivery of Spartan NY
Intermediate's portfolio securities and any such other assets as
contemplated by this Agreement, Fidelity NY Income will acquire
Spartan NY Intermediate's portfolio securities and any such other
assets subject to no encumbrances, liens, or security interests
(except for those that may arise in the ordinary course and are
disclosed to Fidelity NY Income) and without any restrictions upon the
transfer thereof; and
(o) The execution, performance, and delivery of this Agreement will
have been duly authorized prior to the Closing Date by all necessary
corporate action on the part of Spartan NY Intermediate, and this
Agreement constitutes a valid and binding obligation of Spartan NY
Intermediate enforceable in accordance with its terms, subject to
shareholder approval.
2. REPRESENTATIONS AND WARRANTIES OF FIDELITY NY INCOME.
Fidelity NY Income represents and warrants to and agrees with Spartan
NY Intermediate that:
(a) Fidelity NY Income is a series of Fidelity New York Municipal
Trust, a business trust duly organized, validly existing, and in good
standing under the laws of the Commonwealth of Massachusetts, and has
the power to own all of its properties and assets and to carry out its
obligations under this Agreement. It has all necessary federal, state,
and local authorizations to carry on its business as now being
conducted and to carry out this Agreement;
(b) Fidelity New York Municipal Trust is an open-end, management
investment company duly registered under the 1940 Act, and such
registration is in full force and effect;
(c) The Prospectus and Statement of Additional Information of
Fidelity NY Income (both dated March 31, 1997 with a Prospectus
supplement dated June 20, 1997 and a Statement of Additional
Information supplement dated May 1, 1997), previously furnished to
Spartan NY Intermediate did not and do not contain any untrue
statement of a material fact or omit to state a material fact required
to be stated therein or necessary to make the statements therein not
misleading;
(d) There are no material legal, administrative, or other proceedings
pending or, to the knowledge of Fidelity NY Income, threatened against
Fidelity NY Income which assert liability on the part of Fidelity NY
Income. Fidelity NY Income knows of no facts which might form the
basis for the institution of such proceedings;
(e) Fidelity NY Income is not in, and the execution, delivery, and
performance of this Agreement will not result in, violation of any
provision of its Amended and Restated Declaration of Trust or By-laws,
or, to the knowledge of Fidelity NY Income, of any agreement,
indenture, instrument, contract, lease, or other undertaking to which
Fidelity NY Income is a party or by which Fidelity NY Income is bound
or result in the acceleration of any obligation or the imposition of
any penalty under any agreement, judgment, or decree to which Fidelity
NY Income is a party or is bound;
(f) The Statement of Assets and Liabilities, the Statement of
Operations, the Statement of Changes in Net Assets, Financial
Highlights, and the Schedule of Investments (including market values)
of Fidelity NY Income at January 31, 1997, have been audited by Price
Waterhouse LLP, independent accountants, and have been furnished to
Spartan NY Intermediate. Said Statement of Assets and Liabilities and
Schedule of Investments fairly present its financial position as of
such date and said Statement of Operations, Statement of Changes in
Net Assets, and Financial Highlights fairly reflect its results of
operations, changes in financial position, and financial highlights
for the periods covered thereby in conformity with generally accepted
accounting principles consistently applied;
(g) Fidelity NY Income has no known liabilities of a material nature,
contingent or otherwise, other than those shown as belonging to it on
its statement of assets and liabilities as of January 31, 1997 and
those incurred in the ordinary course of Fidelity NY Income's business
as an investment company since January 31, 1997;
(h) No consent, approval, authorization, or order of any court or
governmental authority is required for the consummation by Fidelity NY
Income of the transactions contemplated by this Agreement, except such
as have been obtained under the 1933 Act, the 1934 Act, the 1940 Act,
and state securities or blue sky laws (which term as used herein shall
include the District of Columbia and Puerto Rico);
(i) Fidelity NY Income has filed or will file all federal and state
tax returns which, to the knowledge of Fidelity NY Income's officers,
are required to be filed by Fidelity NY Income and has paid or will
pay all federal and state taxes shown to be due on said returns or
provision shall have been made for the payment thereof, and, to the
best of Fidelity NY Income's knowledge, no such return is currently
under audit and no assessment has been asserted with respect to such
returns;
(j) Fidelity NY Income has met the requirements of Subchapter M of
the Code for qualification and treatment as a regulated investment
company for all prior taxable years and intends to meet such
requirements for its current taxable year ending on January 31, 1998;
(k) As of the Closing Date, the shares of beneficial interest of
Fidelity NY Income to be issued to Spartan NY Intermediate will have
been duly authorized and, when issued and delivered pursuant to this
Agreement, will be legally and validly issued and will be fully paid
and nonassessable (except as disclosed in the fund's Statement of
Additional Information) by Fidelity NY Income, and no shareholder of
Fidelity NY Income will have any preemptive right of subscription or
purchase in respect thereof;
(l) The execution, performance, and delivery of this Agreement will
have been duly authorized prior to the Closing Date by all necessary
corporate action on the part of Fidelity NY Income, and this Agreement
constitutes a valid and binding obligation of Fidelity NY Income
enforceable in accordance with its terms, subject to approval by the
shareholders of Spartan NY Intermediate;
(m) The Registration Statement and the Proxy Statement, on the
effective date of the Registration Statement and insofar as they
relate to Fidelity NY Income, (i) will comply in all material respects
with the provisions of the 1933 Act, the 1934 Act, and the 1940 Act,
and the rules and regulations thereunder, and (ii) will not contain
any untrue statement of a material fact or omit to state a material
fact required to be stated therein or necessary to make the statements
therein not misleading; and at the time of the shareholders' meeting
referred to in Section 7 and on the Closing Date, the Prospectus, as
amended or supplemented, insofar as it relates to Fidelity NY Income,
will not contain any untrue statement of a material fact or omit to
state a material fact required to be stated therein or necessary to
make the statements therein not misleading;
(n) The issuance of the Fidelity NY Income Shares pursuant to this
Agreement will be in compliance with all applicable federal securities
laws; and
(o) All of the issued and outstanding shares of beneficial interest
of Fidelity NY Income have been offered for sale and sold in
conformity with the federal securities laws.
3. REORGANIZATION.
(a) Subject to the requisite approval of the shareholders of Spartan
NY Intermediate and to the other terms and conditions contained
herein, Spartan NY Intermediate agrees to assign, sell, convey,
transfer, and deliver to Fidelity NY Income as of the Closing Date all
of the assets of Spartan NY Intermediate of every kind and nature
existing on the Closing Date. Fidelity NY Income agrees in exchange
therefor: (i) to assume all of Spartan NY Intermediate's liabilities
existing on or after the Closing Date, whether or not determinable on
the Closing Date, and (ii) to issue and deliver to Spartan NY
Intermediate the number of full and fractional shares of Fidelity NY
Income having an aggregate net asset value equal to the value of the
assets of Spartan NY Intermediate transferred hereunder, less the
value of the liabilities of Spartan NY Intermediate, determined as
provided for under Section 4.
(b) The assets of Spartan NY Intermediate to be acquired by Fidelity
NY Income shall include, without limitation, all cash, cash
equivalents, securities, receivables (including interest or dividends
receivable), claims, choses in action, and other property owned by
Spartan NY Intermediate, and any deferred or prepaid expenses shown as
an asset on the books of Spartan NY Intermediate on the Closing Date.
Spartan NY Intermediate will pay or cause to be paid to Fidelity NY
Income any dividend or interest payments received by it on or after
the Closing Date with respect to the assets transferred to Fidelity NY
Income hereunder, and Fidelity NY Income will retain any dividend or
interest payments received by it after the Valuation Time with respect
to the assets transferred hereunder without regard to the payment date
thereof.
(c) The liabilities of Spartan NY Intermediate to be assumed by
Fidelity NY Income shall include (except as otherwise provided for
herein) all of Spartan NY Intermediate's liabilities, debts,
obligations, and duties, of whatever kind or nature, whether absolute,
accrued, contingent, or otherwise, whether or not arising in the
ordinary course of business, whether or not determinable on the
Closing Date, and whether or not specifically referred to in this
Agreement. Notwithstanding the foregoing, Spartan NY Intermediate
agrees to use its best efforts to discharge all of its known
liabilities prior to the Closing Date, other than liabilities incurred
in the ordinary course of business.
(d) Pursuant to this Agreement, as soon after the Closing Date as is
conveniently practicable (the Liquidation Date), Spartan NY
Intermediate will constructively distribute PRO RATA to its
shareholders of record, determined as of the Valuation Time on the
Closing Date, the Fidelity NY Income Shares in exchange for such
shareholders' shares of beneficial interest in Spartan NY Intermediate
and Spartan NY Intermediate will be liquidated in accordance with
Spartan NY Intermediate's Amended and Restated Declaration of Trust.
Such distribution shall be accomplished by the funds' transfer agent
opening accounts on Fidelity NY Income's share transfer books in the
names of the Spartan NY Intermediate shareholders and transferring the
Fidelity NY Income Shares thereto. Each Spartan NY Intermediate
shareholder's account shall be credited with the respective PRO RATA
number of full and fractional (rounded to the third decimal place)
Fidelity NY Income Shares due that shareholder. All outstanding
Spartan NY Intermediate shares, including any represented by
certificates, shall simultaneously be canceled on Spartan NY
Intermediate's share transfer records. Fidelity NY Income shall not
issue certificates representing the Fidelity NY Income Shares in
connection with the Reorganization.
(e) Any reporting responsibility of Spartan NY Intermediate is and
shall remain its responsibility up to and including the date on which
it is terminated.
(f) Any transfer taxes payable upon issuance of the Fidelity NY
Income Shares in a name other than that of the registered holder on
Spartan NY Intermediate's books of the Spartan NY Intermediate shares
constructively exchanged for the Fidelity NY Income Shares shall be
paid by the person to whom such Fidelity NY Income Shares are to be
issued, as a condition of such transfer.
4. VALUATION.
(a) The Valuation Time shall be 4:00 p.m. Eastern time on the Closing
Date, or such other date as may be mutually agreed upon in writing by
the parties hereto (the Valuation Time).
(b) As of the Closing Date, Fidelity NY Income will deliver to
Spartan NY Intermediate the number of Fidelity NY Income Shares having
an aggregate net asset value equal to the value of the assets of
Spartan NY Intermediate transferred hereunder less the liabilities of
Spartan NY Intermediate, determined as provided in this Section 4.
(c) The net asset value per share of the Fidelity NY Income Shares to
be delivered to Spartan NY Intermediate, the value of the assets of
Spartan NY Intermediate transferred hereunder, and the value of the
liabilities of Spartan NY Intermediate to be assumed hereunder shall
in each case be determined as of the Valuation Time.
(d) The net asset value per share of the Fidelity NY Income Shares
shall be computed in the manner set forth in the then-current Fidelity
NY Income Prospectus and Statement of Additional Information, and the
value of the assets and liabilities of Spartan NY Intermediate shall
be computed in the manner set forth in the then-current Spartan NY
Intermediate Prospectus and Statement of Additional Information.
(e) All computations pursuant to this Section shall be made by or
under the direction of Fidelity Service Company, Inc., a wholly owned
subsidiary of FMR Corp., in accordance with its regular practice as
pricing agent for Spartan NY Intermediate and Fidelity NY Income.
5. FEES; EXPENSES.
(a) Pursuant to Spartan NY Intermediate's all-inclusive management
contract with Fidelity Management & Research Company (FMR), FMR will
pay all fees and expenses, including legal, accounting, printing,
filing, and proxy solicitation expenses, portfolio transfer taxes (if
any), or other similar expenses incurred in connection with the
transactions contemplated by this Agreement (but not including costs
incurred in connection with the purchase or sale of portfolio
securities). Any expenses associated with the Reorganization which may
be attributable to Fidelity NY Income will be borne by Fidelity NY
Income, provided that they do not exceed the fund's 0.55% expense cap
in effect since April 1, 1997 (but not including costs incurred in
connection with the purchase or sale of portfolio securities).
(b) Each of Fidelity NY Income and Spartan NY Intermediate represents
that there is no person who has dealt with it who by reason of such
dealings is entitled to any broker's or finder's or other similar fee
or commission arising out of the transactions contemplated by this
Agreement.
6. CLOSING DATE.
(a) The Reorganization, together with related acts necessary to
consummate the same (the Closing), unless otherwise provided herein,
shall occur at the principal office of the Trust, 82 Devonshire
Street, Boston, Massachusetts, as of the Valuation Time on January 15,
1998, or at some other time, date, and place agreed to by Spartan NY
Intermediate and Fidelity NY Income (the Closing Date).
(b) In the event that on the Closing Date: (i) any of the markets for
securities held by the funds is closed to trading, or (ii) trading
thereon is restricted, or (iii) trading or the reporting of trading on
said market or elsewhere is disrupted, all so that accurate appraisal
of the total net asset value of Spartan NY Intermediate and the net
asset value per share of Fidelity NY Income is impracticable, the
Valuation Time and the Closing Date shall be postponed until the first
business day after the day when such trading shall have been fully
resumed and such reporting shall have been restored, or such other
date as the parties may agree.
7. SHAREHOLDER MEETING AND TERMINATION OF SPARTAN NY INTERMEDIATE.
(a) Spartan NY Intermediate agrees to call a meeting of its
shareholders after the effective date of the Registration Statement,
to consider transferring its assets to Fidelity NY Income as herein
provided, adopting this Agreement, and authorizing the liquidation of
Spartan NY Intermediate.
(b) Spartan NY Intermediate agrees that as soon as reasonably
practicable after distribution of the Fidelity NY Income Shares,
Spartan NY Intermediate shall be terminated as a series of Fidelity
New York Municipal Trust pursuant to its Amended and Restated
Declaration of Trust, any further actions shall be taken in connection
therewith as required by applicable law, and on and after the Closing
Date Spartan NY Intermediate shall not conduct any business except in
connection with its liquidation and termination.
8. CONDITIONS TO OBLIGATIONS OF FIDELITY NY INCOME.
(a) That Spartan NY Intermediate furnishes to Fidelity NY Income a
statement, dated as of the Closing Date, signed by an officer of
Fidelity New York Municipal Trust, certifying that as of the Valuation
Time and the Closing Date all representations and warranties of
Spartan NY Intermediate made in this Agreement are true and correct in
all material respects and that Spartan NY Intermediate has complied
with all the agreements and satisfied all the conditions on its part
to be performed or satisfied at or prior to such dates;
(b) That Spartan NY Intermediate furnishes Fidelity NY Income with
copies of the resolutions, certified by an officer of Fidelity New
York Municipal Trust, evidencing the adoption of this Agreement and
the approval of the transactions contemplated herein by the requisite
vote of the holders of the outstanding shares of beneficial interest
of Spartan NY Intermediate;
(c) That, on or prior to the Closing Date, Spartan NY Intermediate
will declare one or more dividends or distributions which, together
with all previous such dividends or distributions attributable to its
current taxable year, shall have the effect of distributing to the
shareholders of Spartan NY Intermediate substantially all of Spartan
NY Intermediate's investment company taxable income and all of its net
realized capital gain, if any, as of the Closing Date;
(d) That Spartan NY Intermediate shall deliver to Fidelity NY Income
at the Closing a statement of its assets and liabilities, together
with a list of its portfolio securities showing each such security's
adjusted tax basis and holding period by lot, with values determined
as provided in Section 4 of this Agreement, all as of the Valuation
Time, certified on Spartan NY Intermediate's behalf by its Treasurer
or Assistant Treasurer;
(e) That Spartan NY Intermediate's custodian shall deliver to
Fidelity NY Income a certificate identifying the assets of Spartan NY
Intermediate held by such custodian as of the Valuation Time on the
Closing Date and stating that as of the Valuation Time: (i) the assets
held by the custodian will be transferred to Fidelity NY Income; (ii)
Spartan NY Intermediate's assets have been duly endorsed in proper
form for transfer in such condition as to constitute good delivery
thereof; and (iii) to the best of the custodian's knowledge, all
necessary taxes in conjunction with the delivery of the assets,
including all applicable federal and state stock transfer stamps, if
any, have been paid or provision for payment has been made;
(f) That Spartan NY Intermediate's transfer agent shall deliver to
Fidelity NY Income at the Closing a certificate setting forth the
number of shares of Spartan NY Intermediate outstanding as of the
Valuation Time and the name and address of each holder of record of
any such shares and the number of shares held of record by each such
shareholder;
(g) That Spartan NY Intermediate calls a meeting of its shareholders
to be held after the effective date of the Registration Statement, to
consider transferring its assets to Fidelity NY Income as herein
provided, adopting this Agreement, and authorizing the liquidation and
termination of Spartan NY Intermediate;
(h) That Spartan NY Intermediate delivers to Fidelity NY Income a
certificate of an officer of Fidelity New York Municipal Trust, dated
as of the Closing Date, that there has been no material adverse change
in Spartan NY Intermediate's financial position since January 31,
1997, other than changes in the market value of its portfolio
securities, or changes due to net redemptions of its shares, dividends
paid, or losses from operations; and
(i) That all of the issued and outstanding shares of beneficial
interest of Spartan NY Intermediate shall have been offered for sale
and sold in conformity with all applicable state securities laws and,
to the extent that any audit of the records of Spartan NY Intermediate
or its transfer agent by Fidelity NY Income or its agents shall have
revealed otherwise, Spartan NY Intermediate shall have taken all
actions that in the opinion of Fidelity NY Income are necessary to
remedy any prior failure on the part of Spartan NY Intermediate to
have offered for sale and sold such shares in conformity with such
laws.
9. CONDITIONS TO OBLIGATIONS OF SPARTAN NY INTERMEDIATE.
(a) That Fidelity NY Income shall have executed and delivered to
Spartan NY Intermediate an Assumption of Liabilities, certified by an
officer of Fidelity New York Municipal Trust, dated as of the Closing
Date pursuant to which Fidelity NY Income will assume all of the
liabilities of Spartan NY Intermediate existing at the Valuation Time
in connection with the transactions contemplated by this Agreement;
(b) That Fidelity NY Income furnishes to Spartan NY Intermediate a
statement, dated as of the Closing Date, signed by an officer of
Fidelity New York Municipal Trust, certifying that as of the Valuation
Time and the Closing Date all representations and warranties of
Fidelity NY Income made in this Agreement are true and correct in all
material respects, and Fidelity NY Income has complied with all the
agreements and satisfied all the conditions on its part to be
performed or satisfied at or prior to such dates; and
(c) That Spartan NY Intermediate shall have received an opinion of
Kirkpatrick & Lockhart LLP, counsel to Spartan NY Intermediate and
Fidelity NY Income, to the effect that the Fidelity NY Income Shares
are duly authorized and upon delivery to Spartan NY Intermediate as
provided in this Agreement will be validly issued and will be fully
paid and nonassessable by Fidelity NY Income (except as disclosed in
Fidelity NY Income Statement of Additional Information) and no
shareholder of Fidelity NY Income has any preemptive right of
subscription or purchase in respect thereof.
10. CONDITIONS TO OBLIGATIONS OF FIDELITY NY INCOME AND SPARTAN NY
INTERMEDIATE.
(a)That this Agreement shall have been adopted and the transactions
contemplated herein shall have been approved by the requisite vote of
the holders of the outstanding shares of beneficial interest of
Spartan NY Intermediate;
(b) That all consents of other parties and all other consents,
orders, and permits of federal, state, and local regulatory
authorities (including those of the Commission and of state Blue Sky
and securities authorities, including "no action" positions of such
federal or state authorities) deemed necessary by Fidelity NY Income
or Spartan NY Intermediate to permit consummation, in all material
respects, of the transactions contemplated hereby shall have been
obtained, except where failure to obtain any such consent, order, or
permit would not involve a risk of a material adverse effect on the
assets or properties of Fidelity NY Income or Spartan NY Intermediate,
provided that either party hereto may for itself waive any of such
conditions;
(c) That all proceedings taken by either fund in connection with the
transactions contemplated by this Agreement and all documents
incidental thereto shall be satisfactory in form and substance to it
and its counsel, Kirkpatrick & Lockhart LLP;
(d) That there shall not be any material litigation pending with
respect to the matters contemplated by this Agreement;
(e) That the Registration Statement shall have become effective under
the 1933 Act, and no stop order suspending such effectiveness shall
have been instituted or, to the knowledge of Fidelity NY Income and
Spartan NY Intermediate, threatened by the Commission; and
(f) That Fidelity NY Income and Spartan NY Intermediate shall have
received an opinion of Kirkpatrick & Lockhart LLP satisfactory to
Fidelity NY Income and Spartan NY Intermediate that for federal income
tax purposes:
(i) The Reorganization will be a reorganization under section
368(a)(1)(C) of the Code, and Spartan NY Intermediate and Fidelity NY
Income will each be parties to the Reorganization under section 368(b)
of the Code;
(ii) No gain or loss will be recognized by Spartan NY Intermediate
upon the transfer of all of its assets to Fidelity NY Income in
exchange solely for the Fidelity NY Income Shares and the assumption
of Spartan NY Intermediate's liabilities followed by the distribution
of those Fidelity NY Income Shares to the shareholders of Spartan NY
Intermediate in liquidation of Spartan NY Intermediate;
(iii) No gain or loss will be recognized by Fidelity NY Income on
the receipt of Spartan NY Intermediate's assets in exchange solely for
the Fidelity NY Income Shares and the assumption of Spartan NY
Intermediate's liabilities;
(iv) The basis of Spartan NY Intermediate's assets in the hands of
Fidelity NY Income will be the same as the basis of such assets in
Spartan NY Intermediate's hands immediately prior to the
Reorganization;
(v) Fidelity NY Income's holding period in the assets to be received
from Spartan NY Intermediate will include Spartan NY Intermediate's
holding period in such assets;
(vi) A Spartan NY Intermediate shareholder will recognize no gain or
loss on the exchange of his or her shares of beneficial interest in
Spartan NY Intermediate for the Fidelity NY Income Shares in the
Reorganization;
(vii) A Spartan NY Intermediate shareholder's basis in the Fidelity
NY Income Shares to be received by him or her will be the same as his
or her basis in the Spartan NY Intermediate shares exchanged therefor;
(viii) A Spartan NY Intermediate shareholder's holding period for
his or her Fidelity NY Income Shares will include the holding period
of Spartan NY Intermediate shares exchanged, provided that those
Spartan NY Intermediate shares were held as capital assets on the date
of the Reorganization.
Notwithstanding anything herein to the contrary, each of Spartan NY
Intermediate and Fidelity NY Income may not waive the conditions set
forth in this subsection 10(f).
11. COVENANTS OF FIDELITY NY INCOME AND SPARTAN NY INTERMEDIATE.
(a) Fidelity NY Income and Spartan NY Intermediate each covenants to
operate its respective business in the ordinary course between the
date hereof and the Closing Date, it being understood that such
ordinary course of business will include the payment of customary
dividends and distributions;
(b) Spartan NY Intermediate covenants that it is not acquiring the
Fidelity NY Income Shares for the purpose of making any distribution
other than in accordance with the terms of this Agreement;
(c) Spartan NY Intermediate covenants that it will assist Fidelity NY
Income in obtaining such information as Fidelity NY Income reasonably
requests concerning the beneficial ownership of Spartan NY
Intermediate's shares; and
(d) Spartan NY Intermediate covenants that its liquidation and
termination will be effected in the manner provided in its Amended and
Restated Declaration of Trust in accordance with applicable law and
after the Closing Date, Spartan NY Intermediate will not conduct any
business except in connection with its liquidation and termination.
12. TERMINATION; WAIVER.
Fidelity NY Income and Spartan NY Intermediate may terminate this
Agreement by mutual agreement. In addition, either Fidelity NY Income
or Spartan NY Intermediate may at its option terminate this Agreement
at or prior to the Closing Date because:
(i) of a material breach by the other of any representation,
warranty, or agreement contained herein to be performed at or prior to
the Closing Date; or
(ii) a condition herein expressed to be precedent to the obligations
of the terminating party has not been met and it reasonably appears
that it will not or cannot be met.
In the event of any such termination, there shall be no liability for
damages on the part of Spartan NY Intermediate or Fidelity NY Income,
or their respective Trustees or officers.
13. SOLE AGREEMENT; AMENDMENTS; WAIVERS; SURVIVAL OF WARRANTIES.
(a) This Agreement supersedes all previous correspondence and oral
communications between the parties regarding the subject matter
hereof, constitutes the only understanding with respect to such
subject matter, may not be changed except by a letter of agreement
signed by each party hereto and shall be construed in accordance with
and governed by the laws of the Commonwealth of Massachusetts.
(b) This Agreement may be amended, modified, or supplemented in such
manner as may be mutually agreed upon in writing by the respective
President, any Vice President, or Treasurer of Fidelity NY Income or
Spartan NY Intermediate; provided, however, that following the
shareholders' meeting called by Spartan NY Intermediate pursuant to
Section 7 of this Agreement, no such amendment may have the effect of
changing the provisions for determining the number of Fidelity NY
Income Shares to be paid to Spartan NY Intermediate shareholders under
this Agreement to the detriment of such shareholders without their
further approval.
(c) Either fund may waive any condition to its obligations hereunder,
provided that such waiver does not have any material adverse effect on
the interests of such fund's shareholders.
The representations, warranties, and covenants contained in the
Agreement, or in any document delivered pursuant hereto or in
connection herewith, shall survive the consummation of the
transactions contemplated hereunder.
14. DECLARATIONS OF TRUST.
A copy of each fund's Declaration of Trust,as restated and amended,
is on file with the Secretary of State of the Commonwealth of
Massachusetts, and notice is hereby given that this instrument is
executed on behalf of the Trustees of each fund as trustees and not
individually and that the obligations of each fund under this
instrument are not binding upon any of such fund's Trustees, officers,
or shareholders individually but are binding only upon the assets and
property of such fund. Each fund agrees that its obligations hereunder
apply only to such fund and not to its shareholders individually or to
the Trustees of such fund.
15. ASSIGNMENT.
This Agreement shall bind and inure to the benefit of the parties
hereto and their respective successors and assigns, but no assignment
or transfer of any rights or obligations hereunder shall be made by
any party without the written consent of the other parties. Nothing
herein expressed or implied is intended or shall be construed to
confer upon or give any person, firm, or corporation other than the
parties hereto and their respective successors and assigns any rights
or remedies under or by reason of this Agreement.
This Agreement may be executed in any number of counterparts, each of
which, when executed and delivered, shall be deemed to be an original.
IN WITNESS WHEREOF, each of the parties hereto has caused this
Agreement to be executed by an appropriate officer.
SIGNATURE LINES OMITTED
EXHIBIT 3
FORM OF
AGREEMENT AND PLAN OF REORGANIZATION
THIS AGREEMENT AND PLAN OF REORGANIZATION (the Agreement) is made as
of the 20th day of October, 1997 by and between Fidelity New York
Insured Municipal Income Fund (Fidelity NY Insured) and Fidelity New
York Municipal Income Fund (Fidelity NY Income), funds of Fidelity New
York Municipal Trust (the trust). The trust is a duly organized
business trust under the laws of the Commonwealth of Massachusetts
with its principal place of business at 82 Devonshire Street, Boston,
Massachusetts 02109. Fidelity NY Insured and Fidelity NY Income may be
referred to herein collectively as the "funds" or each individually as
the "fund."
This Agreement is intended to be, and is adopted as, a plan of
reorganization within the meaning of Section 368(a)(1)(C) of the
Internal Revenue Code of 1986, as amended (the Code). The
reorganization will comprise: (a) the transfer of all of the assets of
Fidelity NY Insured to Fidelity NY Income solely in exchange for
shares of beneficial interest in Fidelity NY Income (the Fidelity NY
Income Shares) and the assumption by Fidelity NY Income of Fidelity NY
Insured's liabilities; and (b) the constructive distribution of such
shares by Fidelity NY Insured PRO RATA to its shareholders in complete
liquidation and termination of Fidelity NY Insured in exchange for all
of Fidelity NY Insured's outstanding shares. Fidelity NY Insured shall
receive shares of Fidelity NY Income having an aggregate net asset
value equal to the value of the assets of Fidelity NY Insured on the
Closing Date (as defined in Section 6), which Fidelity NY Insured
shall then distribute PRO RATA to its shareholders. The foregoing
transactions are referred to herein as the "Reorganization."
In consideration of the mutual promises and subject to the terms and
conditions herein, the parties covenant and agree as follows:
1. REPRESENTATIONS AND WARRANTIES OF FIDELITY NY INSURED.
Fidelity NY Insured represents and warrants to and agrees with
Fidelity NY Income that:
(a) Fidelity NY Insured is a series of Fidelity New York Municipal
Trust, a business trust duly organized, validly existing, and in good
standing under the laws of the Commonwealth of Massachusetts, and has
the power to own all of its properties and assets and to carry out its
obligations under this Agreement. It has all necessary federal, state,
and local authorizations to carry on its business as now being
conducted and to carry out this Agreement;
(b) Fidelity New York Municipal Trust is an open-end, management
investment company duly registered under the Investment Company Act of
1940, as amended (the 1940 Act), and such registration is in full
force and effect;
(c) The Prospectus and Statement of Additional Information of
Fidelity NY Insured (both dated March 31, 1997 with a Prospectus
supplement dated June 20, 1997 and a Statement of Additional
Information supplement dated May 1, 1997), previously furnished to
Fidelity NY Income, did not and do not contain any untrue statement of
a material fact or omit to state a material fact required to be stated
therein or necessary to make the statements therein not misleading;
(d) There are no material legal, administrative, or other proceedings
pending or, to the knowledge of Fidelity NY Insured, threatened
against Fidelity NY Insured which assert liability on the part of
Fidelity NY Insured. Fidelity NY Insured knows of no facts which might
form the basis for the institution of such proceedings;
(e) Fidelity NY Insured is not in, and the execution, delivery, and
performance of this Agreement will not result in, violation of any
provision of its Amended and Restated Declaration of Trust or By-laws,
or, to the knowledge of Fidelity NY Insured, of any agreement,
indenture, instrument, contract, lease, or other undertaking to which
Fidelity NY Insured is a party or by which Fidelity NY Insured is
bound or result in the acceleration of any obligation or the
imposition of any penalty under any agreement, judgment or decree to
which Fidelity NY Insured is a party or is bound;
(f) The Statement of Assets and Liabilities, the Statement of
Operations, the Statement of Changes in Net Assets, Financial
Highlights, and the Schedule of Investments (including market values)
of Fidelity NY Insured at January 31, 1997, have been audited by Price
Waterhouse LLP, independent accountants, and have been furnished to
Fidelity NY Income. Said Statement of Assets and Liabilities and
Schedule of Investments fairly present the fund's financial position
as of such date and said Statement of Operations, Statement of Changes
in Net Assets, and Financial Highlights fairly reflect its results of
operations, changes in financial position, and financial highlights
for the periods covered thereby in conformity with generally accepted
accounting principles consistently applied;
(g) Fidelity NY Insured has no known liabilities of a material
nature, contingent or otherwise, other than those shown as belonging
to it on its statement of assets and liabilities as of January 31,
1997 and those incurred in the ordinary course of Fidelity NY
Insured's business as an investment company since January 31, 1997;
(h) The registration statement (Registration Statement) filed with
the Securities and Exchange Commission (Commission) by Fidelity New
York Municipal Trust on Form N-14 relating to the shares of Fidelity
NY Income issuable hereunder and the proxy statement of Fidelity NY
Insured included therein (Proxy Statement), on the effective date of
the Registration Statement and insofar as they relate to Fidelity NY
Insured (i) comply in all material respects with the provisions of the
Securities Act of 1933, as amended (the 1933 Act), the Securities
Exchange Act of 1934, as amended (the 1934 Act), and the 1940 Act, and
the rules and regulations thereunder, and (ii) do not contain any
untrue statement of a material fact or omit to state a material fact
required to be stated therein or necessary to make the statements
therein not misleading; and at the time of the shareholders' meeting
referred to in Section 7 and on the Closing Date, the prospectus
contained in the Registration Statement of which the Proxy Statement
is a part (the Prospectus), as amended or supplemented, insofar as it
relates to Fidelity NY Insured, does not contain any untrue statement
of a material fact or omit to state a material fact required to be
stated therein or necessary to make the statements therein not
misleading;
(i) All material contracts and commitments of Fidelity NY Insured
(other than this Agreement) will be terminated without liability to
Fidelity NY Insured prior to the Closing Date (other than those made
in connection with redemptions of shares and the purchase and sale of
portfolio securities made in the ordinary course of business);
(j) No consent, approval, authorization, or order of any court or
governmental authority is required for the consummation by Fidelity NY
Insured of the transactions contemplated by this Agreement, except
such as have been obtained under the 1933 Act, the 1934 Act, the 1940
Act, and state securities or blue sky laws (which term as used herein
shall include the District of Columbia and Puerto Rico);
(k) Fidelity NY Insured has filed or will file all federal and state
tax returns which, to the knowledge of Fidelity NY Insured's officers,
are required to be filed by Fidelity NY Insured and has paid or will
pay all federal and state taxes shown to be due on said returns or
provision shall have been made for the payment thereof, and, to the
best of Fidelity NY Insured's knowledge, no such return is currently
under audit and no assessment has been asserted with respect to such
returns;
(l) Fidelity NY Insured has met the requirements of Subchapter M of
the Code for qualification and treatment as a regulated investment
company for all prior taxable years and intends to meet such
requirements for its current taxable year ending on the Closing Date;
(m) All of the issued and outstanding shares of Fidelity NY Insured
are, and at the Closing Date will be, duly and validly issued and
outstanding and fully paid and nonassessable as a matter of
Massachusetts law (except as disclosed in the fund's Statement of
Additional Information), and have been offered for sale and in
conformity with all applicable federal securities laws. All of the
issued and outstanding shares of Fidelity NY Insured will, at the
Closing Date, be held by the persons and in the amounts set forth in
the list of shareholders submitted to Fidelity NY Income in accordance
with this Agreement;
(n) As of both the Valuation Time (as defined in Section 4) and the
Closing Date, Fidelity NY Insured will have the full right, power, and
authority to sell, assign, transfer, and deliver its portfolio
securities and any other assets of Fidelity NY Insured to be
transferred to Fidelity NY Income pursuant to this Agreement. As of
the Closing Date, subject only to the delivery of Fidelity NY
Insured's portfolio securities and any such other assets as
contemplated by this Agreement, Fidelity NY Income will acquire
Fidelity NY Insured's portfolio securities and any such other assets
subject to no encumbrances, liens, or security interests (except for
those that may arise in the ordinary course and are disclosed to
Fidelity NY Income) and without any restrictions upon the transfer
thereof; and
(o) The execution, performance, and delivery of this Agreement will
have been duly authorized prior to the Closing Date by all necessary
corporate action on the part of Fidelity NY Insured, and this
Agreement constitutes a valid and binding obligation of Fidelity NY
Insured enforceable in accordance with its terms, subject to
shareholder approval.
2. REPRESENTATIONS AND WARRANTIES OF FIDELITY NY INCOME.
Fidelity NY Income represents and warrants to and agrees with
Fidelity NY Insured that:
(a) Fidelity NY Income is a series of Fidelity New York Municipal
Trust, a business trust duly organized, validly existing, and in good
standing under the laws of the Commonwealth of Massachusetts, and has
the power to own all of its properties and assets and to carry out its
obligations under this Agreement. It has all necessary federal, state,
and local authorizations to carry on its business as now being
conducted and to carry out this Agreement;
(b) Fidelity New York Municipal Trust is an open-end, management
investment company duly registered under the 1940 Act, and such
registration is in full force and effect;
(c) The Prospectus and Statement of Additional Information of
Fidelity NY Income (both dated March 31, 1997 with a Prospectus
supplement dated June 20, 1997 and a Statement of Additional
Information supplement dated May 1, 1997), previously furnished to
Fidelity NY Insured did not and do not contain any untrue statement of
a material fact or omit to state a material fact required to be stated
therein or necessary to make the statements therein not misleading;
(d) There are no material legal, administrative, or other proceedings
pending or, to the knowledge of Fidelity NY Income, threatened against
Fidelity NY Income which assert liability on the part of Fidelity NY
Income. Fidelity NY Income knows of no facts which might form the
basis for the institution of such proceedings;
(e) Fidelity NY Income is not in, and the execution, delivery, and
performance of this Agreement will not result in, violation of any
provision of its Amended and Restated Declaration of Trust or By-laws,
or, to the knowledge of Fidelity NY Income, of any agreement,
indenture, instrument, contract, lease, or other undertaking to which
Fidelity NY Income is a party or by which Fidelity NY Income is bound
or result in the acceleration of any obligation or the imposition of
any penalty under any agreement, judgment, or decree to which Fidelity
NY Income is a party or is bound;
(f) The Statement of Assets and Liabilities, the Statement of
Operations, the Statement of Changes in Net Assets, Financial
Highlights, and the Schedule of Investments (including market values)
of Fidelity NY Income at January 31, 1997, have been audited by Price
Waterhouse LLP, independent accountants, and have been furnished to
Fidelity NY Insured. Said Statement of Assets and Liabilities and
Schedule of Investments fairly present its financial position as of
such date and said Statement of Operations, Statement of Changes in
Net Assets, and Financial Highlights fairly reflect its results of
operations, changes in financial position, and financial highlights
for the periods covered thereby in conformity with generally accepted
accounting principles consistently applied;
(g) Fidelity NY Income has no known liabilities of a material nature,
contingent or otherwise, other than those shown as belonging to it on
its statement of assets and liabilities as of January 31, 1997 and
those incurred in the ordinary course of Fidelity NY Income's business
as an investment company since January 31, 1997;
(h) No consent, approval, authorization, or order of any court or
governmental authority is required for the consummation by Fidelity NY
Income of the transactions contemplated by this Agreement, except such
as have been obtained under the 1933 Act, the 1934 Act, the 1940 Act,
and state securities or blue sky laws (which term as used herein shall
include the District of Columbia and Puerto Rico);
(i) Fidelity NY Income has filed or will file all federal and state
tax returns which, to the knowledge of Fidelity NY Income's officers,
are required to be filed by Fidelity NY Income and has paid or will
pay all federal and state taxes shown to be due on said returns or
provision shall have been made for the payment thereof, and, to the
best of Fidelity NY Income's knowledge, no such return is currently
under audit and no assessment has been asserted with respect to such
returns;
(j) Fidelity NY Income has met the requirements of Subchapter M of
the Code for qualification and treatment as a regulated investment
company for all prior taxable years and intends to meet such
requirements for its current taxable year ending on January 31, 1998;
(k) As of the Closing Date, the shares of beneficial interest of
Fidelity NY Income to be issued to Fidelity NY Insured will have been
duly authorized and, when issued and delivered pursuant to this
Agreement, will be legally and validly issued and will be fully paid
and nonassessable (except as disclosed in the fund's Statement of
Additional Information) by Fidelity NY Income, and no shareholder of
Fidelity NY Income will have any preemptive right of subscription or
purchase in respect thereof;
(l) The execution, performance, and delivery of this Agreement will
have been duly authorized prior to the Closing Date by all necessary
corporate action on the part of Fidelity NY Income, and this Agreement
constitutes a valid and binding obligation of Fidelity NY Income
enforceable in accordance with its terms, subject to approval by the
shareholders of Fidelity NY Insured;
(m) The Registration Statement and the Proxy Statement, on the
effective date of the Registration Statement and insofar as they
relate to Fidelity NY Income, (i) will comply in all material respects
with the provisions of the 1933 Act, the 1934 Act, and the 1940 Act,
and the rules and regulations thereunder, and (ii) will not contain
any untrue statement of a material fact or omit to state a material
fact required to be stated therein or necessary to make the statements
therein not misleading; and at the time of the shareholders' meeting
referred to in Section 7 and on the Closing Date, the Prospectus, as
amended or supplemented, insofar as it relates to Fidelity NY Income,
will not contain any untrue statement of a material fact or omit to
state a material fact required to be stated therein or necessary to
make the statements therein not misleading;
(n) The issuance of the Fidelity NY Income Shares pursuant to this
Agreement will be in compliance with all applicable federal securities
laws; and
(o) All of the issued and outstanding shares of beneficial interest
of Fidelity NY Income have been offered for sale and sold in
conformity with the federal securities laws.
3. REORGANIZATION.
(a) Subject to the requisite approval of the shareholders of Fidelity
NY Insured and to the other terms and conditions contained herein,
Fidelity NY Insured agrees to assign, sell, convey, transfer, and
deliver to Fidelity NY Income as of the Closing Date all of the assets
of Fidelity NY Insured of every kind and nature existing on the
Closing Date. Fidelity NY Income agrees in exchange therefor: (i) to
assume all of Fidelity NY Insured's liabilities existing on or after
the Closing Date, whether or not determinable on the Closing Date, and
(ii) to issue and deliver to Fidelity NY Insured the number of full
and fractional shares of Fidelity NY Income having an aggregate net
asset value equal to the value of the assets of Fidelity NY Insured
transferred hereunder, less the value of the liabilities of Fidelity
NY Insured, determined as provided for under Section 4.
(b) The assets of Fidelity NY Insured to be acquired by Fidelity NY
Income shall include, without limitation, all cash, cash equivalents,
securities, receivables (including interest or dividends receivable),
claims, choses in action, and other property owned by Fidelity NY
Insured, and any deferred or prepaid expenses shown as an asset on the
books of Fidelity NY Insured on the Closing Date. Fidelity NY Insured
will pay or cause to be paid to Fidelity NY Income any dividend or
interest payments received by it on or after the Closing Date with
respect to the assets transferred to Fidelity NY Income hereunder, and
Fidelity NY Income will retain any dividend or interest payments
received by it after the Valuation Time with respect to the assets
transferred hereunder without regard to the payment date thereof.
(c) The liabilities of Fidelity NY Insured to be assumed by Fidelity
NY Income shall include (except as otherwise provided for herein) all
of Fidelity NY Insured's liabilities, debts, obligations, and duties,
of whatever kind or nature, whether absolute, accrued, contingent, or
otherwise, whether or not arising in the ordinary course of business,
whether or not determinable on the Closing Date, and whether or not
specifically referred to in this Agreement. Notwithstanding the
foregoing, Fidelity NY Insured agrees to use its best efforts to
discharge all of its known liabilities prior to the Closing Date,
other than liabilities incurred in the ordinary course of business.
(d) Pursuant to this Agreement, as soon after the Closing Date as is
conveniently practicable (the Liquidation Date), Fidelity NY Insured
will constructively distribute PRO RATA to its shareholders of record,
determined as of the Valuation Time on the Closing Date, the Fidelity
NY Income Shares in exchange for such shareholders' shares of
beneficial interest in Fidelity NY Insured and Fidelity NY Insured
will be liquidated in accordance with Fidelity NY Insured's Amended
and Restated Declaration of Trust. Such distribution shall be
accomplished by the funds' transfer agent opening accounts on Fidelity
NY Income's share transfer books in the names of the Fidelity NY
Insured shareholders and transferring the Fidelity NY Income Shares
thereto. Each Fidelity NY Insured shareholder's account shall be
credited with the respective PRO RATA number of full and fractional
(rounded to the third decimal place) Fidelity NY Income Shares due
that shareholder. All outstanding Fidelity NY Insured shares,
including any represented by certificates, shall simultaneously be
canceled on Fidelity NY Insured's share transfer records. Fidelity NY
Income shall not issue certificates representing the Fidelity NY
Income Shares in connection with the Reorganization.
(e) Any reporting responsibility of Fidelity NY Insured is and shall
remain its responsibility up to and including the date on which it is
terminated.
(f) Any transfer taxes payable upon issuance of the Fidelity NY
Income Shares in a name other than that of the registered holder on
Fidelity NY Insured's books of the Fidelity NY Insured shares
constructively exchanged for the Fidelity NY Income Shares shall be
paid by the person to whom such Fidelity NY Income Shares are to be
issued, as a condition of such transfer.
4. VALUATION.
(a) The Valuation Time shall be 4:00 p.m. Eastern time on the Closing
Date, or such other date as may be mutually agreed upon in writing by
the parties hereto (the Valuation Time).
(b) As of the Closing Date, Fidelity NY Income will deliver to
Fidelity NY Insured the number of Fidelity NY Income Shares having an
aggregate net asset value equal to the value of the assets of Fidelity
NY Insured transferred hereunder less the liabilities of Fidelity NY
Insured, determined as provided in this Section 4.
(c) The net asset value per share of the Fidelity NY Income Shares to
be delivered to Fidelity NY Insured, the value of the assets of
Fidelity NY Insured transferred hereunder, and the value of the
liabilities of Fidelity NY Insured to be assumed hereunder shall in
each case be determined as of the Valuation Time.
(d) The net asset value per share of the Fidelity NY Income Shares
shall be computed in the manner set forth in the then-current Fidelity
NY Income Prospectus and Statement of Additional Information, and the
value of the assets and liabilities of Fidelity NY Insured shall be
computed in the manner set forth in the then-current Fidelity NY
Insured Prospectus and Statement of Additional Information.
(e) All computations pursuant to this Section shall be made by or
under the direction of Fidelity Service Company, Inc., a wholly owned
subsidiary of FMR Corp., in accordance with its regular practice as
pricing agent for Fidelity NY Insured and Fidelity NY Income.
5. FEES; EXPENSES.
(a) Fidelity NY Insured shall be responsible for all expenses, fees
and other charges associated with the Reorganization; provided that
they do not exceed the fund's 0.55% expense cap in effect since April
1, 1997 (but not including costs incurred in connection with the
purchase or sale of portfolio securities). Any expenses associated
with the Reorganization which may be attributable to Fidelity NY
Income will be borne by Fidelity NY Income, provided that they do not
exceed the fund's 0.55% expense cap in effect since April 1, 1997(but
not including costs incurred in connection with the purchase or sale
of portfolio securities).
(b) Each of Fidelity NY Income and Fidelity NY Insured represents
that there is no person who has dealt with it who by reason of such
dealings is entitled to any broker's or finder's or other similar fee
or commission arising out of the transactions contemplated by this
Agreement.
6. CLOSING DATE.
(a) The Reorganization, together with related acts necessary to
consummate the same (the Closing), unless otherwise provided herein,
shall occur at the principal office of the trust, 82 Devonshire
Street, Boston, Massachusetts, as of the Valuation Time on January 22,
1998, or at some other time, date, and place agreed to by Fidelity NY
Insured and Fidelity NY Income (the Closing Date).
(b) In the event that on the Closing Date: (i) any of the markets for
securities held by the funds is closed to trading, or (ii) trading
thereon is restricted, or (iii) trading or the reporting of trading on
said market or elsewhere is disrupted, all so that accurate appraisal
of the total net asset value of Fidelity NY Insured and the net asset
value per share of Fidelity NY Income is impracticable, the Valuation
Time and the Closing Date shall be postponed until the first business
day after the day when such trading shall have been fully resumed and
such reporting shall have been restored, or such other date as the
parties may agree.
7. SHAREHOLDER MEETING AND TERMINATION OF FIDELITY NY INSURED.
(a) Fidelity NY Insured agrees to call a meeting of its shareholders
after the effective date of the Registration Statement, to consider
transferring its assets to Fidelity NY Income as herein provided,
adopting this Agreement, and authorizing the liquidation of Fidelity
NY Insured.
(b) Fidelity NY Insured agrees that as soon as reasonably practicable
after distribution of the Fidelity NY Income Shares, Fidelity NY
Insured shall be terminated as a series of Fidelity New York Municipal
Trust pursuant to its Amended and Restated Declaration of Trust, any
further actions shall be taken in connection therewith as required by
applicable law, and on and after the Closing Date Fidelity NY Insured
shall not conduct any business except in connection with its
liquidation and termination.
8. CONDITIONS TO OBLIGATIONS OF FIDELITY NY INCOME.
(a) That Fidelity NY Insured furnishes to Fidelity NY Income a
statement, dated as of the Closing Date, signed by an officer of
Fidelity New York Municipal Trust, certifying that as of the Valuation
Time and the Closing Date all representations and warranties of
Fidelity NY Insured made in this Agreement are true and correct in all
material respects and that Fidelity NY Insured has complied with all
the agreements and satisfied all the conditions on its part to be
performed or satisfied at or prior to such dates;
(b) That Fidelity NY Insured furnishes Fidelity NY Income with copies
of the resolutions, certified by an officer of Fidelity New York
Municipal Trust, evidencing the adoption of this Agreement and the
approval of the transactions contemplated herein by the requisite vote
of the holders of the outstanding shares of beneficial interest of
Fidelity NY Insured;
(c) That, on or prior to the Closing Date, Fidelity NY Insured will
declare one or more dividends or distributions which, together with
all previous such dividends or distributions attributable to its
current taxable year, shall have the effect of distributing to the
shareholders of Fidelity NY Insured substantially all of Fidelity NY
Insured's investment company taxable income and all of its net
realized capital gain, if any, as of the Closing Date;
(d) That Fidelity NY Insured shall deliver to Fidelity NY Income at
the Closing a statement of its assets and liabilities, together with a
list of its portfolio securities showing each such security's adjusted
tax basis and holding period by lot, with values determined as
provided in Section 4 of this Agreement, all as of the Valuation Time,
certified on Fidelity NY Insured's behalf by its Treasurer or
Assistant Treasurer;
(e) That Fidelity NY Insured's custodian shall deliver to Fidelity NY
Income a certificate identifying the assets of Fidelity NY Insured
held by such custodian as of the Valuation Time on the Closing Date
and stating that as of the Valuation Time: (i) the assets held by the
custodian will be transferred to Fidelity NY Income; (ii) Fidelity NY
Insured's assets have been duly endorsed in proper form for transfer
in such condition as to constitute good delivery thereof; and (iii) to
the best of the custodian's knowledge, all necessary taxes in
conjunction with the delivery of the assets, including all applicable
federal and state stock transfer stamps, if any, have been paid or
provision for payment has been made;
(f) That Fidelity NY Insured's transfer agent shall deliver to
Fidelity NY Income at the Closing a certificate setting forth the
number of shares of Fidelity NY Insured outstanding as of the
Valuation Time and the name and address of each holder of record of
any such shares and the number of shares held of record by each such
shareholder;
(g) That Fidelity NY Insured calls a meeting of its shareholders to
be held after the effective date of the Registration Statement, to
consider transferring its assets to Fidelity NY Income as herein
provided, adopting this Agreement, and authorizing the liquidation and
termination of Fidelity NY Insured;
(h) That Fidelity NY Insured delivers to Fidelity NY Income a
certificate of an officer of Fidelity New York Municipal Trust, dated
as of the Closing Date, that there has been no material adverse change
in Fidelity NY Insured's financial position since January 31, 1997,
other than changes in the market value of its portfolio securities, or
changes due to net redemptions of its shares, dividends paid, or
losses from operations; and
(i) That all of the issued and outstanding shares of beneficial
interest of Fidelity NY Insured shall have been offered for sale and
sold in conformity with all applicable state securities laws and, to
the extent that any audit of the records of Fidelity NY Insured or its
transfer agent by Fidelity NY Income or its agents shall have revealed
otherwise, Fidelity NY Insured shall have taken all actions that in
the opinion of Fidelity NY Income are necessary to remedy any prior
failure on the part of Fidelity NY Insured to have offered for sale
and sold such shares in conformity with such laws.
9. CONDITIONS TO OBLIGATIONS OF FIDELITY NY INSURED.
(a) That Fidelity NY Income shall have executed and delivered to
Fidelity NY Insured an Assumption of Liabilities, certified by an
officer of Fidelity New York Municipal Trust, dated as of the Closing
Date pursuant to which Fidelity NY Income will assume all of the
liabilities of Fidelity NY Insured existing at the Valuation Time in
connection with the transactions contemplated by this Agreement;
(b) That Fidelity NY Income furnishes to Fidelity NY Insured a
statement, dated as of the Closing Date, signed by an officer of
Fidelity New York Municipal Trust, certifying that as of the Valuation
Time and the Closing Date all representations and warranties of
Fidelity NY Income made in this Agreement are true and correct in all
material respects, and Fidelity NY Income has complied with all the
agreements and satisfied all the conditions on its part to be
performed or satisfied at or prior to such dates; and
(c) That Fidelity NY Insured shall have received an opinion of
Kirkpatrick & Lockhart LLP, counsel to Fidelity NY Insured and
Fidelity NY Income, to the effect that the Fidelity NY Income Shares
are duly authorized and upon delivery to Fidelity NY Insured as
provided in this Agreement will be validly issued and will be fully
paid and nonassessable by Fidelity NY Income (except as disclosed in
Fidelity NY Income's Statement of Additional Information) and no
shareholder of Fidelity NY Income has any preemptive right of
subscription or purchase in respect thereof.
10. CONDITIONS TO OBLIGATIONS OF FIDELITY NY INCOME AND FIDELITY NY
INSURED.
(a) That this Agreement shall have been adopted and the transactions
contemplated herein shall have been approved by the requisite vote of
the holders of the outstanding shares of beneficial interest of
Fidelity NY Insured;
(b) That all consents of other parties and all other consents,
orders, and permits of federal, state, and local regulatory
authorities (including those of the Commission and of state Blue Sky
and securities authorities, including "no action" positions of such
federal or state authorities) deemed necessary by Fidelity NY Income
or Fidelity NY Insured to permit consummation, in all material
respects, of the transactions contemplated hereby shall have been
obtained, except where failure to obtain any such consent, order, or
permit would not involve a risk of a material adverse effect on the
assets or properties of Fidelity NY Income or Fidelity NY Insured,
provided that either party hereto may for itself waive any of such
conditions;
(c) That all proceedings taken by either fund in connection with the
transactions contemplated by this Agreement and all documents
incidental thereto shall be satisfactory in form and substance to it
and its counsel, Kirkpatrick & Lockhart LLP;
(d) That there shall not be any material litigation pending with
respect to the matters contemplated by this Agreement;
(e) That the Registration Statement shall have become effective under
the 1933 Act, and no stop order suspending such effectiveness shall
have been instituted or, to the knowledge of Fidelity NY Income and
Fidelity NY Insured, threatened by the Commission; and
(f) That Fidelity NY Income and Fidelity NY Insured shall have
received an opinion of Kirkpatrick & Lockhart LLP satisfactory to
Fidelity NY Income and Fidelity NY Insured that for federal income tax
purposes:
(i) The Reorganization will be a reorganization under section
368(a)(1)(C) of the Code, and Fidelity NY Insured and Fidelity NY
Income will each be parties to the Reorganization under section 368(b)
of the Code;
(ii) No gain or loss will be recognized by Fidelity NY Insured upon
the transfer of all of its assets to Fidelity NY Income in exchange
solely for the Fidelity NY Income Shares and the assumption of
Fidelity NY Insured's liabilities followed by the distribution of
those Fidelity NY Income Shares to the shareholders of Fidelity NY
Insured in liquidation of Fidelity NY Insured;
(iii) No gain or loss will be recognized by Fidelity NY Income on the
receipt of Fidelity NY Insured's assets in exchange solely for the
Fidelity NY Income Shares and the assumption of Fidelity NY Insured's
liabilities;
(iv) The basis of Fidelity NY Insured's assets in the hands of
Fidelity NY Income will be the same as the basis of such assets in
Fidelity NY Insured's hands immediately prior to the Reorganization;
(v) Fidelity NY Income's holding period in the assets to be received
from Fidelity NY Insured will include Fidelity NY Insured's holding
period in such assets;
(vi) A Fidelity NY Insured shareholder will recognize no gain or loss
on the exchange of his or her shares of beneficial interest in
Fidelity NY Insured for the Fidelity NY Income Shares in the
Reorganization;
(vii) A Fidelity NY Insured shareholder's basis in the Fidelity NY
Income Shares to be received by him or her will be the same as his or
her basis in the Fidelity NY Insured shares exchanged therefor;
(viii) A Fidelity NY Insured shareholder's holding period for his or
her Fidelity NY Income Shares will include the holding period of
Fidelity NY Insured shares exchanged, provided that those Fidelity NY
Insured shares were held as capital assets on the date of the
Reorganization.
Notwithstanding anything herein to the contrary, each of Fidelity NY
Insured and Fidelity NY Income may not waive the conditions set forth
in this subsection 10(f).
11. COVENANTS OF FIDELITY NY INCOME AND FIDELITY NY INSURED.
(a) Fidelity NY Income and Fidelity NY Insured each covenants to
operate its respective business in the ordinary course between the
date hereof and the Closing Date, it being understood that such
ordinary course of business will include the payment of customary
dividends and distributions;
(b) Fidelity NY Insured covenants that it is not acquiring the
Fidelity NY Income Shares for the purpose of making any distribution
other than in accordance with the terms of this Agreement;
(c) Fidelity NY Insured covenants that it will assist Fidelity NY
Income in obtaining such information as Fidelity NY Income reasonably
requests concerning the beneficial ownership of Fidelity NY Insured's
shares; and
(d) Fidelity NY Insured covenants that its liquidation and
termination will be effected in the manner provided in its Amended and
Restated Declaration of Trust in accordance with applicable law and
after the Closing Date, Fidelity NY Insured will not conduct any
business except in connection with its liquidation and termination.
12. TERMINATION; WAIVER.
Fidelity NY Income and Fidelity NY Insured may terminate this
Agreement by mutual agreement. In addition, either Fidelity NY Income
or Fidelity NY Insured may at its option terminate this Agreement at
or prior to the Closing Date because:
(i) of a material breach by the other of any representation,
warranty, or agreement contained herein to be performed at or prior to
the Closing Date; or
(ii) a condition herein expressed to be precedent to the obligations
of the terminating party has not been met and it reasonably appears
that it will not or cannot be met.
In the event of any such termination, there shall be no liability for
damages on the part of Fidelity NY Insured or Fidelity NY Income, or
their respective Trustees or officers.
13. SOLE AGREEMENT; AMENDMENTS; WAIVERS; SURVIVAL OF WARRANTIES.
(a) This Agreement supersedes all previous correspondence and oral
communications between the parties regarding the subject matter
hereof, constitutes the only understanding with respect to such
subject matter, may not be changed except by a letter of agreement
signed by each party hereto and shall be construed in accordance with
and governed by the laws of the Commonwealth of Massachusetts.
(b) This Agreement may be amended, modified, or supplemented in such
manner as may be mutually agreed upon in writing by the respective
President, any Vice President, or Treasurer of Fidelity NY Income or
Fidelity NY Insured; provided, however, that following the
shareholders' meeting called by Fidelity NY Insured pursuant to
Section 7 of this Agreement, no such amendment may have the effect of
changing the provisions for determining the number of Fidelity NY
Income Shares to be paid to Fidelity NY Insured shareholders under
this Agreement to the detriment of such shareholders without their
further approval.
(c) Either fund may waive any condition to its obligations hereunder,
provided that such waiver does not have any material adverse effect on
the interests of such fund's shareholders.
The representations, warranties, and covenants contained in the
Agreement, or in any document delivered pursuant hereto or in
connection herewith, shall survive the consummation of the
transactions contemplated hereunder.
14. DECLARATIONS OF TRUST.
A copy of each fund's Declaration of Trust, as restated and amended,
is on file with the Secretary of State of the Commonwealth of
Massachusetts, and notice is hereby given that this instrument is
executed on behalf of the Trustees of each fund as trustees and not
individually and that the obligations of each fund under this
instrument are not binding upon any of such fund's Trustees, officers,
or shareholders individually but are binding only upon the assets and
property of such fund. Each fund agrees that its obligations hereunder
apply only to such fund and not to its shareholders individually or to
the Trustees of such fund.
15. ASSIGNMENT.
This Agreement shall bind and inure to the benefit of the parties
hereto and their respective successors and assigns, but no assignment
or transfer of any rights or obligations hereunder shall be made by
any party without the written consent of the other parties. Nothing
herein expressed or implied is intended or shall be construed to
confer upon or give any person, firm, or corporation other than the
parties hereto and their respective successors and assigns any rights
or remedies under or by reason of this Agreement.
This Agreement may be executed in any number of counterparts, each of
which, when executed and delivered, shall be deemed to be an original.
IN WITNESS WHEREOF, each of the parties hereto has caused this
Agreement to be executed by an appropriate officer.
SIGNATURE LINES OMITTED
SUPPLEMENT TO THE FIDELITY NEW YORK MUNICIPAL FUNDS' MARCH 31, 1997
PROSPECTUS
PROPOSED REORGANIZATION. The Board of Trustees of Fidelity
New York Insured Municipal Income Fund has unanimously approved an
Agreement and Plan of Reorganization ("Agreement") between Fidelity
New York Insured Municipal Income Fund and Fidelity New York Municipal
Income Fund, a fund of Fidelity New York Municipal Trust.
The Agreement provides for the transfer of all of the assets and
the assumption of all of the liabilities of Fidelity New York Insured
Municipal Income Fund by Fidelity New York Municipal Income Fund
solely in exchange for the number of shares of Fidelity New York
Municipal Income Fund equal in value to the relative net asset value
of the outstanding shares of Fidelity New York Insured Municipal
Income Fund. Following such exchange, Fidelity New York Insured
Municipal Income Fund will distribute the Fidelity New York Municipal
Income Fund shares to its shareholders pro rata, in liquidation of
Fidelity New York Insured Municipal Income Fund as provided in the
Agreement (the transactions contemplated by the Agreement referred to
as the "Reorganization").
The Reorganization can be consummated only if, among other things,
it is approved by a majority vote of shareholders. A Special Meeting
(the "Meeting") of the Shareholders of Fidelity New York Insured
Municipal Income Fund will be held on December 17, 1997, and approval
of the Agreement will be voted on at that time. In connection with the
Meeting, Fidelity New York Insured Municipal Income Fund will be
filing with the Securities and Exchange Commission and delivering to
its shareholders of record a Proxy Statement describing the
Reorganization and a Prospectus for Fidelity New York Municipal Income
Fund.
If the Agreement is approved at the Meeting and certain conditions
required by the Agreement are satisfied, the Reorganization is
expected to become effective on or about January 22, 1998. If
shareholder approval of the Agreement is delayed due to failure to
meet a quorum or otherwise, the Reorganization will become effective,
if approved, as soon as practicable thereafter.
In the event Fidelity New York Insured Municipal Income Fund
shareholders fail to approve the Agreement, Fidelity New York Insured
Municipal Income Fund will continue to engage in business as a
registered investment company and the Board of Trustees will consider
other proposals for the reorganization or li q uidation of
Fidelity New York Insured Municipal Income Fund.
The following changes became effective April 1, 1997:
Fidelity New York Insured Municipal Income Fund closed to new accounts
pending the Reorganization.
With respect to Fidelity New York Insured Municipal Income Fund and
Fidelity New York Municipal Income Fund, the minimum investments have
been changed to the following:
TO OPEN AN ACCOUNT $10,000
TO ADD TO AN ACCOUNT $1,000
Through regular investment plans $500
MINIMUM BALANCE $5,000
With respect to Fidelity New York Insured Municipal Income Fund and
Fidelity New York Municipal Income Fund, the minimum check amount has
been increased to $1,000.
References to the minimums throughout the prospectus are changed to
the above minimums with respect to Fidelity New York Insured Municipal
Income Fund and Fidelity New York Municipal Income Fund.
The following information replaces similar information found in
"Expenses" beginning on page 6:
EXPENSES
SHAREHOLDER TRANSACTION EXPENSES are charges you pay when you buy or
sell shares of a fund. In addition, you may be charged an annual
account maintenance fee if your balance falls below $2,500. See
"Transaction Details," page 33 for an explanation of how and when
these charges apply.
Maximum sales charge on purchases None
and reinvested distributions
Deferred sales charge on redemptions None
Exchange Fee None
Annual account maintenance fee $12.00
(for accounts under $2,500)
ANNUAL FUND OPERATING EXPENSES are paid out of each fund's assets.
Each fund pays a management fee to FMR. It also incurs other expenses
for services such as maintaining shareholder records and furnishing
shareholder statements and financial reports. The fund's expenses are
factored into its share price or dividends and are not charged
directly to shareholder accounts (see page 23).
The following figures are based on historical expenses, adjusted to
reflect current fees, and are calculated as a percentage of average
net assets.
NEW YORK INSURED
Management fee (after reimbursement) 0.35%
12b-1 fee None
Other expenses 0.20%
Total fund operating expenses 0.55%
(after reimbursement)
NEW YORK INCOME
Management fee (after reimbursement) 0.36%
12b-1 fee None
Other expenses 0.19%
Total fund operating expenses 0.55%
(after reimbursement)
EXAMPLES: Let's say, hypothetically, that each fund's annual return is
5% and that its operating expenses are exactly as just described. For
every $1,000 you invested, here's how much you would pay in total
expenses after the number of years indicated.
NEW YORK INSURED
After 1 year $ 6
After 3 years $ 18
After 5 years $ 31
After 10 years $ 69
NEW YORK INCOME
After 1 year $ 6
After 3 years $ 18
After 5 years $ 31
After 10 years $ 69
These examples illustrate the effect of expenses, but are not meant to
suggest actual or expected costs or returns, all of which may vary.
Effective April 1, 1997, FMR voluntarily agreed to implement an
expense cap for Fidelity New York Insured Municipal Income Fund and
Fidelity New York Municipal Income. FMR will reimburse the funds
to the extent that total operating expenses exceed 0.55%. Each fund
has entered into arrangements with its custodian and transfer agent
whereby interest earned on uninvested cash balances is used to reduce
custodian and transfer agent expenses. If these agreements were not in
effect, the management fee and total operating expenses would be 0.40%
and 0.60%, respectively for New York Insured and 0.40% and 0.59%,
respectively for New York Income . Expenses eligible for
reimbursement do not include interest, taxes, brokerage commissions,
or extraordinary expense s.
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.
To learn more about each fund and its investments, you can obtain a
copy of each fund's most recent financial report and portfolio
listing, or a copy of the Statement of Additional Information (SAI)
dated March 31, 1997. The SAI has been filed with the Securities and
Exchange Commission (SEC) and is available along with other related
materials on the SEC's Internet Web site (http://www.sec.gov). The SAI
is incorporated herein by reference (legally forms a part of the
prospectus). For a free copy of either document, call Fidelity at
1-800-544-8888.
Investments in the money market fund are neither insured nor
guaranteed by the U.S. Government, and there can be no assurance that
the fund will maintain a stable $1.00 share price.
THE MONEY MARKET FUND MAY INVEST A SIGNIFICANT PERCENTAGE OF ITS
ASSETS IN THE SECURITIES OF A SINGLE ISSUER AND THEREFORE MAY BE
RISKIER THAN OTHER TYPES OF MONEY MARKET FUNDS.
Mutual fund shares are not deposits or obligations of, or guaranteed
by, any depository institution. Shares are not insured by the FDIC,
Federal Reserve Board, or any other agency, and are subject to
investment risks, including possible loss of principal amount
invested.
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.
NFR-pro-0397
Each of these funds seeks a high level of current income free from
federal income tax and New York State and City income taxes. The funds
have different strategies, however, and carry varying degrees of risk
and yield potential.
FIDELITY
NEW YORK
MUNICIPAL
FUNDS
FIDELITY NEW YORK MUNICIPAL MONEY MARKET FUND
(fund number 092, trading symbol FNYXX)
FIDELITY NEW YORK INSURED MUNICIPAL INCOME FUND
(fund number 095, trading symbol FNTIX)
FIDELITY NEW YORK MUNICIPAL INCOME FUND
(fund number 071, trading symbol FTFMX)
PROSPECTUS
MARCH 31, 1997 (FIDELITY_LOGO_GRAPHIC) 82 DEVONSHIRE STREET,
BOSTON, MA 02109
CONTENTS
KEY FACTS THE FUNDS AT A GLANCE
WHO MAY WANT TO INVEST
EXPENSES Each fund'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 DOING BUSINESS WITH FIDELITY
TYPES OF ACCOUNTS Different ways to
set up 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,
ACCOUNT POLICIES AND TAXES
TRANSACTION DETAILS Share price
calculations and the timing of purchases
and redemptions.
EXCHANGE RESTRICTIONS
KEY FACTS
THE FUNDS AT A GLANCE
MANAGEMENT: Fidelity Management & Research Company (FMR) is the
management arm of Fidelity Investments, which was established in 1946
and is now America's largest mutual fund manager. FMR Texas Inc. (FMR
Texas), a subsidiary of FMR, chooses investments for New York Money
Market.
As with any mutual fund, there is no assurance that a fund will
achieve its goal.
NEW YORK INSURED
GOAL: High current tax-free income for New York residents while
maintaining a stable $1.00 share price.
STRATEGY: Invests in high-quality, short-term municipal money market
securities whose interest is free from federal income tax and New York
State and City income taxes.
SIZE: As of January 31, 1997, the fund had over $ 880 million in
assets.
NEW YORK INSURED
GOAL: High current tax-free income for New York residents.
STRATEGY: Invests mainly in municipal securities that are covered by
insurance guaranteeing the timely payment of principal and interest,
and whose interest is free from federal income tax and New York State
and City income taxes.
SIZE: As of January 31, 1997, the fund had over $ 315 million in
assets.
NEW YORK INCOME
GOAL: High current tax-free income for New York residents.
STRATEGY: Invests normally in investment-grade municipal securities
whose interest is free from federal income tax and New York State and
City income taxes.
SIZE: As of January 31, 1997, the fund had over $ 401 million in
assets.
WHO MAY WANT TO INVEST
These non-diversified funds may be appropriate for investors in higher
tax brackets who seek high current income that is free from federal
and New York State and City income taxes. Each fund's level of risk
and potential reward, depend on the quality and maturity of its
investments. The money market fund is managed to keep its share
price stable at $1.00. The bond funds with their broader range
of investments, have the potential for higher yields, but also carry a
higher degree of risk.
The Insured fund provides a high degree of credit quality because
insurance covers the timely payment of interest and principal.
However, the cost of the insurance lowers the fund's yield.
You should consider your investment objective and tolerance for risk
when making an investment decision.
The value of the funds' investments and the income they generate will
vary from day to day, and generally reflect interest rates, market
conditions, and other federal and state political and economic news.
When you sell your shares of the bond funds , they may be worth
more or less than what you paid for them. By themselves, these funds
do not constitute a balanced investment plan.
Non-diversified funds may invest a greater portion of their assets in
securities of individual issuers than diversified funds. As a result,
changes in the market value of a single issuer could cause greater
fluctuations in share value than would occur in a more diversified
fund.
THE SPECTRUM OF
FIDELITY FUNDS
BROAD CATEGORIES OF FIDELITY
FUNDS ARE PRESENTED HERE IN
ORDER OF ASCENDING RISK.
GENERALLY, INVESTORS SEEKING TO
MAXIMIZE RETURN MUST ASSUME
GREATER RISK. THE FUNDS IN THIS
PROSPECTUS ARE IN THE INCOME
CATEGORY, EXCEPT FOR NEW YORK
MONEY MARKET, WHICH IS IN THE
MONEY MARKET CATEGORY.
(RIGHT ARROW) MONEY MARKET SEEKS
INCOME AND STABILITY BY
INVESTING IN HIGH-QUALITY,
SHORT-TERM INVESTMENTS.
(RIGHT ARROW) INCOME SEEKS INCOME BY
INVESTING IN BONDS.
(SOLID BULLET) GROWTH AND INCOME SEEKS
LONG-TERM GROWTH AND INCOME
BY INVESTING IN STOCKS AND
BONDS.
(SOLID BULLET) GROWTH SEEKS LONG-TERM
GROWTH BY INVESTING MAINLY IN
STOCKS.
(CHECKMARK)
EXPENSES
SHAREHOLDER TRANSACTION EXPENSES are charges you may pay when you buy
or sell shares of a fund. In addition, you may be charged an annual
account maintenance fee if your account balance falls below $2,500.
See "Transaction Details," page , for an explanation of how and when
these charges apply.
Maximum sales charge on purchases None
and reinvested distributions
Deferred sales charge on redemptions None
Exchange fee None
Annual account maintenance fee $12.00
(for accounts under $2,500)
ANNUAL FUND OPERATING EXPENSES are paid out of each fund's assets.
Each fund pays a management fee to FMR. It also incurs other expenses
for services such as maintaining shareholder records and furnishing
shareholder statements and financial reports. A fund's expenses are
factored into its share price or dividends and are not charged
directly to shareholder accounts (see page ).
The following figures are based on historical expenses and are
calculated as a percentage of average net assets.
NEW YORK MONEY MARKET
Management fee .40 %
12b-1 fee None
Other expenses .21 %
Total fund operating expenses .61 %
NEW YORK INSURED
Management fee .40 %
12b-1 fee None
Other expenses .20 %
Total fund operating expenses .60 %
NEW YORK INCOME
Management fee .40 %
12b-1 fee None
Other expenses .19 %
Total fund operating expenses .59 %
EXAMPLES: Let's say, hypothetically, that each fund's annual return is
5% and that its operating expenses are exactly as just described. For
every $1,000 you invested, here's how much you would pay in total
expenses if you close your account after the number of years
indicated:
NEW YORK MONEY MARKET
After 1 year $ 6
After 3 years $ 20
After 5 years $ 34
After 10 years $ 76
NEW YORK INSURED
After 1 year $ 6
After 3 years $ 19
After 5 years $ 33
After 10 years $ 75
NEW YORK INCOME
After 1 year $ 6
After 3 years $ 19
After 5 years $ 33
After 10 years $ 74
These examples illustrate the effect of expenses, but are not meant to
suggest actual or expected costs or returns, all of which may vary.
FINANCIAL HIGHLIGHTS
The financial highlights tables that follow have been audited
by Price Waterhouse LLP, independent accountants. The funds'
financial highlights, financial statements , and report
of the auditor are included in the funds' Annual Report, and are
incorporated by reference into (are legally a part of) the funds'
SAI. Contact Fidelity for a free copy of the Annual Report or the
SAI.
NEW YORK MONEY MARKET
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Selected Per-Share Data and Ratios
Years ended January
31 1997 1996 1995 1994 1993D 1992C 1991C 1990C 1989C 1988C
Net asset value, beginning of
period $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000
Income from Investment
Operations .029 .033 .024 .018 .017 .034 .046 .052 .049 .039
Net interest income
Less Distributions (.029) (.033) (.024) (.018) (.017) (.034) (.046) (.052) (.049) (.039)
From net interest income
Net asset value, end of
period $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000
Total returnB 2.94% 3.32% 2.44% 1.84% 1.72% 3.46% 4.74% 5.34% 4.99% 4.01%
Net assets, end of
period $ 880 $ 823 $ 737 $ 608 $ 566 $ 540 $ 541 $ 623 $ 685 $ 635
(In millions)
Ratio of expenses to
average .61% .62% .60% .62% .62%A .64% .61% .61% .51%E .56%E
net assets
Ratio of net interest
income to 2.89% 3.26% 2.42% 1.83% 2.26%A 3.39% 4.64% 5.21% 4.91% 3.96%
average net assets
</TABLE>
A ANNUALIZED
B 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.
C YEARS ENDED APRIL 30
D MAY 1, 1992 TO JANUARY 31, 1993
E FMR AGREED TO REIMBURSE A PORTION OF THE FUND'S EXPENSES DURING THE
PERIOD. WITHOUT THIS REIMBURSEMENT, THE FUND'S EXPENSE RATIO WOULD
HAVE BEEN HIGHER.
NEW YORK INSURED
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Selected Per-Share Data and Ratios
Years ended January
31 1997 1996 1995 1994F 1993D 1992C 1991C 1990C 1989C 1988C
Net asset value,
beginning $ 11.880 $ 10.830 $ 12.300 $ 11.830 $ 11.320 $ 10.990 $ 10.540 $ 10.710 $ 10.290 $ 10.470
of period
Income from
Investment .547 .562 .629 .648 .509 .684 .696 .701 .683 .693
Operations
Net interest income
Net realized and
unrealized (.199) 1.056 (1.320) .780 .510 .330 .450 (.170) .420 (.180)
gain (loss)
Total from
investment .348 1.618 (.691) 1.428 1.019 1.014 1.146 .531 1.103 .513
operations
Less
Distributions (.547) (.568)G (.629) (.648) (.509) (.684) (.696) (.701) (.683) (.693)
From net interest income
From net realized
gain (.001) -- (.070) (.310) -- -- -- -- -- --
In excess of net realized
gain -- -- (.080) -- -- -- -- -- -- --
Total
distributions (.548) (.568) (.779) (.958) (.509) (.684) (.696) (.701) (.683) (.693)
Net asset value,
end of period $ 11.680 $ 11.880 $ 10.830 $ 12.300 $ 11.830 $ 11.320 $ 10.990 $ 10.540 $ 10.710 $ 10.290
Total returnB 3.07% 15.25% (5.48)% 12.36% 9.16% 9.45% 11.17% 4.99% 11.05% 5.11%
Net assets,
end of period $ 315 $ 338 $ 311 $ 415 $ 359 $ 309 $ 247 $ 206 $ 179 $ 155
(In millions)
Ratio of expenses
to average .60% .60% .58% .58% .61%A .62% .64% .65% .65% .67%E
net assets
Ratio of expenses
to average net .60% .59%H .58% .58% .61%A .62% .64% .65% .65% .67%E
assets after expense reductions
Ratio of net
interest income
to 4.73% 4.91% 5.60% 5.31% 5.73%A 6.17% 6.45% 6.47% 6.55% 6.72%
average net assets
Portfolio turnover
rate 42% 74% 41% 48% 39%A 17% 33% 18% 31% 29%
</TABLE>
A ANNUALIZED
B 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.
C YEARS ENDED APRIL 30
D MAY 1, 1992 TO JANUARY 31, 1993
E FMR AGREED TO REIMBURSE A PORTION OF THE FUND'S EXPENSES DURING THE
PERIOD. WITHOUT THIS REIMBURSEMENT, THE FUND'S EXPENSE RATIO WOULD
HAVE BEEN HIGHER.
F EFFECTIVE FEBRUARY1, 1993, THE FUND ADOPTED STATEMENT OF POSITION
93-2, "DETERMINATION, DISCLOSURE, AND FINANCIAL STATEMENT PRESENTATION
OF INCOME, CAPITAL GAIN, AND RETURN OF CAPITAL DISTRIBUTIONS BY
INVESTMENT COMPANIES." AS A RESULT, NET INTEREST INCOME PER SHARE MAY
REFLECT CERTAIN RECLASSIFICATIONS RELATED TO BOOK TO TAX DIFFERENCES.
G THE AMOUNTS SHOWN REFLECT CERTAIN RECLASSIFICATIONS RELATED TO BOOK
TO TAX DIFFERENCES.
H FMR OR THE FUND HAS ENTERED INTO VARYING ARRANGEMENTS WITH THIRD
PARTIES WHO EITHER PAID OR REDUCED A PORTION OF THE FUND'S EXPENSES.
NEW YORK INCOME
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
<C> <C> <C> <C> <C>
Selected Per-Share Data and Ratios
Years ended January
31 1997 1996 1995 1994F 1993D 1992C 1991C 1990C 1989C 1988C
Net asset value,
beginning $ 12.540 $ 11.370 $ 13.050 $ 12.660 $ 12.100 $ 11.750 $ 11.370 $ 11.640 $ 11.160 $ 11.480
of period
Income from
Investment .629 .635 .673 .714 .580 .773 .789 .806 .796 .794
Operations
Net interest income
Net realized and
unrealized (.246) 1.177 (1.440) .850 .560 .350 .380 (.270) .480 (.220)
gain (loss)
Total from
investment .383 1.812 (.767) 1.564 1.140 1.123 1.169 .536 1.276 .574
operations
Less
Distributions (.631)G (.642)G (.673) (.714) (.580) (.773) (.789) (.806) (.796) (.794)
From net interest income
From net realized
gain (.002) -- (.210) (.460) -- -- -- -- -- (.100)
In excess of net realized
gain -- -- (.030) -- -- -- -- -- -- --
Total
distributions (.633) (.642) (.913) (1.174) (.580) (.773) (.789) (.806) (.796) (.894)
Net asset value,
end of period $ 12.290 $ 12.540 $ 11.370 $ 13.050 $ 12.660 $ 12.100 $ 11.750 $ 11.370 $ 11.640 $ 11.160
Total returnB 3.22% 16.29% (5.78)% 12.70% 9.60% 9.80% 10.59% 4.62% 11.81% 5.26%
Net assets,
end of period $ 401 $ 434 $ 394 $ 491 $ 446 $ 412 $ 386 $ 381 $ 368 $ 312
(In millions)
Ratio of expenses
to average .59% .59% .58% .58% .61%A .61% .59% .61% .63% .67%E
net assets
Ratio of expenses
to average net .59% .58%H .58% .58% .61%A .61% .59% .61% .63% .67%E
assets after expense reductions
Ratio of net interest
income to 5.15% 5.26% 5.77% 5.45% 6.08%A 6.52% 6.81% 6.87% 6.99% 7.10%
average net assets
Portfolio turnover
rate 44% 83% 34% 70% 45%A 30% 45% 34% 49% 64%
</TABLE>
A ANNUALIZED
B 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.
C YEARS ENDED APRIL 30
D MAY 1, 1992 TO JANUARY 31, 1993
E FMR AGREED TO REIMBURSE A PORTION OF THE FUND'S EXPENSES DURING
THE PERIOD. WITHOUT THIS REIMBURSEMENT, THE FUND'S EXPENSE RATIO WOULD
HAVE BEEN HIGHER.
F EFFECTIVE FEBRUARY1, 1993, THE FUND ADOPTED STATEMENT OF POSITION
93-2, "DETERMINATION, DISCLOSURE, AND FINANCIAL STATEMENT PRESENTATION
OF INCOME, CAPITAL GAIN, AND RETURN OF CAPITAL DISTRIBUTIONS BY
INVESTMENT COMPANIES." AS A RESULT, NET INTEREST INCOME PER SHARE MAY
REFLECT CERTAIN RECLASSIFICATIONS RELATED TO BOOK TO TAX
DIFFERENCES.
G THE AMOUNTS SHOWN REFLECT CERTAIN RECLASSIFICATIONS RELATED TO
BOOK TO TAX DIFFERENCES.
H FMR OR THE FUND HAS ENTERED INTO VARYING ARRANGEMENTS WITH THIRD
PARTIES WHO EITHER PAID OR REDUCED A PORTION OF THE FUND'S
EXPENSES.
PERFORMANCE
Mutual fund performance can be measured as TOTAL RETURN or YIELD. The
total returns that follow are based on historical fund results.
Each fund's fiscal year runs from February 1 through January 31. The
tables below show each fund's performance over past fiscal years
compared to different measures, including a comparative index and a
competitive funds average for the bond funds and a measure of
inflation for the money market fund. Data for the comparative indexes
for New York Insured and New York Income is available only from June
30, 1993 to the present. The charts on page present calendar year
performance for each bond fund.
AVERAGE ANNUAL TOTAL RETURNS
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Fiscal periods ended Past 1 Past 5 Past 10
January 31, 1997 year years years
New York Money Market 2.94% 2.58% 3.56%
Consumer Price Index 3.04% 2.87% 3.65%
New York Insured 3.07% 6.82% 6.65%
Lehman Bros. New York Insured Municipal Bond Index 3.75% n/a n/a
Lipper New York Insured Municipal Funds Average 2.04% 6.64% 6.73%
New York Income 3.22% 7.24% 6.92%
Lehman Bros. New York 4 Plus Year Municipal Bond Index 4.17% n/a n/a
Lipper New York Municipal Debt Funds Average 2.62% 6.83% 6.62%
</TABLE>
CUMULATIVE TOTAL RETURNS
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Fiscal periods ended Past 1 Past 5 Past 10
January 31, 1997 year years years
New York Money Market 2.94% 13.59% 41.91%
Consumer Price Index 3.04% 15.21% 43.08%
New York Insured 3.07% 39.07% 90.31%
Lehman Bros. New York Insured Municipal Bond Index 3.75% n/a n/a
Lipper New York Insured Municipal Funds Average 2.04% 37.98% 91.92%
New York Income 3.22% 41.84% 95.27%
Lehman Bros. New York 4 Plus Year Municipal Bond Index 4.17% n/a n/a
Lipper New York Municipal Debt Funds Average 2.62% 39.22% 90.52%
</TABLE>
EXPLANATION OF TERMS
UNDERSTANDING
PERFORMANCE
YIELD illustrates the income
earned by a fund over a recent
period. Seven-day yields are
the most common illustration of
money market performance.
30-day yields are usually used
for bond funds. Yields change
daily, reflecting changes in
interest rates.
TOTAL RETURN reflects both the
reinvestment of income and
capital gain distributions, and
any change in a fund's share
price.
(checkmark)
TOTAL RETURN is the change in value of an investment 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
money market fund 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.
Yields for the bond funds are calculated according to a standard that
is required for all stock and bond funds. Because this differs from
other accounting methods, the quoted yield may not equal the income
actually paid to shareholders.
LEHMAN BROTHERS NEW YORK INSURED MUNICIPAL BOND INDEX is a total
return performance benchmark for insured New York investment-grade
municipal bonds with maturities of at least one year.
LEHMAN BROTHERS NEW YORK 4 PLUS YEAR MUNICIPAL BOND INDEX is a total
return performance benchmark for New York investment-grade municipal
bonds with maturities of at least four years.
Unlike each fund's returns, the total returns of each comparative
index do not include the effect of any brokerage commissions,
transaction fees, or other costs of investing.
THE CONSUMER PRICE INDEX is a widely recognized measure of inflation
calculated by the U.S. Government.
THE COMPETITIVE FUNDS AVERAGES are the Lipper New York Insured
Municipal Funds Average for New York Insured and the Lipper New York
Municipal Debt Funds Average for New York Income, which currently
reflect the performance of over 17 and 94 mutual funds with similar
investment objectives, respectively. These averages, published by
Lipper Analytical Services, Inc., exclude the effect of sales charges.
The funds' recent strategies, performance, and holdings are detailed
twice a year in financial reports, which are sent to all shareholders.
For current performance or a free annual report, call 1-800-544-8888.
YEAR-BY-YEAR TOTAL RETURNS
Calendar years 1987 1988 1989 1990 1991 1992 1993 1994 1995 1996
NEW YORK INCOME -2.41% 11.92% 9.28% 5.09% 13.38% 8.98% 12.90%
- -8.01% 19.57% 3.80 %
Lipper New York Municipal
Debt Funds Average -1.75% 10.85% 9.32% 5.04% 13.28% 9.61% 12.71%
- -7.52% 16.73% 3.15 %
Consumer Price Index 4.43% 4.42% 4.65% 6.11% 3.06% 2.90% 2.75%
2.67% 2.54% 3.32 %
Percentage (%)
Row: 1, Col: 1, Value: -2.41
Row: 2, Col: 1, Value: 11.92
Row: 3, Col: 1, Value: 9.279999999999999
Row: 4, Col: 1, Value: 5.09
Row: 5, Col: 1, Value: 13.38
Row: 6, Col: 1, Value: 8.98
Row: 7, Col: 1, Value: 12.9
Row: 8, Col: 1, Value: -8.01
Row: 9, Col: 1, Value: 19.57
Row: 10, Col: 1, Value: 3.8
(LARGE SOLID BOX) New York Income
YEAR-BY-YEAR TOTAL RETURNS
Calendar years 1987 1988 1989 1990 1991 1992 1993 1994 1995 1996
NEW YORK INSURED -3.21% 11.25% 9.07% 6.19% 12.47% 8.56% 12.81%
- -7.95% 18.48% 3.76 %
Lipper New York Insured
Municipal Funds Average -2.62% 11.01% 9.49% 5.89% 12.54% 9.02%
12.30% -6.29% 17.07% 2.86 %
Consumer Price Index 4.43% 4.42% 4.65% 6.11% 3.06% 2.90% 2.75%
2.67% 2.54% 3.32 %
Percentage (%)
Row: 1, Col: 1, Value: -3.21
Row: 2, Col: 1, Value: 11.25
Row: 3, Col: 1, Value: 9.07
Row: 4, Col: 1, Value: 6.19
Row: 5, Col: 1, Value: 12.47
Row: 6, Col: 1, Value: 8.560000000000001
Row: 7, Col: 1, Value: 12.81
Row: 8, Col: 1, Value: -7.95
Row: 9, Col: 1, Value: 18.48
Row: 10, Col: 1, Value: 3.76
(LARGE SOLID BOX) New York Insured
TOTAL RETURNS AND YIELDS ARE BASED ON PAST RESULTS AND ARE NOT AN
INDICATION OF FUTURE PERFORMANCE.
THE FUNDS IN DETAIL
CHARTER
EACH FUND IS A MUTUAL FUND: an investment that pools shareholders'
money and invests it toward a specified goal. Fidelity New York
Municipal Money Market Fund is a non-diversified fund of Fidelity New
York Municipal Trust II, and Fidelity New York Insured Municipal
Income Fund and Fidelity New York Municipal Income Fund are
non-diversified funds of Fidelity New York Municipal Trust. Both
trusts are open-end management investment companies. Fidelity New York
Municipal Trust II was organized as a Delaware business trust on June
20, 1991. Fidelity New York Municipal Trust was organized as a
Massachusetts business trust on April 25, 1983. There is a remote
possibility that one fund might become liable for a misstatement in
the prospectus about another fund.
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. Fidelity will mail proxy materials in advance, including a
voting card and information about the proposals to be voted on. The
number of votes you are entitled to is based upon the dollar value of
your investment.
FMR AND ITS AFFILIATES
FIDELITY FACTS
Fidelity offers the broadest
selection of mutual funds
in the world.
(solid bullet) Number of Fidelity mutual
funds: over 225
(solid bullet) Assets in Fidelity mutual
funds: over $ 435 billion
(solid bullet) Number of shareholder
accounts: over 29 million
(solid bullet) Number of investment
analysts and portfolio
managers: over 270
(checkmark)
The funds are managed by FMR, which chooses their investments and
handles their business affairs. FMR Texas, located in Irving, Texas,
has primary responsibility for providing investment management
services for New York Money Market.
Norman Lind is Vice President and manager of New York Insured
Municipal Income and New York Municipal Income, which he has managed
since March 1994 and October 1993, respectively. He also manages other
Fidelity funds. Since joining Fidelity in 1986, Mr. Lind has worked as
an analyst and manager.
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.
Fidelity Distributors Corporation (FDC) distributes and markets
Fidelity's funds and services. Fidelity Service Company Inc. (FSC)
performs transfer agent servicing functions for each fund.
FMR Corp. is the ultimate parent company of FMR and FMR Texas. Members
of the Edward C. Johnson 3d family are the predominant owners of a
class of shares of common stock representing approximately 49% of the
voting power of FMR Corp. Under the Investment Company Act of 1940
(the 1940 Act), control of a company is presumed where one individual
or group of individuals owns more than 25% of the voting stock of that
company; therefore, the Johnson family may be deemed under the 1940
Act to form a controlling group with respect to FMR Corp.
UMB Bank, n.a., is each fund's transfer agent, although it employs FSC
to perform these functions for each fund. UMB is located at 1010 Grand
Avenue, Kansas City, Missouri.
A broker-dealer may use a portion of the commissions paid by a
fund to reduce custodian or transfer agent fees for th at fund.
FMR may use its broker-dealer affiliates and other firms that sell
fund shares to carry out a fund's transactions, provided that the fund
receives brokerage services and commission rates comparable to those
of other broker-dealers.
INVESTMENT PRINCIPLES AND RISKS
EACH FUND'S INVESTMENT APPROACH
MONEY MARKET FUNDS IN GENERAL. The yield of a money market fund will
change daily based on changes in interest rates and market conditions.
Money market funds follow industry-standard guidelines on the quality,
maturity, and diversification of their investments, which are designed
to help maintain a stable $1.00 share price. Of course, there is no
guarantee that a money market fund will be able to maintain a stable
$1.00 share price. It is possible that a major change in interest
rates or a default on the fund's investments could cause its share
price (and the value of your investment) to change.
FIDELITY'S APPROACH TO MONEY MARKET FUNDS. Money market funds earn
income at current money market rates. In managing money market funds,
FMR stresses preservation of capital, liquidity, and income. The fund
will purchase only high - quality securities that FMR believes
present minimal credit risks and will observe maturity restrictions on
securities it buys.
NEW YORK MUNICIPAL MONEY MARKET seeks high current income that is free
from federal income tax and New York State and City income taxes while
maintaining a stable $1.00 share price by investing in high-quality,
short-term municipal money market securities of all types.
BOND FUNDS IN GENERAL. The yield and share price of a bond fund change
daily based on changes in interest rates and market conditions, and in
response to other economic, political or financial events. The types
and maturities of the securities a bond fund purchases and the credit
quality of their issuers will impact a bond fund's reaction to these
events.
INTEREST RATE RISK. In general, bond prices rise when interest rates
fall and fall when interest rates rise. Longer-term bonds are usually
more sensitive to interest rate changes. In other words, the longer
the maturity of a bond, the greater the impact a change in interest
rates is likely to have on the bond's price. In addition, short-term
interest rates and long-term interest rates do not necessarily move in
the same amount or in the same direction. A short-term bond tends to
react to changes in short-term interest rates and a long-term bond
tends to react to changes in long-term interest rates.
ISSUER RISK. The price of a bond is affected by the credit quality of
its issuer. Changes in the financial condition of an issuer, changes
in general economic conditions, and changes in specific economic
conditions that affect a particular type of issuer can impact the
credit quality of an issuer. Lower quality bonds generally tend to be
more sensitive to these changes than higher quality bonds.
MUNICIPAL MARKET RISK. Municipal securities are backed by the entity
that issued them and/or other revenue streams. Municipal security
values may be significantly affected by political changes, as well as
uncertainties in the municipal market related to taxation or the
rights of municipal securities holders.
FIDELITY'S APPROACH TO BOND FUNDS. The total return from a bond
includes both income and price gains or losses. In selecting
investments for a bond fund, FMR considers a bond's expected income
together with its potential for price gains or losses. While income is
the most important component of bond returns over time, a bond fund's
emphasis on income does not mean the fund invests only in the
highest-yielding bonds available, or that it can avoid losses of
principal.
FMR focuses on assembling a portfolio of income-producing bonds that
it believes will provide the best balance between risk and return
within the range of eligible investments for the fund. FMR's
evaluation of a potential investment includes an analysis of the
credit quality of the issuer, its structural features, its current
price compared to FMR's estimate of its long-term value, and any
short-term trading opportunities resulting from market inefficiencies.
In structuring a bond fund, FMR allocates assets among different
market sectors (for example, general obligation bonds of a state or
bonds financing a specific project) and different maturities based on
its view of the relative value of each sector or maturity. The
performance of the fund will depend on how successful FMR is in
pursuing this approach.
NEW YORK INSURED MUNICIPAL INCOME seeks high current income that is
free from federal income tax and New York State and City income taxes
by investing primarily in municipal securities that are covered by
insurance guaranteeing the timely payment of interest and principal.
The insurance coverage for the fund's investments is obtained either
by the bond's issuer or underwriter, or purchased by the fund. The
fund pays premiums for the insurance either directly or indirectly,
which increases the credit safety of the fund's investments, but
decreases its yield. As a result of the fund's emphasis on insured
securities, the fund's performance will be affected by conditions
affecting the insurance industry. It is important to note that the
insurance does not guarantee the market value of a security or the
fund's shares.
Although the fund does not maintain an average maturity within a
specified range, FMR seeks to manage the fund so that it generally
reacts to changes in interest rates similarly to municipal bonds with
maturities between eight and 18 years.
NEW YORK MUNICIPAL INCOME seeks high current income that is free from
federal income tax and New York State and City income taxes by
investing in investment-grade municipal securities under normal
conditions.
Although the fund does not maintain an average maturity within a
specified range, FMR seeks to manage the fund so that it generally
reacts to changes in interest rates similarly to municipal bonds with
maturities between eight and 18 years.
EACH FUND normally invests in municipal securities. FMR normally
invests at least 65% of the money market fund's total assets in state
municipal securities and normally invests so that at least 80% of the
fund's income distributions are free from federal income tax. FMR
normally invests at least 65% of the insured fund's total assets in
municipal securities that are covered by insurance guaranteeing the
timely payment of interest and principal. The balance, however, may be
invested in other municipal securities, including uninsured municipal
bonds. FMR will invest so that at least 80% of the fund's income
distributions are free from federal and New York State and City income
taxes. FMR normally invests the income fund's assets so that at least
80% of the fund's income distributions are free from federal and New
York State and City income taxes. In addition, FMR may invest all of
each fund's assets in municipal securities issued to finance private
activities. The interest from these securities is a tax-preference
item for purposes of the federal alternative minimum tax.
Each fund's performance is affected by the economic and political
conditions within the state of New York. Both the City and State of
New York have recently experienced significant financial difficulty,
and the state's credit standing is one of the lowest in the country.
The funds differ primarily with respect to the quality or maturity of
their investments and therefore their sensitivity to changes in
economic and other financial conditions and interest rates. The money
market fund seeks to provide income while maintaining a stable share
price. The bond funds seek to provide a higher level of income by
investing in a broader range of securities. As a result, the bond
funds do not seek to maintain a stable share price. Although both bond
funds normally invest in investment-grade securities, New York Insured
generally invests in higher quality securities as a result of its
focus on insured securities. As of January 31, 1997, the
dollar-weighted average maturity for New York Insured and New York
Income was 12.5 and 15.0 years, respectively. In
addition, since the money market fund concentrates its investments in
New York municipal securities, an investment in the money market fund
may be riskier than an investment in other types of money market
funds.
FMR may use various techniques to hedge a portion of a bond fund's
risks, but there is no guarantee that these strategies will work as
intended. When you sell your shares of a bond fund, they may be worth
more or less than what you paid for them.
FMR normally invests each fund's assets according to its investment
strategy. The funds do not expect to invest in federally taxable
obligations and the bond funds do not expect to invest in state
taxable obligations. The money market fund reserves the right to
invest without limitation in short-term instruments, to hold a
substantial amount of uninvested cash, or to invest more than normally
permitted in federally taxable obligations for temporary, defensive
purposes. The bond funds reserve the right to invest more than
normally permitted in state taxable obligations for temporary,
defensive purposes.
SECURITIES AND INVESTMENT PRACTICES
The following pages contain more detailed information about types of
instruments in which a fund may invest, strategies FMR may employ in
pursuit of a fund's investment objective, and a summary of related
risks. Any restrictions listed supplement those discussed earlier in
this section. A complete listing of each fund's limitations and more
detailed information about each fund's investments are 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 unless it believes that they are consistent with a fund's
investment objective and policies and that doing so will help a fund
achieve its goal. Fund holdings and recent investment strategies are
detailed in each fund's financial reports, which are sent to
shareholders twice a year. For a free SAI or financial report, call
1-800-544-8888.
DEBT SECURITIES. Bonds and other debt instruments are used by issuers
to borrow money from investors. The issuer generally pays the investor
a fixed, variable, or floating rate of interest, and must repay the
amount borrowed at maturity. Some debt securities, such as zero coupon
bonds, do not pay current interest, but are sold at a discount from
their face values.
Debt securities have varying levels of sensitivity to changes in
interest rates and varying degrees of credit quality. In general, bond
prices rise when interest rates fall, and fall when interest rates
rise. Longer-term bonds and zero coupon bonds are generally more
sensitive to interest rate changes.
In addition, bond prices are also affected by the credit quality of
the issuer. Investment-grade debt securities are medium- and
high-quality securities. Some, however, may possess speculative
characteristics, and may be more sensitive to economic changes and to
changes in the financial condition of issuers.
RESTRICTIONS: New York Insured invests only in investment-grade
securities. A security is considered to be investment-grade if it is
judged by FMR to be of equivalent quality to securities rated Baa or
BBB or higher by Moody's Investors Service (Moody's) or
Standard & Poor's (S&P) , respectively. New York Income normally
invests in investment-grade securities, but reserves the right to
invest up to 5% of its assets in below investment-grade securities
(sometimes called "junk bonds"). A security is considered to be
investment-grade if it is rated investment-grade by Moody's,
S&P , Duff & Phelps Rating Co., or Fitch Investors Service,
L.P., or is unrated but judged by FMR to be of equivalent
quality. New York Municipal Income may not invest in securities judged
by FMR to be of equivalent quality to those rated lower than B by
Moody's or S&P.
MONEY MARKET SECURITIES are high-quality, short-term obligations
issued by 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. If the structure does not perform as intended,
adverse tax or investment consequences may result.
STATE MUNICIPAL SECURITIES include municipal obligations issued by the
state of New York or its counties, municipalities, authorities, or
other subdivisions. The ability of issuers to repay their debt can be
affected by many factors that impact the economic vitality of either
the state or a region within the state.
Other state municipal securities include obligations of the 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.
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 fully or partially backed by the local government, or by
the credit of a private issuer or the current or anticipated revenues
from specific projects or assets. Because many municipal securities
are issued to finance similar types of projects, especially those
relating to education, health care, housing, transportation, and
utilities, the municipal markets can be affected by conditions in
those sectors. In addition, all municipal securities may be affected
by uncertainties regarding their tax status, legislative changes, or
rights of municipal securities holders. A municipal security may be
owned directly or through a participation interest.
CREDIT AND LIQUIDITY SUPPORT. Issuers may employ various forms of
credit and liquidity enhancement, including letters of credit,
guarantees, puts and demand features, and insurance, provided by
foreign or domestic entities such as banks and other financial
institutions. These arrangements expose a fund to the credit risk of
the entity providing the credit or liquidity support. Changes in the
credit quality of the provider could affect the value of the security
and a fund's share price. In addition, in the case of foreign
providers of credit or liquidity support, extensive public information
about the provider may not be available, and unfavorable political,
economic, or governmental developments could affect its ability to
honor its commitment.
ASSET-BACKED SECURITIES include interests in pools of purchase
contracts, financing leases, or sales agreements entered into by a
municipal issuer. The value of these securities depends on many
factors, including changes in market interest rates, the availability
of information concerning the pool and its structure, prepayment
expectations, the credit quality of the underlying assets, and the
market's perception of the servicer of the loan pool, and any credit
enhancement provided.
VARIABLE AND FLOATING RATE SECURITIES have interest rates that are
periodically adjusted either at specific intervals or whenever a
benchmark rate changes. Inverse floaters have interest rates that move
in the opposite direction from a benchmark, often making the
security's market value more volatile.
MUNICIPAL LEASE OBLIGATIONS are used by municipal issuers to acquire
land, equipment, or facilities. If the issuer stops making payments or
transfers its obligations to a private entity, the obligation could
lose value or become taxable.
PUT FEATURES entitle the holder to put (sell back) a security to the
issuer or another party. In exchange for this benefit, a fund may
accept a lower interest rate. The credit quality of the investment may
be affected by the credit worthiness of the put provider. Demand
features and standby commitments 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
economic viability of a project or changes in tax incentives could
affect the price of these securities.
ADJUSTING INVESTMENT EXPOSURE. A fund can use various techniques to
increase or decrease its exposure to changing security prices,
interest rates, or other factors that affect security prices. These
techniques may involve derivative transactions such as buying and
selling options and futures contracts, entering into swap agreements,
and purchasing indexed securities.
FMR can use these practices to adjust the risk and return
characteristics of a fund's portfolio of investments. If FMR judges
market conditions incorrectly or employs a strategy that does not
correlate well with the fund's investments, these techniques could
result in a loss, regardless of whether the intent was to reduce risk
or increase return. These techniques may increase the volatility of
the fund and may involve a small investment of cash relative to the
magnitude of the risk assumed. In addition, these techniques could
result in a loss if the counterparty to the transaction does not
perform as promised.
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 securities 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 assets would be invested in illiquid securities.
WHEN-ISSUED AND FORWARD PURCHASE OR SALE TRANSACTIONS are trading
practices in which payment and delivery for the security take place at
a later date than is customary for that type of security. The price of
a security could change during this period.
CASH MANAGEMENT. A fund may invest in money market securities and in a
money market fund available only to funds and accounts managed by FMR
or its affiliates, whose goal is to seek a high level of current
income exempt from federal income tax while maintaining a stable $1.00
share price. A major change in interest rates or a default on the
money market fund's investments could cause its share price to change.
RESTRICTIONS: New York Insured and New York Income do not currently
intend to invest in a money market fund.
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. A fund that is not
diversified may be more sensitive to changes in the market value of a
single issuer or industry.
RESTRICTIONS: Each fund is considered non-diversified. Generally, to
meet federal tax requirements at the close of each quarter, each fund
does not invest more than 25% of its total assets in any one issuer
and, with respect to 50% of total assets, does not invest more than 5%
of its total assets in any issuer. These limitations do not apply to
U.S. Government securities or to securities of other investment
companies. Each fund may invest more than 25% of its total assets in
tax-free securities that finance similar types of projects. New York
Insured may invest more than 25% of its assets in bonds insured by the
same insurance company.
BORROWING. A fund may borrow from banks or from other funds advised by
FMR, or through reverse repurchase agreements. If a fund borrows
money, its share price may be subject to greater fluctuation until the
borrowing is paid off. If a fund makes additional investments while
borrowings are outstanding, this may be considered a form of leverage.
RESTRICTIONS: A fund may borrow only for temporary or emergency
purposes, but not in an amount exceeding 331/3% of its total assets.
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.
NEW YORK MUNICIPAL MONEY MARKET seeks as high a level of current
income exempt from federal income tax and New York State and City
income taxes as is consistent with preservation of capital. The fund
will normally invest so that at least 80% of its income distributions
are free from federal income tax.
NEW YORK INSURED MUNICIPAL INCOME seeks as high a level of current
income, exempt from federal and New York State and City income taxes,
available from investing primarily in municipal securities that are
covered by insurance guaranteeing the timely payment of principal and
interest. FMR will invest the fund's assets primarily in municipal
bonds that are (1) insured under an insurance policy obtained by the
issuer or underwriter; or (2) insured under an insurance policy
purchased by the fund. Insurance will cover the timely payment of
interest and principal on municipal obligations and will be retained
from recognized insurers. The fund may invest in uninsured municipal
obligations judged to be of quality equivalent to the four highest
ratings assigned by Moody's and S&P (Baa, BBB, or better). Under
normal market conditions, such uninsured obligations may not exceed
35% of the fund's assets. The fund will normally invest so that at
least 80% of its income distributions are exempt from federal and New
York State and City income taxes. During periods when FMR believes
that New York municipals that meet the fund's standards are not
available, the fund may temporarily invest more than 20% of its assets
in obligations that are only federally tax-exempt.
NEW YORK MUNICIPAL INCOME seeks as high a level of current income,
exempt from federal and New York State and City income taxes,
available from investing primarily in municipal securities judged by
FMR to be of investment-grade quality. The fund may invest up to
one-third of its assets in lower-quality bonds, but may not purchase
bonds that are judged by FMR to be equivalent quality to those rated
lower than B. The fund will normally invest so that at least 80% of
its income distributions are exempt from federal and New York State
and City income taxes. During periods when FMR believes that New York
municipals that meet the fund's standards are not available, the fund
may temporarily invest more than 20% of its assets in obligations that
are only federally tax-exempt.
Each fund may borrow only for temporary or emergency purposes, but not
in an amount exceeding 33% of its total assets.
BREAKDOWN OF EXPENSES
Like all mutual funds, the funds pay fees related to their daily
operations. Expenses paid out of a fund's assets are reflected in its
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 for New York Municipal Money
Market. Each fund also pays OTHER EXPENSES, which are explained on
page .
FMR may, from time to time, agree to reimburse the funds for
management fees and other expenses above a specified limit. FMR
retains the ability to be repaid by a fund if expenses fall below the
specified limit prior to the end of the fiscal year. Reimbursement
arrangements, which may be terminated at any time without notice, can
decrease a fund's expenses and boost its performance.
MANAGEMENT FEE
The management fee is calculated and paid to FMR every month. The fee
is calculated by adding a group fee rate to an individual fund fee
rate, and multiplying the result by the fund's average net assets.
The group fee rate is based on the average net assets of all the
mutual funds advised by FMR. This rate cannot rise above .37%, and it
drops as total assets under management increase.
For January 1997, the group fee rate was .1420 %. Each fund's
individual fund fee rate is .25%. Each fund's total management fee
rate for the fiscal year ended January 31, 1997 was
.40 %.
FMR Texas is New York Money Market's sub-adviser and has primary
responsibility for managing its investments. FMR is
responsibl e for providing other management services. FMR pays
FMR Texas 50% of its management fee (before expense reimbursements)
for FMR Texas' services. FMR paid FMR Texas a fee equal to
.20% of New York Money Market's average net assets for the fiscal year
ended January 31, 1997.
OTHER EXPENSES
While the management fee is a significant component of the funds'
annual operating costs, the funds have other expenses as well.
FSC performs many transaction and accounting functions. These services
include processing shareholder transactions, valuing each fund's
investments, and handling securities loans. In the fiscal year ended
January 31, 1997, FSC received fees equal to .20 %,
.17 %, and .17 %, respectively, of New York Money
Market' s, New York Insured' s, and New York Income's average
net assets .
The funds also pay other expenses, such as legal, audit, and custodian
fees; proxy solicitation costs; and the compensation of trustees who
are not affiliated with Fidelity.
Each fund has adopted a Distribution and Service Plan. These plans
recognize 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
fund's shares. It is important to note, however, that the funds do not
pay FMR any separate fees for this service.
For the fiscal year ended January 31, 1997, the portfolio
turnover rates for New York Insured and New York Income
were 42 % and 44 %, respectively. These rates vary
from year to year.
YOUR ACCOUNT
DOING BUSINESS WITH FIDELITY
Fidelity Investments was established in 1946 to manage one of
America's first mutual funds. Today, Fidelity is the largest mutual
fund company in the country, and is known as an innovative provider of
high-quality financial services to individuals and institutions.
In addition to its mutual fund business, the company operates one of
America's leading discount brokerage firms, Fidelity Brokerage
Services, Inc. (FBSI). Fidelity is also a leader in providing
tax-sheltered retirement plans for individuals investing on their own
or through their employer.
Fidelity is committed to providing investors with practical
information to make investment decisions. Based in Boston, Fidelity
provides customers with complete service 24 hours a day, 365 days a
year, through a network of telephone service centers around the
country.
To reach Fidelity for general information, call these numbers:
(small solid bullet) For mutual funds, 1-800-544-8888
(small solid bullet) For brokerage, 1-800-544-7272
If you would prefer to speak with a representative in person, Fidelity
has over 80 walk-in Investor Centers across the country.
TYPES OF ACCOUNTS
You may set up an account directly in a fund or, if you own or intend
to purchase individual securities as part of your total investment
portfolio, you may consider investing in a fund through a brokerage
account. You can choose New York Money Market as your core account for
your Fidelity Ultra Service Account(registered trademark) or
FidelityPlusSM brokerage account.
You may purchase or sell shares of the funds through an investment
professional, including a broker, who may charge you a transaction fee
for this service. If you invest through FBSI, another financial
institution, or an investment professional, read their program
materials for any special provisions, additional service features or
fees that may apply to your investment in a fund. Certain features of
the fund, such as the minimum initial or subsequent investment
amounts, may be modified.
The different ways to set up (register) your account with Fidelity are
listed in the table that follows.
WAYS TO SET UP YOUR ACCOUNT
INDIVIDUAL OR JOINT TENANT
FOR YOUR GENERAL INVESTMENT NEEDS
Individual accounts are owned by one person. Joint accounts can have
two or more owners (tenants).
GIFTS OR TRANSFERS TO A MINOR (UGMA, UTMA)
TO INVEST FOR A CHILD'S EDUCATION OR OTHER FUTURE NEEDS
These custodial accounts provide a way to give money to a child and
obtain tax benefits. An individual can give up to $10,000 a year per
child without paying federal gift tax. Depending on state laws, you
can set up a custodial account under the Uniform Gifts to Minors Act
(UGMA) or the Uniform Transfers to Minors Act (UTMA).
TRUST
FOR MONEY BEING INVESTED BY A TRUST
The trust must be established before an account can be opened.
BUSINESS OR ORGANIZATION
FOR INVESTMENT NEEDS OF CORPORATIONS, ASSOCIATIONS, PARTNERSHIPS, OR
OTHER GROUPS
Requires a special application.
HOW TO BUY SHARES
EACH FUND'S SHARE PRICE, called net asset value (NAV), is calculated
every business day. New York Municipal Money Market is managed to keep
its share price stable at $1.00. Each fund's shares are sold without a
sales charge.
Shares are purchased at the next share price calculated after your
investment is received and accepted. Share price is normally
calculated at 4 p.m. Eastern time, and also at noon for New York Money
Market.
IF YOU ARE NEW TO FIDELITY, complete and sign an account application
and mail it along with your check. You may also open your account in
person or by wire as described on page . If there is no application
accompanying this prospectus, call 1-800-544-8888.
IF YOU ALREADY HAVE MONEY INVESTED IN A FIDELITY FUND, you can:
(small solid bullet) Mail in an application with a check, or
(small solid bullet) Open your account by exchanging from another
Fidelity fund.
If you buy shares by check or Fidelity Money Line(registered
trademark), and then sell those shares by any method other than by
exchange to another Fidelity fund, the payment may be delayed for up
to seven business days to ensure that your previous investment has
cleared.
MINIMUM INVESTMENTS
TO OPEN AN ACCOUNT $2,500
For New York Money Market $5,000
TO ADD TO AN ACCOUNT $250
Through regular investment plans* $100
MINIMUM BALANCE $ 2 ,000
*FOR MORE INFORMATION ABOUT REGULAR INVESTMENT PLANS, PLEASE REFER TO
"INVESTOR SERVICES," PAGE .
These minimums may vary for investments through Fidelity Portfolio
Advisory Services. Refer to the program materials for details.
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TO OPEN AN ACCOUNT TO ADD TO AN ACCOUNT
PHONE 1-800-544-777 (PHONE_GRAPHIC)
(SMALL SOLID BULLET) EXCHANGE FROM ANOTHER FIDELITY FUND (SMALL SOLID BULLET) EXCHANGE FROM ANOTHER FIDELITY FUND
ACCOUNT WITH THE SAME REGISTRATION, ACCOUNT WITH THE SAME REGISTRATION,
INCLUDING NAME, ADDRESS, AND INCLUDING NAME, ADDRESS, AND
TAXPAYER ID NUMBER. TAXPAYER ID NUMBER.
(SMALL SOLID BULLET) USE FIDELITY MONEY LINE TO TRANSFER
FROM YOUR BANK ACCOUNT. CALL BEFORE
YOUR FIRST USE TO VERIFY THAT THIS
SERVICE IS IN PLACE ON YOUR ACCOUNT.
MAXIMUM MONEY LINE: $50,000.
</TABLE>
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MAIL
(MAIL_
GRAPHIC) (SMALL SOLID BULLET) COMPLETE AND SIGN THE APPLICATION. (SMALL SOLID BULLET) MAKE YOUR CHECK PAYABLE TO THE
MAKE YOUR CHECK PAYABLE TO THE COMPLETE NAME OF THE FUND. INDICATE
COMPLETE NAME OF THE FUND OF YOUR YOUR FUND ACCOUNT NUMBER ON YOUR
CHOICE. MAIL TO THE ADDRESS INDICATED CHECK AND MAIL TO THE ADDRESS PRINTED
ON THE APPLICATION. ON YOUR ACCOUNT STATEMENT.
(SMALL SOLID BULLET) EXCHANGE BY MAIL: CALL
1-800-544-6666 FOR INSTRUCTIONS.
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IN PERSON (HAND_GRAPHIC)
(SMALL SOLID BULLET) BRING YOUR APPLICATION AND CHECK TO A (SMALL SOLID BULLET) BRING YOUR CHECK TO A FIDELITY INVESTOR
FIDELITY INVESTOR CENTER. CALL CENTER. CALL 1-800-544-9797 FOR THE
1-800-544-9797 FOR THE CENTER CENTER NEAREST YOU.
NEAREST YOU.
</TABLE>
<TABLE>
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WIRE (WIRE_GRAPHIC) (SMALL SOLID BULLET) CALL 1-800-544-7777 TO SET UP YOUR (SMALL SOLID BULLET) WIRE TO:
ACCOUNT AND TO ARRANGE A WIRE FOR BOND FUNDS:
TRANSACTION. BANKERS TRUST COMPANY,
(SMALL SOLID BULLET) WIRE WITHIN 24 HOURS TO: BANK ROUTING #021001033,
BANKERS TRUST COMPANY, ACCOUNT #00163053.
BANK ROUTING #021001033, FOR THE MONEY MARKET FUND:
ACCOUNT #00163053. THE CHASE MANHATTAN BANK,
SPECIFY THE COMPLETE NAME OF THE BANK ROUTING #021000021,
FUND AND INCLUDE YOUR NEW ACCOUNT FFC FIDELITY/SAS INST DEP
NUMBER AND YOUR NAME. ACCOUNT #323039502.
SPECIFY THE COMPLETE NAME OF THE
FUND AND INCLUDE YOUR ACCOUNT
NUMBER AND YOUR NAME.
</TABLE>
<TABLE>
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AUTOMATICALLY (AUTOMATIC_GRAPHIC) (SMALL SOLID BULLET) NOT AVAILABLE. (SMALL SOLID BULLET) USE FIDELITY AUTOMATIC
ACCOUNT
BUILDER. SIGN UP FOR THIS SERVICE
WHEN OPENING YOUR ACCOUNT, OR CALL
1-800-544-6666 TO ADD IT.
</TABLE>
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(TDD_GRAPHIC) TDD - SERVICE FOR THE DEAF AND HEARING IMPAIRED: 1-800-544-0118
</TABLE>
HOW TO SELL SHARES
You can arrange to take money out of your fund account at any time by
selling (redeeming) some or all of your shares. Your shares will be
sold at the next share price calculated after your order is received
and accepted. Share price is normally calculated at 4 p.m. Eastern
time and also at noon for New York Money Market.
TO SELL SHARES THROUGH YOUR FIDELITY ULTRA SERVICE OR FIDELITYPLUS
ACCOUNT, call 1-800-544-6262 to receive a handbook with instructions.
IF YOU ARE SELLING SOME BUT NOT ALL OF YOUR SHARES, leave at least
$ 2 ,000 worth of shares in the account to keep it open.
TO SELL SHARES BY BANK WIRE OR FIDELITY MONEY LINE, you will need to
sign up for these services in advance.
CERTAIN REQUESTS MUST INCLUDE A SIGNATURE GUARANTEE. It is designed to
protect you and Fidelity from fraud. Your request must be made in
writing and include a signature guarantee if any of the following
situations apply:
(small solid bullet) You wish to redeem more than $100,000 worth of
shares,
(small solid bullet) Your account registration has changed within the
last 30 days,
(small solid bullet) The check is being mailed to a different address
than the one on your account (record address),
(small solid bullet) The check is being made payable to someone other
than the account owner, or
(small solid bullet) The redemption proceeds are being transferred to
a Fidelity account with a different registration.
You should be able to obtain a signature guarantee from a bank, broker
(including Fidelity Investor Centers), 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.
SELLING SHARES IN WRITING
Write a "letter of instruction" with:
(small solid bullet) Your name,
(small solid bullet) The fund's name,
(small solid bullet) Your fund account number,
(small solid bullet) The dollar amount or number of shares to be
redeemed, and
(small solid bullet) Any other applicable requirements listed in the
table that follows.
Unless otherwise instructed, Fidelity will send a check to the record
address. Deliver your letter to a Fidelity Investor Center, or mail it
to:
Fidelity Investments
P.O. Box 660602
Dallas, TX 75266-0602
CHECKWRITING
If you have a checkbook for your account, you may write an unlimited
number of checks. Do not, however, try to close out your account by
check.
ACCOUNT TYPE SPECIAL REQUIREMENTS
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PHONE 1-800-544-777
(PHONE_GRAPHIC) ALL ACCOUNT TYPES (SMALL SOLID BULLET) MAXIMUM CHECK REQUEST: $100,000.
(SMALL SOLID BULLET) FOR MONEY LINE TRANSFERS TO YOUR BANK ACCOUNT;
MINIMUM: $10; MAXIMUM: $100,000.
(SMALL SOLID BULLET) YOU MAY EXCHANGE TO OTHER FIDELITY FUNDS IF
BOTH ACCOUNTS ARE REGISTERED WITH THE SAME
NAME(S), ADDRESS, AND TAXPAYER ID NUMBER.
MAIL OR IN PERSON
(MAIL_GRAPHIC)
(HAND_GRAPHIC) INDIVIDUAL, JOINT TENANT, (SMALL SOLID BULLET) THE LETTER OF INSTRUCTION MUST BE SIGNED BY ALL
SOLE PROPRIETORSHIP, PERSONS REQUIRED TO SIGN FOR TRANSACTIONS,
UGMA, UTMA EXACTLY AS THEIR NAMES APPEAR ON THE ACCOUNT.
TRUST (SMALL SOLID BULLET) THE TRUSTEE MUST SIGN THE LETTER INDICATING
CAPACITY AS TRUSTEE. IF THE TRUSTEE'S NAME IS NOT
IN THE ACCOUNT REGISTRATION, PROVIDE A COPY OF THE
TRUST DOCUMENT CERTIFIED WITHIN THE LAST 60 DAYS.
BUSINESS OR ORGANIZATION (SMALL SOLID BULLET) AT LEAST ONE PERSON AUTHORIZED BY CORPORATE
RESOLUTION TO ACT ON THE ACCOUNT MUST SIGN THE
LETTER.
(SMALL SOLID BULLET) INCLUDE A CORPORATE RESOLUTION WITH CORPORATE
SEAL OR A SIGNATURE GUARANTEE.
EXECUTOR, ADMINISTRATOR, (SMALL SOLID BULLET) CALL 1-800-544-6666 FOR INSTRUCTIONS.
CONSERVATOR, GUARDIAN
WIRE (WIRE_GRAPHIC) ALL ACCOUNT TYPES (SMALL SOLID Bullet) YOU MUST SIGN UP FOR THE WIRE FEATURE BEFORE
USING IT. TO VERIFY THAT IT IS IN PLACE, CALL
1-800-544-6666. MINIMUM WIRE: $5,000.
(SMALL SOLID BULLET) YOUR WIRE REDEMPTION REQUEST MUST BE RECEIVED
AND ACCEPTED BY FIDELITY BEFORE 4 P.M. EASTERN
TIME FOR MONEY TO BE WIRED ON THE NEXT
BUSINESS DAY.
</TABLE>
<TABLE>
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CHECK (CHECK_GRAPHIC) ALL ACCOUNT TYPES (SMALL SOLID BULLET) MINIMUM CHECK: $500.
(SMALL SOLID BULLET) ALL ACCOUNT OWNERS MUST SIGN A SIGNATURE CARD
TO RECEIVE A CHECKBOOK.
</TABLE>
<TABLE>
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(TDD_GRAPHIC) TDD - SERVICE FOR THE DEAF AND HEARING IMPAIRED: 1-800-544-0118
</TABLE>
INVESTOR SERVICES
Fidelity provides a variety of services to help you manage your
account.
INFORMATION SERVICES
FIDELITY'S TELEPHONE REPRESENTATIVES are available 24 hours a day, 365
days a year. Whenever you call, you can speak with someone equipped to
provide the information or service you need.
24-HOUR SERVICE
ACCOUNT ASSISTANCE
1-800-544-6666
ACCOUNT TRANSACTIONS
1-800-544-7777
PRODUCT INFORMATION
1-800-544-8888
RETIREMENT ACCOUNT ASSISTANCE
1-800-544-4774
TOUCHTONE XPRESSSM
1-800-544-5555
AUTOMATED SERVICE
(checkmark)
STATEMENTS AND REPORTS that Fidelity sends to you include the
following:
(small solid bullet) Confirmation statements (after every transaction,
except reinvestments, that affects your account balance or your
account registration)
(small solid bullet) Account statements (quarterly)
(small solid bullet) Financial reports (every six months)
To reduce expenses, only one copy of most financial reports and
prospectuses will be mailed to your household, even if you have more
than one account in the fund. Call 1-800-544-6666 if you need copies
of financial reports, prospectuses, or historical account information.
TRANSACTION SERVICES
EXCHANGE PRIVILEGE. You may sell your fund shares and buy shares of
other Fidelity funds by telephone or in writing.
Note that exchanges out of a fund are limited to four per calendar
year (except for New York Money Market), and that they may have tax
consequences for you. For details on policies and restrictions
governing exchanges, including circumstances under which a
shareholder's exchange privilege may be suspended or revoked, see page
.
SYSTEMATIC WITHDRAWAL PLANS let you set up periodic redemptions from
your account.
FIDELITY MONEY LINE(registered trademark) enables you to transfer
money by phone between your bank account and your fund account. Most
transfers are complete within three business days of your call.
REGULAR INVESTMENT PLANS
One easy way to pursue your financial goals is to invest money
regularly. Fidelity offers convenient services that let you transfer
money into your fund account, or between fund accounts, automatically.
While regular investment plans do not guarantee a profit and will not
protect you against loss in a declining market, they can be an
excellent way to invest for a home, educational expenses, and other
long-term financial goals.
REGULAR INVESTMENT PLANS
FIDELITY AUTOMATIC ACCOUNT BUILDERSM
TO MOVE MONEY FROM YOUR BANK ACCOUNT TO A FIDELITY FUND
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MINIMUM FREQUENCY SETTING UP OR CHANGING
$100 MONTHLY OR QUARTERLY (SMALL SOLID BULLET) FOR A NEW ACCOUNT, COMPLETE THE APPROPRIATE SECTION ON THE FUND
APPLICATION.
(SMALL SOLID BULLET) FOR EXISTING ACCOUNTS, CALL 1-800-544-6666 FOR AN APPLICATION.
(SMALL SOLID BULLET) TO CHANGE THE AMOUNT OR FREQUENCY OF YOUR INVESTMENT, CALL
1-800-544-6666 AT LEAST THREE BUSINESS DAYS PRIOR TO YOUR NEXT
SCHEDULED INVESTMENT DATE.
</TABLE>
DIRECT DEPOSIT
TO SEND ALL OR A PORTION OF YOUR PAYCHECK OR GOVERNMENT CHECK TO A
FIDELITY FUNDA
<TABLE>
<CAPTION>
<S> <C> <C>
MINIMUM FREQUENCY SETTING UP OR CHANGING
$100 EVERY PAY PERIOD (SMALL SOLID BULLET) CHECK THE APPROPRIATE BOX ON THE FUND APPLICATION, OR CALL
1-800-544-6666 FOR AN AUTHORIZATION FORM.
(SMALL SOLID BULLET) CHANGES REQUIRE A NEW AUTHORIZATION FORM.
</TABLE>
FIDELITY AUTOMATIC EXCHANGE SERVICE
TO MOVE MONEY FROM A FIDELITY MONEY MARKET FUND TO ANOTHER FIDELITY
FUND
<TABLE>
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<S> <C> <C>
MINIMUM FREQUENCY SETTING UP OR CHANGING
$100 Monthly, bimonthly, (small solid bullet) To establish, call 1-800-544-6666 after both accounts are
quarterly, or annually opened.
(small solid bullet) To change the amount or frequency of your investment, call
1-800-544-6666.
</TABLE>
A BECAUSE BOND FUND SHARE PRICES FLUCTUATE, THOSE FUNDS MAY NOT BE
APPROPRIATE CHOICES FOR DIRECT DEPOSIT OF YOUR ENTIRE CHECK.
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. Capital gains earned by the bond
funds are normally distributed in March and December.
DISTRIBUTION OPTIONS
When you open an account, specify on your application how you want to
receive your distributions. If the option you prefer is not listed on
the application, call 1-800-544-6666 for instructions. Each fund
offers four options (three for New York Money Market ):
1. REINVESTMENT OPTION. Your dividend and capital gain distributions,
if any, will be automatically reinvested in additional shares of the
fund. If you do not indicate a choice on your application, you will be
assigned this option.
2. INCOME-EARNED OPTION. Your capital gain distributions, if any, will
be automatically reinvested, but you will be sent a check for each
dividend distribution. This option is not available for New York
Money Market .
3. CASH OPTION. You will be sent a check for your dividend and capital
gain distributions, if any.
4. DIRECTED DIVIDENDS(registered trademark) OPTION. Your dividend and
capital gain distributions, if any, will be automatically invested in
another identically registered Fidelity fund.
Dividends will be reinvested at the fund's NAV on the last day of the
month. Capital gain distributions, if any, will be reinvested at the
NAV as of the date the fund deducts the distribution from its NAV. The
mailing of distribution checks will begin within seven days.
UNDERSTANDING
DISTRIBUTIONS
AS A FUND SHAREHOLDER, YOU ARE
ENTITLED TO YOUR SHARE OF THE
FUND'S NET INCOME AND GAINS
ON ITS INVESTMENTS. THE FUND
PASSES ITS EARNINGS ALONG TO ITS
INVESTORS AS DISTRIBUTIONS.
EACH FUND EARNS INTEREST FROM
ITS INVESTMENTS. THESE ARE
PASSED ALONG AS DIVIDEND
DISTRIBUTIONS. THE FUND MAY
REALIZE CAPITAL GAINS IF IT SELLS
SECURITIES FOR A HIGHER PRICE
THAN IT PAID FOR THEM. THESE
ARE PASSED ALONG AS CAPITAL
GAIN DISTRIBUTIONS. MONEY
MARKET FUNDS USUALLY DON'T
MAKE CAPITAL GAIN DISTRIBUTIONS.
(CHECKMARK)
TAXES
As with any investment, you should consider how an investment in a
tax-free fund could affect you. Below are some of the funds' tax
implications.
TAXES ON DISTRIBUTIONS. Interest income that a fund earns is
distributed to shareholders as income dividends. Interest that is
federally tax-free remains tax-free when it is distributed.
However, gain on the sale of tax-free bonds results in taxable
distributions. 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 are taxed as long-term capital gains. These
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.
Fidelity will send you and the IRS a statement showing the tax status
of the distributions paid to you in the previous year.
The interest from some municipal securities is subject to the federal
alternative minimum tax. Each fund may invest up to 100% of its assets
in these securities. Individuals who are subject to the tax must
report this interest on their tax returns.
During the fiscal year ended January 31, 1997, 100 % of
New York Money Market's, New York Insured's, and New York Income's
income dividends was free from federal and New York State and City
income taxes. 19.6 % of New York Money Market's, 1.2 %
of New York Insured 's , and 2.5 % of New York Income's
income dividends were subject to the federal alternative minimum tax.
TAXES ON TRANSACTIONS. Your bond fund redemptions - including
exchanges to other Fidelity funds - are subject to capital gains tax.
A capital gain or loss is the difference between the cost of your
shares and the price you receive when you sell them.
Whenever you sell shares of a fund, Fidelity will send you a
confirmation statement showing how many shares you sold and at what
price. You will also receive a consolidated transaction statement
every January. However, it is up to you or your tax preparer to
determine whether this sale resulted in a capital gain and, if so, the
amount of tax to be paid. Be sure to keep your regular account
statements; the information they contain will be essential in
calculating the amount of your capital gains.
"BUYING A DIVIDEND." If you buy shares when a fund has realized but
not yet distributed income or capital gains, you will pay the
full price for the shares and then receive a portion of the price back
in the form of a taxable distribution.
TRANSACTION DETAILS
THE FUNDS ARE OPEN FOR BUSINESS each day the New York Stock Exchange
(NYSE) is open. Fidelity normally calculates each fund's NAV as of the
close of business of the NYSE, normally 4 p.m. Eastern time and also
at noon for New York Money Market.
EACH FUND'S NAV is the value of a single share. The NAV is computed by
adding the value of the fund's investments, cash, and other assets,
subtracting its liabilities, and then dividing the result by the
number of shares outstanding.
The money market fund 's assets are value d on the basis
of amortized cost. This method minimizes the effect of changes in a
security's market value and helps the fund to maintain a stable $1.00
share price. For the bond funds, assets are valued primarily on the
basis of market quotations, if available. Since market quotations are
often unavailable, assets are usually valued on the basis of
information furnished by a pricing service or by a nother
method that the Board of Trustees believes accurately reflects fair
value.
EACH FUND'S OFFERING PRICE (price to buy one share) is its NAV.
Each fund's REDEMPTION PRICE (price to sell one share) is 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 may only be
liable for losses resulting from unauthorized transactions if it does
not follow reasonable procedures designed to verify the identity of
the caller. Fidelity will request personalized security codes or other
information, and may also record calls. You should verify the accuracy
of your confirmation statements immediately after you receive them. If
you do not want the ability to redeem and exchange by telephone, call
Fidelity for instructions.
IF YOU ARE UNABLE TO REACH FIDELITY BY PHONE (for example, during
periods of unusual market activity), consider placing your order by
mail or by visiting a Fidelity Investor Center.
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.
WHEN YOU PLACE AN ORDER TO BUY SHARES, your order will be processed at
the next offering price calculated after your order is received and
accepted. Note the following:
(small solid bullet) All of your purchases must be made in U.S.
dollars and checks must be drawn on U.S. banks.
(small solid bullet) Fidelity does not accept cash.
(small solid bullet) When making a purchase with more than one check,
each check must have a value of at least $50.
(small solid bullet) Each fund reserves the right to limit the number
of checks processed at one time.
(small solid bullet) If your check does not clear, your purchase will
be cancelled and you could be liable for any losses or fees a fund or
its transfer agent has incurred.
(small solid bullet) You begin to earn dividends as of the first
business day following the day of your purchase.
(small solid bullet) Money market fund shares purchased by 12:00 noon
Eastern time will earn the dividend declared that day; money market
fund shares purchased by 4:00 p.m. Eastern time begin to earn
dividends on the following business day.
TO AVOID THE COLLECTION PERIOD associated with check and Money Line
purchases, consider buying shares by bank wire, U.S. Postal money
order, U.S. Treasury check, Federal Reserve check, or direct deposit
instead.
CERTAIN FINANCIAL INSTITUTIONS that have entered into sales agreements
with FDC may enter confirmed purchase orders on behalf of customers by
phone, with payment to follow no later than the time when a fund is
priced on the following business day. If payment is not received by
that time, the financial institution could be held liable for
resulting fees or losses.
WHEN YOU PLACE AN ORDER TO SELL SHARES, your shares will be sold at
the next NAV calculated after your request is received and accepted.
Note the following:
(small solid bullet) Normally, redemption proceeds will be mailed to
you on the next business day, but if making immediate payment could
adversely affect a fund, it may take up to seven days to pay you.
(small solid bullet) Money market fund shares redeemed before 12:00
noon Eastern time do not earn the dividend declared on the day of
redemption. Bond fund shares will earn dividends through the date of
redemption; however, shares redeemed on a Friday or prior to a holiday
will continue to earn dividends until the next business day.
(small solid bullet) Fidelity Money Line redemptions generally will be
credited to your bank account on the second or third business day
after your phone call.
(small solid bullet) Each fund may hold payment on redemptions until
it is reasonably satisfied that investments made by check or Fidelity
Money Line have been collected, which can take up to seven business
days.
(small solid bullet) Redemptions may be suspended or payment dates
postponed when the NYSE is closed (other than weekends or holidays),
when trading on the NYSE is restricted, or as permitted by the SEC.
(small solid bullet) If you sell shares by writing a check and the
amount of the check is greater than the value of your account, your
check will be returned to you and you may be subject to additional
charges.
(small solid bullet) If your account is not an Ultra Service
Account, there is a $1.00 charge for each check written under
$500.
FIDELITY RESERVES THE RIGHT TO DEDUCT AN ANNUAL MAINTENANCE FEE of
$12.00 from accounts with a value of less than $2,500, subject to an
annual maximum charge of $ 24 .00 per shareholder. It is expected
that accounts will be valued on the second Friday in November of each
year. Accounts opened after September 30 will not be subject to the
fee for that year. The fee, which is payable to the transfer agent, is
designed to offset in part the relatively higher costs of servicing
smaller accounts. Th is fee will not be deducted from
Fidelity brokerage accounts, retirement accounts (except
non-prototype retirement accounts), accounts using regular investment
plans, or if total assets with Fidelity exceed $ 3 0,000.
Eligibility for the $ 3 0,000 waiver is determined by aggregating
Fidelity accounts maintained by FSC or FBSI which are registered under
the same social security number or which list the same social security
number for the custodian of a Uniform Gifts/Transfers to Minors Act
account.
IF YOUR ACCOUNT BALANCE FALLS BELOW $ 2 ,000, you will be given
30 days' notice to reestablish the minimum balance. If you do not
increase your balance, Fidelity reserves the right to close your
account and send the proceeds to you. Your shares will be redeemed at
the NAV on the day your account is closed.
FIDELITY MAY CHARGE A FEE FOR SPECIAL SERVICES, such as providing
historical account documents, that are beyond the normal scope of its
services.
FDC may, at its own expense, provide promotional incentives to
qualified recipients who support the sale of shares of the funds
without reimbursement from the funds. Qualified recipients are
securities dealers who have sold fund shares or others, including
banks and other financial institutions, under special arrangements in
connection with FDC's sales activities. In some instances, these
incentives may be offered only to certain institutions whose
representatives provide services in connection with the sale or
expected sale of significant amounts of shares.
EXCHANGE RESTRICTIONS
As a shareholder, you have the privilege of exchanging shares of a
fund for shares of other Fidelity funds. However, you should note the
following:
(small solid bullet) The fund you are exchanging into must be
available 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 you exchange into a fund with a sales charge,
you pay the percentage-point difference between that fund's sales
charge and any sales charge you have previously paid in connection
with the shares you are exchanging. For example, if you had already
paid a sales charge of 2% on your shares and you exchange them into a
fund with a 3% sales charge, you would pay an additional 1% sales
charge.
(small solid bullet) Exchanges may have tax consequences for you.
(small solid bullet) Because excessive trading can hurt fund
performance and shareholders, New York Insured and New York Income
reserve the right to temporarily or permanently terminate the exchange
privilege of any investor who makes more than four exchanges out of
the fund per calendar year. Accounts under common ownership or
control, including accounts with the same taxpayer identification
number, will be counted together for purposes of the four exchange
limit.
(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 the 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.
OTHER FUNDS MAY HAVE DIFFERENT EXCHANGE RESTRICTIONS, and may impose
administrative fees of up to $7.50 and redemption fees of up to 1.50%
on exchanges. Check each fund's prospectus for details.
This prospectus is printed on recycled paper using soy-based inks.
Spartan New York Municipal Income Fund
Spartan New York Intermediate Municipal Income Fund
Fidelity New York Insured Municipal Income Fund
(Funds of Fidelity New York Municipal Trust)
Fidelity New York Municipal Income Fund
(A Fund of Fidelity New York Municipal Trust)
FORM N-14
STATEMENT OF ADDITIONAL INFORMATION
October 20, 1997
This Statement of Additional Information, relates to the proposed
reorganization whereby Fidelity New York Municipal Income Fund
(Fidelity NY Income), a series of Fidelity New York Municipal Trust,
would acquire all of the assets of Spartan New York Municipal Income
Fund (Spartan NY Income), Spartan New York Intermediate Municipal
Income Fund (Spartan NY Intermediate), and Fidelity New York Insured
Municipal Income Fund (Fidelity NY Insured), other series of Fidelity
New York Municipal Trust, and assume all of Spartan NY Income's,
Spartan NY Intermediate's, and Fidelity NY Insured's liabilities in
exchange solely for shares of beneficial interest in Fidelity NY
Income.
This Statement of Additional Information consists of this cover page
and the following described documents, each of which is incorporated
herein by reference:
1. The Statement of Additional Information of Fidelity New York
Municipal Income Fund dated March 31, 1997 and supplemented May 1,
1997, which were previously filed via EDGAR (Accession Nos.
0000718581-97-000005 and 0000718581-97-000008, respectively).
2. The Prospectuses of Spartan New York Municipal Income Fund,
Spartan New York Intermediate Municipal Income Fund, and Fidelity New
York Insured Municipal Income Fund dated March 31, 1997 and
supplemented June 20, 1997, which were previously filed via EDGAR
(Accession Nos. 0000718581-97-000005 and 0000722574-97-000161,
respectively).
3. The Statements of Additional Information of Spartan New York
Municipal Income Fund, Spartan New York Intermediate Municipal Income
Fund, and Fidelity New York Insured Municipal Income Fund dated March
31, 1997 and supplemented May 1, 1997, which were previously filed via
EDGAR (Accession Nos. 0000718581-97-000005 and 0000718581-97-000008,
respectively).
4. The Financial Statements included in the Annual Report for
Fidelity New York Municipal Income Fund for the fiscal year ended
January 31, 1997, which was previously filed via EDGAR (Accession No.
0000028540-97-000042).
5. The Financial Statements included in the Annual Report of Fidelity
New York Insured Municipal Income Fund for the fiscal year ended
January 31, 1997, which was previously filed via EDGAR (Accession No.
0000028540-97-000042).
6. The Financial Statements included in the Annual Report of Spartan
New York Municipal Income Fund for the fiscal year ended January 31,
1997, which was previously filed via EDGAR (Accession No.
0000028540-97-000042).
7. The Financial Statements included in the Annual Report for Spartan
New York Intermediate Municipal Income Fund for the fiscal year ended
January 31, 1997, which was previously filed via EDGAR (Accession No.
0000028540-97-000042).
8. The Pro Forma Financial Statements for Spartan New York Municipal
Income Fund, Spartan New York Intermediate Municipal Income Fund,
Fidelity New York Insured Municipal Income Fund, and Fidelity New York
Municipal Income Fund for the period ended January 31, 1997.
This Statement of Additional Information is not a prospectus. A Proxy
Statement and Prospectus dated October 20, 1997, relating to the
above-referenced matter may be obtained from Fidelity Distributors
Corporation, 82 Devonshire Street, Boston, Massachusetts, 02109. This
Statement of Additional Information relates to, and should be read in
conjunction with, such Proxy Statement and Prospectus.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed on its behalf by the
undesigned, thereunto duly authorized, in the City of Boston, and
Commonwealth of Massachusetts, on the 28th day of August, 1997.
Fidelity New York Municipal Trust
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 AUGUST 28, 1997
EDWARD C. JOHNSON 3D (PRINCIPAL EXECUTIVE OFFICER)
/S/RICHARD A. SILVER TREASURER AUGUST 28, 1997
RICHARD A. SILVER
/S/ROBERT C. POZEN TRUSTEE AUGUST 28, 1997
ROBERT C. POZEN
/S/RALPH F. COX * TRUSTEE AUGUST 28, 1997
RALPH F. COX
/S/PHYLLIS BURKE DAVIS * TRUSTEE AUGUST 28, 1997
PHYLLIS BURKE DAVIS
/S/ROBERT M. GATES ** TRUSTEE AUGUST 28, 1997
ROBERT M. GATES
/S/E. BRADLEY JONES * TRUSTEE AUGUST 28, 1997
E. BRADLEY JONES
/S/DONALD J. KIRK * TRUSTEE AUGUST 28, 1997
DONALD J. KIRK
/S/PETER S. LYNCH * TRUSTEE AUGUST 28, 1997
PETER S. LYNCH
/S/MARVIN L. MANN * TRUSTEE AUGUST 28, 1997
MARVIN L. MANN
/S/WILLIAM O. MCCOY * TRUSTEE AUGUST 28, 1997
WILLIAM O. MCCOY
/S/GERALD C. MCDONOUGH * TRUSTEE AUGUST 28, 1997
GERALD C. MCDONOUGH
/S/THOMAS R. WILLIAMS * TRUSTEE AUGUST 28, 1997
THOMAS R. WILLIAMS
</TABLE>
(dagger) Signatures affixed by Robert C. Pozen pursuant to a power of
attorney dated July 17, 1997 and filed herewith.
* Signature affixed by Robert C. Hacker pursuant to a power of
attorney dated December 19, 1996 and filed herewith.
** Signature affixed by Robert C. Hacker pursuant to a power of
attorney dated March 6, 1997 and filed herewith.
PART C. OTHER INFORMATION
Item 15. 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.
Pursuant to Section 11 of the Distribution Agreement, the Registrant
agrees to indemnify and hold harmless the Distributor and each of its
directors and officers and each person, if any, who controls the
Distributor within the meaning of Section 15 of the 1933 Act against
any loss, liability, claim, damages or expense arising by reason of
any person acquiring any shares, based upon the ground that the
registration statement, Prospectus, Statement of Additional
Information, shareholder reports or other information filed or made
public by the Registrant included a materially misleading statement or
omission. However, the Registrant does not agree to indemnify the
Distributor or hold it harmless to the extent that the statement or
omission was made in reliance upon, and in conformity with,
information furnished to the Registrant by or on behalf of the
Distributor. The Registrant does not agree to indemnify the parties
against any liability to which they would be subject by reason of
willful misfeasance, bad faith, gross negligence, and reckless
disregard of the obligations and duties under the Distribution
Agreement.
Pursuant to the agreement by which Fidelity Service Company, Inc.
("Service") is appointed sub-transfer agent, the Transfer Agent agrees
to indemnify Service for Service's losses, claims, damages,
liabilities and expenses (including reasonable counsel fees and
expenses) (losses) to the extent that the Transfer Agent is entitled
to and receives indemnification from the Portfolio for the same
events. Under the Transfer Agency Agreement, the Registrant agrees to
indemnify and hold the Transfer Agent harmless against any losses,
claims, damages, liabilities, or expenses (including reasonable
counsel fees and expenses) resulting from:
(1) any claim, demand, action or suit brought by any person other
than the Registrant, including by a shareholder which names the
Transfer Agent and/or the Registrant as a party and is not based on
and does not result from the Transfer Agent's willful misfeasance, bad
faith or negligence or reckless disregard of duties, and arises out of
or in connection with the Transfer Agent's performance under the
Transfer Agency Agreement; or
(2) any claim, demand, action or suit (except to the extent
contributed to by the Transfer Agent's willful misfeasance, bad faith
or negligence or reckless disregard of duties) which results from the
negligence of the Registrant, or from the Transfer Agent's acting upon
any instruction(s) reasonably believed by it to have been executed or
communicated by any person duly authorized by the Registrant, or as a
result of the Transfer Agent's acting in reliance upon advice
reasonably believed by the Transfer Agent to have been given by
counsel for the Registrant, or as a result of the Transfer Agent's
acting in reliance upon any instrument or stock certificate reasonably
believed by it to have been genuine and signed, countersigned or
executed by the proper person.
Item 16. Exhibits
(1) Amended and Restated Declaration of Trust, dated March 17, 1994,
is incorporated herein by reference to Exhibit 1 of Post Effective
Amendment No. 33.
(2) By-Laws of the Trust, as amended, are incorporated herein by
reference to Exhibit 2(a) of Fidelity Union Street Trust's (File No.
2-50318) Post Effective Amendment No. 87.
(3) Not applicable.
(4) Agreements and Plans of Reorganization among Fidelity New York
Municipal Trust: Fidelity New York Municipal Income Fund and Fidelity
New York Municipal Trust: Spartan New York Municipal Income Fund,
Spartan New York Intermediate Municipal Income Fund and Fidelity New
York Insured Municipal Income Fund are filed herein as Exhibits 1-3 to
the Proxy Statement and Prospectus.
(5) ARTICLE VIII of the Amended and Restated Declaration of Trust,
dated March 17, 1994, is incorporated herein by reference to Exhibit 1
of Post-Effective Amendment No. 33.
(6) (a) Management Contract between Spartan New York Intermediate
Municipal Portfolio (currently known as Spartan New York Intermediate
Municipal Income Fund) and Fidelity Management & Research Company,
dated December 17, 1993, is incorporated herein by reference to
Exhibit 5(a) of Post-Effective Amendment No. 30.
(b) Management Contract between Fidelity New York Tax-Free High
Yield Portfolio (currently known as Fidelity New York Municipal Income
Fund) and Fidelity Management & Research Company, dated February 1,
1994, is incorporated herein by reference to Exhibit 5(b) of
Post-Effective Amendment No. 35.
(c) Management Contract between Fidelity New York Tax-Free Insured
Portfolio (currently known as Fidelity New York Insured Municipal
Income Fund) and Fidelity Management & Research Company, dated
February 1, 1994, is incorporated herein by reference to Exhibit 5(c)
of Post-Effective Amendment No. 35.
(d) Management Contract between Spartan New York Municipal High
Yield Portfolio (currently known as Spartan New York Municipal Income
Fund) and Fidelity Management & Research Company, dated January 18,
1990, is incorporated herein by reference to Exhibit 5(d) of
Post-Effective Amendment No. 33.
(7) (a) General Distribution Agreement between Fidelity New York
Tax-Free Insured Portfolio (currently known as Fidelity New York
Insured Municipal Income Fund) and Fidelity Distributors Corporation,
dated April 1, 1987, is incorporated herein by reference to Exhibit
6(a) of Post-Effective Amendment No. 33.
(b) General Distribution Agreement between Fidelity New York
Tax-Free High Yield Portfolio (currently known as Fidelity New York
Municipal Income Fund) and Fidelity Distributors Corporation, dated
April 1, 1987, is incorporated herein by reference to Exhibit 6(b) of
Post-Effective Amendment No. 33.
(c) Amendment to General Distribution Agreements between Fidelity
New York Tax-Free Insured Portfolio (currently known as Fidelity New
York Insured Municipal Income Fund) and Fidelity Distributors
Corporation and Fidelity New York Tax-Free High Yield Portfolio
(currently known as Fidelity New York Municipal Income Fund) and
Fidelity Distributors Corporation, dated January 1, 1988, is
incorporated herein by reference to Exhibit 6(c) of Post-Effective
Amendment No. 33.
(d) General Distribution Agreement between Spartan New York
Municipal High Yield Portfolio (currently known as Spartan New York
Municipal Income Fund) and Fidelity Distributors Corporation, dated
January 18, 1990, is incorporated herein by reference to Exhibit 6(d)
of Post-Effective Amendment No. 33.
(e) General Distribution Agreement between Spartan New York
Intermediate Municipal Portfolio (currently known as Spartan New York
Intermediate Municipal Income Fund) and Fidelity Distributors
Corporation, dated December 17, 1993, is incorporated herein by
reference to Exhibit 6(f) of Post-Effective Amendment No. 30.
(f) Amendments to the General Distribution Agreement between the
Registrant and Fidelity Distributors Corporation, dated March 14, 1996
and July 15, 1996, are incorporated herein by reference to Exhibit
6(a) of Fidelity Court Street Trust's Post-Effective Amendment No. 61
(File No. 2-58774).
(8)(a) Retirement Plan for Non-Interested Person Trustees, Directors
or General Partners, as amended on November 16, 1995, is incorporated
herein by reference to Exhibit 7(a) of Fidelity Select Portfolio's
(File No. 2-69972) Post-Effective Amendment No. 54.
(b) The Fee Deferral Plan for Non-Interested Person Directors and
Trustees of the Fidelity Funds, effective as of September 14, 1995 and
amended through November 14, 1996, is incorporated herein by reference
to Exhibit 7(b) of Fidelity Aberdeen Street Trust's (File No.
33-43529) Post Effective Amendment No. 19.
(9) (a) Custodian Agreement, Appendix B, and Appendix C, dated
December 1, 1994, between UMB Bank, n.a. and the Registrant is
incorporated herein by reference to Exhibit 8 of Fidelity California
Municipal Trust's Post-Effective Amendment No. 28 (File No. 2-83367).
(b) Appendix A, dated October 17, 1996, to the Custodian Agreement,
dated December 1, 1994, between UMB Bank, n.a. and the Registrant is
incorporated herein by reference to Exhibit 8(a) of Fidelity Court
Street Trust's Post-Effective Amendment No. 61 (File No. 2-58774).
(10) (a) Distribution and Service Plan pursuant to Rule 12b-1 for
Fidelity New York Tax-Free High Yield Portfolio (currently known as
Fidelity New York Municipal Income Fund) is incorporated herein by
reference to Exhibit 15(a) of Post-Effective Amendment No. 33.
(b) Distribution and Service Plan pursuant to Rule 12b-1 for
Fidelity New York Tax-Free Insured Portfolio (currently known as
Fidelity New York Insured Municipal Income Fund) is incorporated
herein by reference to Exhibit 15(b) of Post-Effective Amendment No.
33.
(c) Distribution and Service Plan pursuant to Rule 12b-1 for Spartan
New York Municipal High Yield Portfolio (currently known as Spartan
New York Municipal Income Fund) is incorporated herein by reference to
Exhibit 15(c) of Post-Effective Amendment No. 33.
(d) Distribution and Service Plan pursuant to Rule 12b-1 for Spartan
New York Intermediate Municipal Portfolio (currently known as Spartan
New York Intermediate Municipal Income Fund) is incorporated herein by
reference to Exhibit 15(e) of Post-Effective Amendment No. 28.
(11) Opinion and consent of counsel (K&L) as to the legality of shares
being registered if filed herein as Exhibit 11.
(12) (a) Opinion and Consent of counsel (K&L) as to tax matters in
connection with the reorganization of Spartan New York Municipal
Income Fund is filed herein as Exhibit 12(a).
(b) Opinion and Consent of counsel (K&L) as to tax matters in
connection with the reorganization of Spartan New York Intermediate
Municipal Income Fund is filed herein as Exhibit 12(b).
(c) Opinion and Consent of counsel (K&L) as to tax matters in
connection with the reorganization of Fidelity New York Intermediate
Municipal Income Fund is filed herein as Exhibit 12(c).
(13) Not applicable.
(14) Consent of Price Waterhouse LLP is filed herein as Exhibit 14.
(15) Not applicable.
(16) Powers of Attorney, dated July 17, 1997, December 19, 1996 and
March 6, 1997, are filed herein as Exhibit 16.
(17) Rule 24f-2 Notice for Registrant's most recent fiscal year ended
January 31, 1997 is filed herein as Exhibit 17.
Item 17. Undertakings
(1) The undersigned Registrant agrees that prior to any public
reoffering of the securities registered through the use of the
prospectus which is a part of this Registration Statement by any
person or party who is deemed to be an underwriter within the meaning
of Rule 145(c) of the Securities Act of 1933, the reoffering
prospectus will contain the information called for by the applicable
registration form for reoffering by persons who may be deemed
underwriters, in addition to the information called for by the other
items of the applicable form.
(2) The undersigned Registrant agrees that every prospectus that is
filed under paragraph (1) above will be filed as part of an amendment
to the Registration Statement and will not be used until the amendment
is effective, and that, in determining any liability under the
Securities Act of 1933, each Post-Effective Amendment shall be deemed
to be a new Registration Statement for the securities offered therein,
and the offering of securities at that time shall be deemed to be the
initial bona fide offering of them.
Exhibit 11
KIRKPATRICK & LOCKHART LLP
1800 MASSACHUSETTS AVENUE, NW
2ND FLOOR
WASHINGTON, D.C. 20036-1800
August 28, 1997
Fidelity New York Municipal Income Fund
82 Devonshire Street
Boston, Massachusetts 02109
Ladies and Gentlemen:
You have requested our opinion regarding certain matters in
connection with the issuance of shares of Fidelity New York Municipal
Income Fund ("New York Income"), a series of Fidelity New York New
York Municipal Trust (the "Trust"), pursuant to a Registration
Statement to be filed by the Trust on Form N-14 ("Registration
Statement") under the Securities Act of 1933 ("1933 Act") in
connection with the proposed acquisition by New York Income of all of
the assets of Spartan New York Municipal Income Fund, Spartan New York
Intermediate Municipal Income Fund, and Fidelity New York Insured
Municipal Income Fund (the "Merged Funds"), series of the Trust, and
the assumption by New York Income of the liabilities of the Merged
Funds solely in exchange for New York Income shares. This transfer
will be effected under three separate Agreements and Plans of
Reorganization.
In connection with our services as counsel for the Trust, we have
examined, among other things, originals or copies of such documents,
certificates and corporate and other records as we deemed necessary or
appropriate for purposes of this opinion. We have assumed the
genuineness of all signatures, the authenticity of all documents
submitted to us, the conformity to original documents of all documents
presented to us as copies thereof and the authenticity of the original
documents from which any such copies were made, which assumptions we
have not independently verified. As to various matters of fact
material to this opinion, we have relied upon statements and
certificates of officers of the Trust. Based upon this examination,
we are of the opinion that the shares to be issued pursuant to the
Registration Statement, when issued upon the terms provided in the
Registration Statement, subject to compliance with the 1933 Act, the
Investment Company Act of 1940, and applicable state law regulating
the offer and sale of securities, will be legally issued, fully paid,
and non-assessable.
The Trust is an entity of the type commonly known as a "Massachusetts
business trust." Under Massachusetts law, shareholders of a business
trust may be held personally liable for the obligations of the Trust.
The Trust's Declaration of Trust provides that the Trustees shall have
no power to bind any shareholder personally or to call upon any
shareholder for the payment of any sum of money or assessment
whatsoever other than such as the shareholder may at any time
personally agree to pay by way of subscription for any shares or
otherwise. The Declaration of Trust also requires that every note,
bond, contract or other undertaking issued by or on behalf of the
Trust or the Trustees relating to the Trust shall include a recitation
limiting the obligation represented thereby to the Trust and its
assets (although the omission of such recitation shall not operate to
bind any shareholder). The Declaration of Trust provides that: (i) in
case any shareholder or any former shareholder of any Series of the
Trust shall be held personally liable solely by reason of his being or
having been a shareholder and not because of his acts or omissions or
for some other reason, the shareholder or former shareholder shall be
entitled out of the assets belonging to the applicable Series to be
held harmless from and indemnified against all loss and expense
arising from such liability; and (ii) a Series shall, upon request by
the shareholder, assume the defense of any claim made against any
shareholder for any act or obligation of that Series and satisfy any
judgment thereon.
We hereby consent to the reference to our firm under the captions
"Federal Income Tax Consequences of the Reorganization," "Federal
Income Tax Considerations" and "Legal Matters" in the Proxy Statement
and Prospectus which constitute a part of the Registration Statement.
We further consent to your filing a copy of this opinion as an exhibit
to the Registration Statement.
Yours truly,
/s/ Kirkpatrick & Lockhart LLP
Kirkpatrick & Lockhart LLP
Exhibit 12(a)
KIRKPATRICK & LOCKHART LLP
1500 OLIVER BUILDING
PITTSBURGH, PENNSYLVANIA 15222-2312
August 28, 1997
Fidelity New York Municipal Trust
82 Devonshire Street
Boston, MA 02109
Ladies and Gentlemen:
Fidelity New York Municipal Trust ("FNYMT"), a Massachusetts business
trust, on behalf of Spartan New York Municipal Income Fund
("Acquired") and Fidelity New York Municipal Income Fund
("Acquiring"), both series of FNYMT, has requested our opinion as to
certain federal income tax consequences of a transaction
("Reorganization") in which Acquiring will acquire all of the assets
and assume all of the liabilities of Acquired in exchange solely for
shares of beneficial interest in Acquiring ("Acquiring Shares")
pursuant to an Agreement and Plan of Reorganization ("Agreement")
expected to be entered into between Acquired and Acquiring on January
8, 1998.
In rendering this opinion, we have examined a draft of the Agreement
("Draft Agreement"), the prospectus/proxy statement to be filed with
the Securities and Exchange Commission in connection with the
Reorganization, the currently effective prospectuses and statements of
additional information of Acquired and Acquiring, and such other
documents as we have deemed necessary. We have also relied, with your
consent, on certificates of officers of FNYMT.
OPINION
Based solely on the facts and representations set forth in the
reviewed documents and the certificates of officers of FNYMT, and
assuming that (i) those representations are true on the date of the
Reorganization, (ii) the Reorganization is consummated in accordance
with the Agreement, and (iii) the Agreement does not differ materially
from the Draft Agreement, our opinion with respect to the federal
income tax consequences of the Reorganization is as follows:
1. The Reorganization will be a reorganization under section
368(a)(1)(C) of the Internal Revenue Code of 1986, as amended
("Code"), and Acquired and Acquiring will each be parties to the
Reorganization under section 368(b) of the Code.
2. No gain or loss will be recognized by Acquired upon the transfer
of all of its assets to Acquiring in exchange solely for Acquiring
Shares and Acquiring's assumption of Acquired's liabilities followed
by the distribution of those Acquiring Shares to the Acquired
shareholders in liquidation of Acquired.
3. No gain or loss will be recognized by Acquiring on the receipt of
Acquired's assets in exchange solely for Acquiring Shares and the
assumption of Acquired's liabilities.
4. The basis of Acquired's assets in the hands of Acquiring will be
the same as the basis of such assets in Acquired's hands immediately
prior to the Reorganization.
5. Acquiring's holding period in the assets to be received from
Acquired will include Acquired's holding period in such assets.
6. The Acquired shareholders will recognize no gain or loss on the
exchange of the shares of beneficial interest in Acquired ("Acquired
Shares") solely for the Acquiring Shares in the Reorganization.
7. The Acquired shareholders' basis in the Acquiring Shares to be
received by them will be the same as their basis in the Acquired
Shares to be surrendered in exchange therefor.
8. The holding period of the Acquiring Shares to be received by the
Acquired shareholders will include the holding period of the Acquired
Shares to be surrendered in exchange therefor, provided those Acquired
Shares were held as capital assets on the date of the Reorganization.
The foregoing opinion is based on, and is conditioned on the
continued applicability of, the provisions of the Code and the
regulations thereunder, case law precedent, and the Internal Revenue
Service pronouncements in existence at the date hereof. We express no
opinion as to whether Acquired will recognize gain or loss under
Section 1256 of the Code on the transfer of futures, forwards, or
options to Acquiring in the Reorganization. Nor do we express any
opinion other than those contained herein.
We consent to the inclusion of this opinion in the Registration
Statement on Form N-14 filed with the Securities and Exchange
Commission and the inclusion of the name "Kirkpatrick & Lockhart LLP"
in the "Federal Income Tax Consequences of the Reorganization,"
"Federal Income Tax Considerations" and "Legal Matters" sections of
that Registration Statement.
Very truly yours,
/s/Kirkpatrick & Lockhart LLP
Kirkpatrick & Lockhart LLP
Exhibit 12(b)
KIRKPATRICK & LOCKHART LLP
1500 OLIVER BUILDING
PITTSBURGH, PENNSYLVANIA 15222-2312
August 28, 1997
Fidelity New York Municipal Trust
82 Devonshire Street
Boston, MA 02109
Ladies and Gentlemen:
Fidelity New York Municipal Trust ("FNYMT"), a Massachusetts business
trust, on behalf of Spartan New York Intermediate Municipal Income
Fund ("Acquired") and Fidelity New York Municipal Income Fund
("Acquiring"), both series of FNYMT, has requested our opinion as to
certain federal income tax consequences of a transaction
("Reorganization") in which Acquiring will acquire all of the assets
and assume all of the liabilities of Acquired in exchange solely for
shares of beneficial interest in Acquiring ("Acquiring Shares")
pursuant to an Agreement and Plan of Reorganization ("Agreement")
expected to be entered into between Acquired and Acquiring on January
15, 1998.
In rendering this opinion, we have examined a draft of the Agreement
("Draft Agreement"), the prospectus/proxy statement to be filed with
the Securities and Exchange Commission in connection with the
Reorganization, the currently effective prospectuses and statements of
additional information of Acquired and Acquiring, and such other
documents as we have deemed necessary. We have also relied, with your
consent, on certificates of officers of FNYMT.
OPINION
Based solely on the facts and representations set forth in the
reviewed documents and the certificates of officers of FNYMT, and
assuming that (i) those representations are true on the date of the
Reorganization, (ii) the Reorganization is consummated in accordance
with the Agreement, and (iii) the Agreement does not differ materially
from the Draft Agreement, our opinion with respect to the federal
income tax consequences of the Reorganization is as follows:
1. The Reorganization will be a reorganization under section
368(a)(1)(C) of the Internal Revenue Code of 1986, as amended
("Code"), and Acquired and Acquiring will each be parties to the
Reorganization under section 368(b) of the Code.
2. No gain or loss will be recognized by Acquired upon the transfer
of all of its assets to Acquiring in exchange solely for Acquiring
Shares and Acquiring's assumption of Acquired's liabilities followed
by the distribution of those Acquiring Shares to the Acquired
shareholders in liquidation of Acquired.
3. No gain or loss will be recognized by Acquiring on the receipt of
Acquired's assets in exchange solely for Acquiring Shares and the
assumption of Acquired's liabilities.
4. The basis of Acquired's assets in the hands of Acquiring will be
the same as the basis of such assets in Acquired's hands immediately
prior to the Reorganization.
5. Acquiring's holding period in the assets to be received from
Acquired will include Acquired's holding period in such assets.
6. The Acquired shareholders will recognize no gain or loss on the
exchange of the shares of beneficial interest in Acquired ("Acquired
Shares") solely for the Acquiring Shares in the Reorganization.
7. The Acquired shareholders' basis in the Acquiring Shares to be
received by them will be the same as their basis in the Acquired
Shares to be surrendered in exchange therefor.
8. The holding period of the Acquiring Shares to be received by the
Acquired shareholders will include the holding period of the Acquired
Shares to be surrendered in exchange therefor, provided those Acquired
Shares were held as capital assets on the date of the Reorganization.
The foregoing opinion is based on, and is conditioned on the
continued applicability of, the provisions of the Code and the
regulations thereunder, case law precedent, and the Internal Revenue
Service pronouncements in existence at the date hereof. We express no
opinion as to whether Acquired will recognize gain or loss under
Section 1256 of the Code on the transfer of futures, forwards, or
options to Acquiring in the Reorganization. Nor do we express any
opinion other than those contained herein.
We consent to the inclusion of this opinion in the Registration
Statement on Form N-14 filed with the Securities and Exchange
Commission and the inclusion of the name "Kirkpatrick & Lockhart LLP"
in the "Federal Income Tax Consequences of the Reorganization,"
"Federal Income Tax Considerations" and "Legal Matters" sections of
that Registration Statement.
Very truly yours,
/s/Kirkpatrick & Lockhart LLP
Kirkpatrick & Lockhart LLP
Exhibit 12(c)
KIRKPATRICK & LOCKHART LLP
1500 OLIVER BUILDING
PITTSBURGH, PENNSYLVANIA 15222-2312
August 28, 1997
Fidelity New York Municipal Trust
82 Devonshire Street
Boston, MA 02109
Ladies and Gentlemen:
Fidelity New York Municipal Trust ("FNYMT"), a Massachusetts business
trust, on behalf of Fidelity New York Insured Municipal Income Fund
("Acquired") and Fidelity New York Municipal Income Fund
("Acquiring"), both series of FNYMT, has requested our opinion as to
certain federal income tax consequences of a transaction
("Reorganization") in which Acquiring will acquire all of the assets
and assume all of the liabilities of Acquired in exchange solely for
shares of beneficial interest in Acquiring ("Acquiring Shares")
pursuant to an Agreement and Plan of Reorganization ("Agreement")
expected to be entered into between Acquired and Acquiring on January
22, 1998.
In rendering this opinion, we have examined a draft of the Agreement
("Draft Agreement"), the prospectus/proxy statement to be filed with
the Securities and Exchange Commission in connection with the
Reorganization, the currently effective prospectus and statement of
additional information of Acquired and Acquiring, and such other
documents as we have deemed necessary. We have also relied, with your
consent, on certificates of officers of FNYMT.
OPINION
Based solely on the facts and representations set forth in the
reviewed documents and the certificates of officers of FNYMT, and
assuming that (i) those representations are true on the date of the
Reorganization, (ii) the Reorganization is consummated in accordance
with the Agreement, and (iii) the Agreement does not differ materially
from the Draft Agreement, our opinion with respect to the federal
income tax consequences of the Reorganization is as follows:
1. The Reorganization will be a reorganization under section
368(a)(1)(C) of the Internal Revenue Code of 1986, as amended
("Code"), and Acquired and Acquiring will each be parties to the
Reorganization under section 368(b) of the Code.
2. No gain or loss will be recognized by Acquired upon the transfer
of all of its assets to Acquiring in exchange solely for Acquiring
Shares and Acquiring's assumption of Acquired's liabilities followed
by the distribution of those Acquiring Shares to the Acquired
shareholders in liquidation of Acquired.
3. No gain or loss will be recognized by Acquiring on the receipt of
Acquired's assets in exchange solely for Acquiring Shares and the
assumption of Acquired's liabilities.
4. The basis of Acquired's assets in the hands of Acquiring will be
the same as the basis of such assets in Acquired's hands immediately
prior to the Reorganization.
5. Acquiring's holding period in the assets to be received from
Acquired will include Acquired's holding period in such assets.
6. The Acquired shareholders will recognize no gain or loss on the
exchange of the shares of beneficial interest in Acquired ("Acquired
Shares") solely for the Acquiring Shares in the Reorganization.
7. The Acquired shareholders' basis in the Acquiring Shares to be
received by them will be the same as their basis in the Acquired
Shares to be surrendered in exchange therefor.
8. The holding period of the Acquiring Shares to be received by the
Acquired shareholders will include the holding period of the Acquired
Shares to be surrendered in exchange therefor, provided those Acquired
Shares were held as capital assets on the date of the Reorganization.
The foregoing opinion is based on, and is conditioned on the
continued applicability of, the provisions of the Code and the
regulations thereunder, case law precedent, and the Internal Revenue
Service pronouncements in existence at the date hereof. We express no
opinion as to whether Acquired will recognize gain or loss under
Section 1256 of the Code on the transfer of futures, forwards, or
options to Acquiring in the Reorganization. Nor do we express any
opinion other than those contained herein.
We consent to the inclusion of this opinion in the Registration
Statement on Form N-14 filed with the Securities and Exchange
Commission and the inclusion of the name "Kirkpatrick & Lockhart LLP"
in the "Federal Income Tax Consequences of the Reorganization,"
"Federal Income Tax Considerations" and "Legal Matters" sections of
that Registration Statement.
Very truly yours,
/s/Kirkpatrick & Lockhart LLP
Kirkpatrick & Lockhart LLP
Exhibit 14
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference into the Proxy
Statement and Prospectus (the Proxy/Prospectus) constituting part of
this Registration Statement on Form N-14 (the Registration Statement)
of Fidelity New York Municipal Trust: Fidelity New York Municipal
Income Fund, of our report dated March 3, 1997 on the financial
statements and financial highlights included in the January 31, 1997
Annual Report to Shareholders of Fidelity New York Municipal Trust:
Fidelity New York Municipal Income Fund.
We also consent to the incorporation by reference in the Registration
Statement of our reports dated March 3, 1997 on the financial
statements and financial highlights included in the January 31, 1997
Annual Reports to Shareholders of Fidelity New York Municipal Trust:
Spartan New York Municipal Income Fund, Spartan New York Intermediate
Municipal Income Fund, and Fidelity New York Insured Municipal Income
Fund.
We consent to the references to our Firm under the headings "Experts"
and "Financial Highlights" in the Proxy/Prospectus and to the
references to our Firm under the headings "Financial Highlights" in
the Prospectuses and "Auditor" in the Statements of Additional
Information for Fidelity New York Municipal Trust: Fidelity New York
Municipal Income Fund, Spartan New York Municipal Income Fund, Spartan
New York Intermediate Municipal Income Fund, and Fidelity New York
Insured Municipal Income Fund, which are also incorporated by
reference into the Proxy/Prospectus.
/s/Price Waterhouse LLP
Price Waterhouse LLP
Boston, Massachusetts
August 25, 1997
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
FIDELITY NY INSURED MUNICIPAL INCOME FUND, SPARTAN NY MUNICIPAL INCOME FUND AND SPARTAN NY
INTERMEDIATE MUNICIPAL INCOME FUND
PRO FORMA COMBINING STATEMENT OF OPERATIONS
YEAR ENDED JANUARY 31, 1997
(UNAUDITED)
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C>
FIDELITY NY FIDELITY NY INS. SPARTAN NY SPARTAN NY INT. PRO FORMA PRO FORMA
MUNICIPAL MUNICIPAL MUNICIPAL MUNICPAL COMBINED ADJUSTMENTS COMBINED
Interest $23,566,473 $ 17,149,938 $ 17,844,190 $2,801,283 $61,361,884 $ - $ 61,361,884
Income
Expenses
Manage 1,618,491 1,270,841 1,712,344 299,076 4,900,752 (564,837)(b) 4,335,915
ment fee
Registra 32,554 64,098 (41,598)(d) 22,500
tion fees 31,544 - -
Audit 54,204 94,114 (50,114)(d) 44,000
39,910 - -
Legal 4,078 7,267 3,658 (c) 10,925
3,189 - -
Reports 510 510 - 510
to - - -
Shareho
lders
Miscella 4,497 3,901 - - 8,398 4,506 (c) 12,904
neous
Total 2,433,501 1,924,120 1,716,692 299,255 6,373,568 (296,765) 6,076,803
Expense
s before
reductio
ns
(3,311) (1,708) (26,716) (22,927) (54,662) (240,382)(e) (295,044)
Expense
reductio
ns
Total 2,430,190 1,922,412 1,689,976 276,328 6,318,906 (537,147) 5,781,759
expense
s
Net 21,136,283 15,227,526 16,154,214 2,524,955 55,042,978 537,147 55,580,125
interest
income
Realized and Unrealized Gain
(Loss)
Net
realized
gain
(loss)
on:
2,913,792 2,939,801 925,585 108,882 6,888,060 6,888,060
Investm -
ent
securitie
s
72,129 401,538 (227,218) 19,208 265,657 265,657
Futures -
contract
s
Change in net unrealized apprecation
(depreciation) on:
(11,588,225) (9,272,385) (6,007,799) (962,894) (27,831,303) - (27,831,303)
Investm
ent
securitie
s
(23,770) 0 (7,677) - (31,447) - (31,447)
Futures
contract
s
Net (8,626,074) (5,931,046) (5,317,109) (834,804) (20,709,033) (20,709,033)
Gain -
(loss)
Net increase (decrease) in net assets
$12,510,209 $9,296,480 $10,837,105 $1,690,151 $34,333,945 $537,147 $34,871,092
resultin
g from
operatio
ns
</TABLE>
Note the accompanying notes, which are an integral part of the pro
forma combining financial statements.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
FIDELITY NY MUNICIPAL INCOME FUND
FIDELITY NY INSURED MUNICIPAL INCOME FUND, SPARTAN NY MUNICIPAL INCOME FUND AND SPARTAN
NY INTERMEDIATE MUNICIPAL INCOME FUND
PRO FORMA COMBINING STATEMENT OF ASSETS & LIABILITIES AS OF JANUARY 31, 1997
(UNAUDITED)
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C>
Fidelity NY Fidelity NY Ins. Spartan NY Spartan NY Int. Combined Pro Forma Pro Forma
Municipal Municipal Municipal Municipal Adjustments Combined
Assets
Investm
ent in
securitie
s, at
value
- See $395,171,331 $312,327,564 309,370,463 57,032,461 1,073,901,819 - 1,073,901,819
accomp
anying
schedul
e
Cash 42,987 - - 347,620 390,607 (52,215)(f) 338,392
Interest 5,552,076 4,047,395 4,413,263 667,584 14,680,318 - 14,680,318
receivab
le
Receiva - - 19,305 - 19,305 - 19,305
ble for
daily
variatio
n on
futures
contract
s
Receiva 1,299,709 10,173,573 - - 11,473,282 - 11,473,282
ble for
investm
ents
sold
Receiva - - 236,670 - 236,670 - 236,670
ble for
fund
shares
sold
Total 402,066,103 326,548,532 314,039,701 58,047,665 1,100,702,001 (52,215) 1,100,649,786
assets
Liabiliti
es
Payable - 35,415 16,800 - 52,215 (52,215)(f) -
to
custodia
n bank
Payable - 10,324,533 - 1,671,912 11,996,445 - 11,996,445
for
investm
ents
purchas
ed
Payable 414,936 547,898 712,108 - 1,674,942 - 1,674,942
for fund
shares
redeeme
d
Distribu 351,687 301,904 250,333 37,030 940,954 - 940,954
tions
payable
Accrued 132,002 103,166 145,081 25,559 405,808 - 405,808
manage
ment fee
Other 96,670 83,622 3,817 4,085 188,194 - 188,194
payable
s and
accrued
expense
s
Total 995,295 11,396,538 1,128,139 1,738,586 15,258,558 (52,215) 15,206,343
liabilitie
s
Net 401,070,808 315,151,994 312,911,562 56,309,079 1,085,443,443 - 1,085,443,443
Assets
Net
Assets
consist
of:
Paid in 391,658,490 306,014,875 312,035,750 55,558,584 1,065,267,699 1,065,267,699
capital
Accumu
lated
undistri
buted
net
realized
gain (3,277,389) 198,643 (8,524,815) (216,050) (11,819,611) (11,819,611)
(loss) on
investm
ents
Net
unrealiz
ed
apprecia
tion
12,689,707 8,938,476 9,400,627 966,545 31,995,355 31,995,355
(depreci
ation)
on
investm
ents
Net 401,070,808 315,151,994 312,911,562 56,309,079 1,085,443,443 - 1,085,443,443
Assets
Net
Asset
Value
Net 401,070,808 315,151,994 312,911,562 56,309,079 1,085,443,443 1,085,443,443
Assets
Offering
price
and
redempt
ion
price
per $12.29 $11.68 $10.59 $9.84 $11.44 $12.29
share
Shares 32,636,412 26,989,355 29,552,371 5,721,853 94,899,991 (6,578,255) (a) 88,321,736
outstand
ing
</TABLE>
Note the accompanying notes, which are an integral part of the pro
forma combining financial statements.
<TABLE>
<CAPTION>
<S> <C>
Fidelity NY Municipal Income Fund
Fidelity NY Insured Municipal Income Fund
Spartan NY Municipal Income Fund
Spartan NY Intermediate Municipal Income Fund
Pro Forma Combining Schedule of Total Returns and Expense Ratios
(Unaudited)
FISCAL YEAR ENDED JANUARY 31,
</TABLE>
If 1997 1996 1995
Fidelit
y NY
Munic
ipal
Incom
e Fund
acquir
es:
Fidelit ABC
y NY D
Insure
d
Munic
ipal
Incom
e
Fund,
Sparta
n NY
Munic
ipal
Incom
e
Fund,
&
Sparta
n NY
Interm
ediate
Munic
ipal
Incom
e Fund
One 3.44% 15.86% -7.33%
year
total
return
Ratio 0.53% 0.52% 0.53%
of
expens
es to
averag
e net
assets
One 3.41% 15.81% -7.36%
year
total
return
before
expens
e
reducti
ons
Ratio 0.55% 0.56% 0.56%
of
expens
es to
averag
e net
assets
before
expens
e
reducti
ons
Fidelit AB
y NY
Insure
d
Munic
ipal
Incom
e Fund
One 3.22% 15.91% -7.96%
year
total
return
Ratio 0.53% 0.52% 0.53%
of
expens
es to
averag
e net
assets
One 3.18% 15.85% -8.00%
year
total
return
before
expens
e
reducti
ons
Ratio 0.57% 0.58% 0.58%
of
expens
es to
averag
e net
assets
before
expens
e
reducti
ons
Sparta AC
n NY
Munic
ipal
Incom
e Fund
One 3.54% 16.24% -5.93%
year
total
return
Ratio 0.53% 0.52% 0.53%
of
expens
es to
averag
e net
assets
One 3.50% 16.19% -5.97%
year
total
return
before
expens
e
reducti
ons
Ratio 0.56% 0.57% 0.57%
of
expens
es to
averag
e net
assets
before
expens
e
reducti
ons
Sparta AD
n NY
Interm
ediate
Munic
ipal
Incom
e Fund
One 3.29% 16.09% -5.68%
year
total
return
Ratio 0.53% 0.52% 0.53%
of
expens
es to
averag
e net
assets
One 3.23% 16.02% -5.75%
year
total
return
before
expens
e
reducti
ons
Ratio 0.58% 0.59% 0.59%
of
expens
es to
averag
e net
assets
before
expens
e
reducti
ons
Fidelit ABC
y NY
Insure
d
Munic
ipal
Incom
e Fund
&
Sparta
n NY
Munic
ipal
Incom
e Fund
One 3.45% 15.96% -7.36%
year
total
return
Ratio 0.53% 0.52% 0.53%
of
expens
es to
averag
e net
assets
One 3.42% 15.91% -7.39%
year
total
return
before
expens
e
reducti
ons
Ratio 0.55% 0.56% 0.56%
of
expens
es to
averag
e net
assets
before
expens
e
reducti
ons
Fidelit ABD
y NY
Insure
d
Munic
ipal
Incom
e Fund
&
Sparta
n NY
Interm
ediate
Munic
ipal
Incom
e Fund
One 3.23% 15.77% -7.91%
year
total
return
Ratio 0.53% 0.52% 0.53%
of
expens
es to
averag
e net
assets
One 3.19% 15.72% -7.96%
year
total
return
before
expens
e
reducti
ons
Ratio 0.56% 0.56% 0.53%
of
expens
es to
averag
e net
assets
before
expens
e
reducti
ons
Sparta ACD
n NY
Munic
ipal
Incom
e Fund
&
Sparta
n NY
Interm
ediate
Munic
ipal
Incom
e Fund
One 3.53% 16.08% -5.90%
year
total
return
Ratio 0.52% 0.52% 0.53%
of
expens
es to
averag
e net
assets
One 3.49% 16.04% -5.94%
year
total
return
before
expens
e
reducti
ons
Ratio 0.56% 0.57% 0.57%
of
expens
es to
averag
e net
assets
before
expens
e
reducti
ons
Fidelity NY Municipal Income Fund
Fidelity NY Insured Municipal Income Fund
Spartan NY Municipal Income Fund
Spartan NY Intermediate Municipal Income Fund
Notes to Pro Forma Combining Financial Statements
(Unaudited)
The accompanying unaudited Pro Forma Combining Schedule of
Investments and Statement of Assets and Liabilities as of January 31,
1997 and the unaudited Pro Forma Combining Statement of Operations for
the year ended January 31, 1997 are intended to present the financial
condition and related results of operations of Fidelity NY Municipal
Fund as if the reorganization and decrease in the expense limitation
with Fidelity NY Insured Municipal Fund, Spartan NY Municipal Fund and
Spartan NY Intermediate Municipal Fund had been consummated at
February 1, 1996. Had the pro forma adjustments not included the
effect of the decreased expense limitations, Pro Forma Combined
Expense reductions would have been $54,662, resulting in Pro Forma
Combined Net Interest Income and Pro Forma Combined Net Increase in
Net Assets resulting from operations of $55,339,743 and $34,630,710,
respectively.
The pro forma adjustments to these pro forma financial statements are
comprised of:
(a) Reflects the conversion exchange of the Fidelity NY Insured
Municipal Fund, Spartan NY Municipal Fund and Spartan NY
Intermediate Municipal Fund shares for shares of Fidelity NY Municipal
Income Fund as of
January 31, 1997.
(b) Decrease in management fee to reflect Fidelity NY Municipal
Income Fund's management fee applied to the combined fund's average
net assets.
(c) Increase in fees reflects net increase in costs incurred as a
result of the reorganization
offset with savings in duplicate charges.
(d) Decrease in fees reflects elimination of duplicate services or
charges.
(e) Reflects reduction in expenses due to FMR's agreement to
voluntarily limit the combined
fund's expenses to 0.53% of average net assets.
(f) Reclass to reflect net cash position for the combined fund.
The unaudited pro forma combining statements should be read in
conjunction with the separate annual audited financial statements as
of January 31, 1997 for Fidelity NY Municipal Fund, Fidelity NY
Insured Municipal Income Fund, Spartan NY Municipal Fund and Spartan
NY Intermediate Municipal Fund which are incorporated by reference in
the Statement of Additional Information to this Proxy and Prospectus.
FIDELITY NEW YORK MUNICIPAL INCOME FUND
INVESTMENTS/JANUARY 31, 1997
(SHOWING PERCENTAGE OF TOTAL VALUE OF INVESTMENTS)
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C>
MUNI FIDELITY NY FIDELITY NY SPARTAN NY SPARTAN NY
CIPAL MUNI INCOME INS MUNI INC MUNI INCOME INT MUNI INC COMBINED
BONDS
NEW
YORK
Albany Aaa AAA 1,275,000 1,275,000
County
Gen.
Oblig.
5.85%
6/1/13
(FGIC
Insured)
Albany Aaa AAA 6,600,000 6,600,000
County
Rfdg.
5%
10/1/12
(FGIC
Insured)
Babylon Aaa AAA 350,000 350,000
Waste
Facs.
9%
8/1/09
(FGIC
Insured)
Brookha Aaa AAA 1,075,000 1,075,000
ven
5.30%
10/1/04
(FGIC
Insured)
Buffalo Aaa AAA 5,700,000 5,700,000
Swr.
Auth.S
wr.
Sys.Rev
. Series
G, 5%
7/1/12
(FGIC
Insured)
Canand Aaa AAA 515,000 515,000
aigua
School
Dist.
Rfdg.
5.25%
6/1/07
(AMBA
C
Insured)
Cherry Aaa AAA 435,000 435,000
Valley
Springfi
eld
Central
School
Dist.
Unltd.
Tax
7.80%
5/1/14
(MBIA
Insured)
Cherry Aaa AAA 435,000 435,000
Valley
Springfi
eld
Central
School
Dist.
Unltd.
Tax
7.80%
5/1/15
(MBIA
Insured)
Cherry Aaa AAA 435,000 435,000
Valley
Springfi
eld
Central
School
Dist.
Unltd.
Tax
7.80%
5/1/16
(MBIA
Insured)
Cherry Aaa AAA 435,000 435,000
Valley
Springfi
eld
Central
School
Dist.
Unltd.
Tax
7.80%
5/1/17
(MBIA
Insured)
Cherry Aaa AAA 434,000 434,000
Valley
Springfi
eld
Central
School
Dist.
Unltd.
Tax
7.80%
5/1/18
(MBIA
Insured)
Clifton Aaa AAA 1,820,000 1,820,000
Park
Wtr.
Auth.
Wtr.
Sys.
Rev.
Rfdg.
5%
10/1/18
(FGIC
Insured)
Erie Aaa AAA 1,100,000 1,100,000
County
Gen.
Oblig.
Unltd.
Tax
Series
A, 6%
2/1/04
(FGIC
Insured)
Erie Aaa AAA 1,000,000 1,000,000
County
Gen.
Oblig.
Unltd.
Tax
Series
A, 6%
2/1/05
(FGIC
Insured)
Erie Aaa AAA 1,030,000 1,030,000
County
Gen.
Oblig.
Unltd.
Tax
Series
A, 6%
2/1/06
(FGIC
Insured)
Erie Aaa AAA 1,500,000 1,500,000
County
Series
B, 5.5%
6/15/14
(FGIC
Insured)
Erie A AA 2,000,000 2,000,000
County
Wtr.
Auth.
Impt. &
Extensi
on Rev.
3rd
Series,
6.10%
12/1/04
(Escrow
ed to
Maturit
y)
Erie Aaa AAA 1,210,000 1,210,000
County
Wtr.
Auth.
Wtr.
Rev.
Rfdg.
(Fourth
Resoluti
on) 0%
12/1/17
(AMBA
C
Insured)
Franklin -- BBB- 800,000 1,930,000 2,730,000
County
Ctfs. of
Prtn.
(Court
House
Redev.
Proj.)
8.125%
8/1/06
Hempst Baa1 A- 2,230,000 2,230,000
ead
Town
Ind.
Dev.
Agcy.
Resourc
es
Recover
y Rev.
(Americ
an Rfdg.
Fuel
Co.)
7.375%
12/1/05
Metropo Baa1 BBB 5,400,000 5,400,000
litan
Trans.
Auth.
Svc.
Contract
(Comm
uter
Facs.)
Series 3,
7.375%
7/1/08
Monroe Aa AA- 1,000,000 1,000,000
County
Gen.
Oblig.
6%
6/1/06
Monroe Aa AA- 3,745,000 3,745,000
County
Gen.
Oblig.
Bond
6.50%
6/1/06
Monroe Aa AA- 1,310,000 1,000,000 2,310,000
County
Gen.Obl
ig.
6.50%
6/1/04
Monroe Aa AA- 2,155,000 2,155,000
County
Gen.Obl
ig.Bond
6%
6/1/05
Monroe Aaa AAA 905,000 905,000
County
Pub.
Impt.
Unltd
Tax
6.50%
06/1/07
(AMBA
C
Insured)
Monroe Aaa AAA 1,500,000 1,500,000
County
Pub.
Impt.
Unltd.
Tax 5%
6/1/07
(AMBA
C
Insured)
Monroe Aaa AAA 95,000 95,000
County
Pub.
Impt.
Unltd.
Tax
6.50%
06/1/07
(AMBA
C
Insured)
(Escrow
ed to
Maturit
y)
Monroe Aa AA- 3,450,000 3,450,000
County
Pub.
Impt.
Unltd.
Tax
6.50%
6/1/05
Monroe Aaa AAA 1,000,000 1,000,000
County
Pub.
Impt.
Unltd.
Tax 7%
6/1/03
(FGIC
Insured)
Monroe Aaa AAA 2,150,000 2,150,000
County
Pub.
Impt.
Unltd.
Tax 7%
6/1/04
(FGIC
Insured)
Monroe Aaa AAA 2,000,000 3,300,000 5,300,000
County
Pub.
Impt.
Unltd.T
ax.
6.10%
3/1/04
(MBIA
Insured)
Monroe Aa AA- 1,510,000 1,510,000
County
Unltd
Tax 6%
6/1/04
Nassau Aaa AAA 350,000 350,000
County
Combin
ed Swr.
Dist.Rfd
g. Series
E,
5.30%
7/1/07
(MBIA
Insured)
Nassau Aaa AAA 4,000,000 4,000,000
County
Gen.
Oblig.
Rfdg.
Series
A,
6.50%
5/1/07
(FGIC
Insured)
Nassau Aaa AAA 2,695,000 2,695,000
County
Gen.
Oblig.
Series F,
5.20%
9/1/11
(FGIC
Insured)
Nassau Aaa AAA 2,150,000 2,150,000
County
Gen.
Oblig.
Series F,
5.25%
11/1/15
(AMBA
C
Insured)
Nassau Aaa AAA 2,670,000 2,670,000
County
Gen.
Oblig.
Series P,
6.30%
11/1/00
(FGIC
Insured)
Nassau Aaa AAA 1,000,000 1,000,000
County
Gen.
Oblig.
Series P,
6.30%
11/1/03
(FGIC
Insured)
Nassau Aaa AAA 2,565,000 2,565,000
County
Gen.
Oblig.
Series
R,
5.125%
11/1/05
(FGIC
Insured)
Nassau Aaa AAA 2,500,000 2,500,000
County
Gen.
Oblig.
Series T,
5.20%
9/1/11
(FGIC
Insured)
Nassau Aaa AAA 1,500,000 1,500,000
County
Gen.
Oblig.
Series
U,
5.25%
11/1/11
(AMBA
C
Insured)
New Aaa AAA 1,895,000 1,895,000
York
City
Edl.
Constru
ction
Fund
6.25%
10/1/03
(MBIA
Insured)
New Baa1 BBB+ 1,000,000 1,000,000
York
City
Gen.
Oblig.
Rfdg.
Series A
6.25%
8/1/08
New Baa1 BBB+ 2,000,000 2,000,000
York
City
Gen.
Oblig.
Rfdg.
Series
A, 7%
8/1/03
New Baa1 BBB+ 5,000,000 5,000,000
York
City
Gen.
Oblig.
Rfdg.
Series
A, 7%
8/1/04
New Baa1 BBB+ 1,310,000 1,310,000
York
City
Gen.
Oblig.
Rfdg.
Series
B,
5.70%
8/15/02
New Baa1 BBB+ 1,170,000 1,165,000 2,335,000
York
City
Gen.
Oblig.
Rfdg.
Series
B,
5.70%
8/15/02
New Aaa AAA 1,750,000 1,750,000
York
City
Gen.
Oblig.
Rfdg.
Series
E,
6.20%
8/1/07
(MBIA
Insured)
New Baa1 BBB+ 7,750,000 7,750,000
York
City
Gen.
Oblig.
Rfdg.
Series F,
6%
8/1/16
New Aaa AAA 6,000,000 6,000,000
York
City
Gen.
Oblig.
Rfdg.
Series
H, 6%
8/1/07
(FGIC
Insured)
New Aaa AAA 9,200,000 9,200,000
York
City
Gen.
Oblig.
Series
A-1,
6.25%
8/1/03
(AMBA
C
Insured)
New Baa1 BBB+ 5,000,000 5,000,000
York
City
Gen.
Oblig.
Series
B,
7.50%
2/1/03
New Baa1 BBB+ 5,500,000 5,500,000
York
City
Gen.
Oblig.
Series
B,
7.50%
2/1/07
New Baa1 BBB+ 5,000,000 5,000,000 10,000,000
York
City
Gen.
Oblig.
Series
B,
7.75%
2/1/06
New Baa1 BBB+ 1,000,000 1,000,000
York
City
Gen.
Oblig.
Series
B,
Sub-Ser
ies B-1,
7.20%
8/15/08
New Baa1 BBB+ 6,000,000 6,000,000
York
City
Gen.
Oblig.
Series
C,
6.40%
8/1/03
New Aaa AAA 8,000,000 8,000,000
York
City
Gen.
Oblig.
Series
E, 6%
8/1/08
(FGIC
Insured)
New Aaa AAA 1,000,000 1,000,000
York
City
Gen.
Oblig.
Series F,
3%
11/15/0
0
(MBIA
Insured)
New Aaa AAA 5,855,000 5,855,000
York
City
Gen.
Oblig.
Series
G, 6%
10/15/0
6 (FGIC
Insured)
New Baa1 BBB+ 1,945,000 3,410,000 5,355,000
York
City
Gen.
Oblig.
Series
H, 7%
2/1/05
New Aaa BBB+ 55,000 90,000 145,000
York
City
Gen.
Oblig.
Series
H, 7%
2/1/05
(Pre-Re
funded
to
2/1/02
@
101.50)
New Baa1 BBB+ 3,500,000 3,500,000
York
City
Gen.
Oblig.
Series
H, 7%
2/1/06
New Baa1 BBB+ 945,000 945,000
York
City
Gen.
Oblig.R
fdg.
Series
B,
6.20%
8/15/06
New Aaa BBB+ 2,485,000 2,485,000
York
City
Gen.
Oblig.S
eries A,
8%
8/15/21
(Pre-Re
funded
to
8/15/01
@101.5
0)(d)
New Aaa AAA 10,000,000 10,000,000
York
City
Gen.Obl
ig.
Series
B,
6.75%
8/15/03,
(AMBA
C
Insured)
New -- AA 4,085,000 4,085,000
York
City
Hsg.
Dev.
Corp.
Mtg.
Rev.
(Multi-
Family
Hsg.)
Series
A,
8.125%
1/1/19
(GNMA
Coll.)
New Aaa AAA 1,000,000 1,000,000
York
City
Ind.
Dev.
Agcy.
Civic
Facs.
Rev.
(USTA
Nat'l.
Tennis
Ctr.
Proj.)
6.40%
11/15/0
8, (FSA
Insured)
New Aaa AAA 1,000,000 1,000,000 1,000,000 100,000 3,100,000
York
City
Ind.
Dev.
Agcy.
Ind.
Dev.
Rev.
(Japan
Airlines
Co. Ltd.
Proj.)
Series
91, 6%
11/1/15
(FSA
Insured)
LOC
Morgan
Guarant
y Trust
Co.
(AMT)
New Baa2 BB+ 8,000,000 2,000,000 10,000,000
York
City
Ind.
Dev.
Agcy.
Spl.
Facs.
Rev.
(Americ
an
Airlines,
Inc.
Proj.)
6.90%
8/1/24
New Baa2 BB+ 4,325,000 4,325,000
York
City
Ind.
Dev.
Agcy.
Spl.
Facs.
Rev.
(Americ
an
Airlines,
Inc.
Proj.)
Series
1990,
8%
7/1/20*
New A A 15,560,000 15,560,000
York
City
Ind.
Dev.
Agcy.
Spl.
Facs.
Rev.
(Termin
al One
Group
Assoc.
Proj.)
6%
1/1/15
New A A 1,500,000 1,500,000
York
City
Ind.
Dev.
Agcy.
Split
Facs.
Rev.
(Termin
al One
Group
Assoc.
Proj.)
5.70%
1/1/04
(AMT)
New Aa A+ 4,215,000 4,215,000 4,215,000 12,645,000
York
City
Muni.
Assistan
ce Corp.
Rdfg.
6%
7/1/05
New Aa A+ 4,835,000 4,830,000 4,835,000 14,500,000
York
City
Muni.
Assistan
ce Corp.
Rdfg.
6%
7/1/04
New Aa A+ 1,000,000 1,000,000 1,000,000 3,000,000
York
City
Muni.
Assistan
ce Corp.
Rfdg.
6%
7/1/06
New Aaa AAA 3,000,000 2,000,000 3,000,000 2,000,000 10,000,000
York
City
Muni.
Assistan
ce Corp.
Rfdg.
Series
,D 6%
7/1/05,
(AMBA
C
Insured)
New Aa A+ 1,000,000 1,000,000
York
City
Muni.
Assistan
ce Corp.
Rfdg.
Series E
6%
7/1/03
New A A- 8,000,000 8,000,000
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
Sys.
Rev.
Series
A,
5.50%
6/15/23
New A A- 2,525,000 2,525,000
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
Sys.
Rev.
Series
A, 7%
6/15/09
(FGIC
Insured)
(Pre-Re
funded
to
6/15/01
@101)(
d)
New Aaa AAA 500,000 500,000
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
Sys.
Rev.
Series
A, 7%
6/15/16
(FGIC
Insured)
(Pre-Re
funded
to
6/15/01
@101.5
0) (d)
New A AAA 1,850,000 1,850,000
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
Sys.
Rev.
Series
A,
7.375%
6/15/09(
Pre-Ref
unded
6/15/99
@101.5
0)(d)
New A AAA 1,250,000 1,250,000
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
Sys.
Rev.
Series
A,
7.40%
6/15/09(
Pre-Ref
unded
to
6/15/00
@101.5
1) (d)
New Aaa AAA 500,000 500,000
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
Sys.
Rev.
Series
B,
5.375%
6/15/07
(AMBA
C
Insured)
New A A- 2,315,000 2,320,000 4,635,000
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
Sys.
Rev.Rfd
g. Series
A,
5.50%
6/15/20
New A A- 10,485,000 6,130,000 16,615,000
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
Sys.
Rev.Rfd
g. Series
B,
5.875%
6/15/26
New Aaa AAA 3,500,000 3,500,000
York
City
Trust
Cultural
Resourc
es Rev.
(Museu
m of
Modern
Art)
Series
One,
5%
1/1/00
(AMBA
C
Insured)
New Aaa AAA 1,250,000 1,250,000
York
City
Trust
Cultural
Resourc
es Rev.
(New
York
Botanic
al
Gardens
) 5.75%
7/1/16
(MBIA
Insured)
New Baa1 BBB+ 1,000,000 1,000,000
York
Gen.
Oblig.
Rfdg.
Series ,
E 6.50%
2/15/06
New Baa1 BBB+ 1,000,000 1,000,000
York
Gen.
Oblig.R
fdg.
Series D
5.75%
2/15/08
New A A 500,000 500,000
York
Ind.
Dev.
Agcy.
Spl.
Facs.
Rev.
(Termin
al One
Group
Assoc.
Proj.)
6%
1/1/08(
AMT)
New Aaa AAA 1,250,000 1,250,000
York
Metropo
litan
Trans.
Auth.
(Contra
ct
Commu
ter)
7.5%
7/01/19
9Escro
wed to
Maturit
y)(d)
New Baa1 BBB 9,500,000 9,500,000
York
Metropo
litan
Trans.
Auth.
Svc.
Contract
Trans.
Facs.Rf
dg.
Series 7,
0%
7/1/10
New Aaa AAA 5,980,000 5,980,000
York
Metropo
litan
Trans.
Auth.
Trans.
Facs.
Rev.
Rfdg.
Series
N, 0%
7/1/11
(FGIC
Insured)
New Aaa AAA 3,250,000 3,250,000
York
Metropo
litan
Trans.
Auth.(c
ontact.
Trans.
Facs.)
Series
A,
6.10%
7/1/26
(FSA
Insured)
New Baa1 BBB 1,830,000 1,830,000
York
Metropo
litan
Trans.
Auth.(C
ontract
Trans
Facs)
Series 3,
7.375%
7/1/08
New Aaa AAA 8,090,000 1,000,000 9,090,000
York
Metropo
litan
Trans.
Auth.Fa
cs. Rev.
Series
A, 6%
7/1/16
(FSA
Insured)
New Aaa AAA 3,500,000 5,490,000 8,990,000
York
Metropo
litan
Trans.
Auth.Fa
cs.Rev.
Series
A,
6.10%
7/1/21,
(FSA
Insured)
New Baa1 BBB 1,700,000 3,230,000 4,930,000
York
Metropo
litan
Trans.
Auth.Sv
c.
Contract
Trans.
Facs.
Rfdg.
Series 7,
5.45%
7/1/07
New Baa1 BBB 2,600,000 1,500,000 4,100,000
York
Metropo
litan
Trans.
Auth.Sv
c.Contra
ct
Rfdg.(T
ransit
Facs.)
Series 5,
6.90%
7/1/05
New Aaa AAA 5,000,000 5,150,000 10,150,000
York
Metropo
litan
Trans.
Auth.Tr
ans.
Facs.
Rev.
Rfdg.
Series
K,
6.30%
7/1/06
(MBIA
Insured)
New Aaa AAA 5,000,000 2,600,000 7,600,000
York
Metropo
litan
Trans.
Auth.Tr
ans.
Facs.
Rev.
Rfdg.
Series
K,
6.30%
7/1/07
(MBIA
Insured)
New Baa1 BBB 1,110,000 1,110,000
York
State
Ctfs. of
Prtn.
6.70%
9/1/97
New Baa1 BBB 500,000 500,000
York
State
Dorm
Auth.
Rev.
Rfdg.
(City
Univ.
Sys.
Consoli
dated)
Series
A,
5.75%
7/1/07
New Aaa AAA 1,000,000 1,240,000 2,240,000
York
State
Dorm.
Auth.
Lease
Rev.
Rdfg.Se
ries A,
6%
7/1/05,
(AMBA
C
Insured)
New Aaa AAA 5,370,000 1,500,000 500,000 7,370,000
York
State
Dorm.
Auth.
Lease
Rev.
Rfdg.(St
ate
Univ.
Dorm.
Facs.)
Series
A, 6%
7/1/03
(AMBA
C
Insured)
New Aaa AAA 1,680,000 1,680,000
York
State
Dorm.
Auth.
Rev
(FIT
Student
Hsg.)
5.75%
7/1/04
(AMBA
C
Insured)
New Baa1 BBB 3,515,000 3,515,000
York
State
Dorm.
Auth.
Rev.
(City
Univ.
Sys.
Consoli
dated)
2nd
Series
A,
5.75%
7/1/07
New Aaa AAA 3,295,000 3,295,000
York
State
Dorm.
Auth.
Rev.
(City
Univ.
Sys.
Consoli
dated)
Series
C, 6%
7/1/03
(AMBA
C
Insured)
New Aaa AAA 6,320,000 6,320,000
York
State
Dorm.
Auth.
Rev.
(City
Univ.
Sys.
Consoli
dated)
Series
C,
6.25%
7/1/05
(AMBA
C
Insured)
New Baa1 BBB 6,000,000 6,000,000
York
State
Dorm.
Auth.
Rev.
(City
Univ.
Sys.
Consoli
dated)
Series
D, 7%
7/1/09
New Baa1 BBB 4,000,000 4,000,000
York
State
Dorm.
Auth.
Rev.
(City
Univ.
Sys.)
Series
C,
7.50%
7/1/10
New Baa1 BBB 525,000 525,000
York
State
Dorm.
Auth.
Rev.
(City
Univ.)
Series
U,
6.25%
7/1/03
New Aaa AA+ 6,190,000 1,800,000 7,990,000
York
State
Dorm.
Auth.
Rev.
(Colum
bia
Univ.)
Series
A,
4.75%
7/1/14
New Aaa AA+ 3,100,000 4,500,000 2,100,000 9,700,000
York
State
Dorm.
Auth.
Rev.
(Colum
bia
Univ.)
Series
A,5.75
%
7/1/09
New Baa1 BBB 5,000,000 5,000,000
York
State
Dorm.
Auth.
Rev.
(Consoli
dated
City
Univ.
Sys.)
5.75%
7/1/09
New Aaa AAA 1,590,000 1,590,000
York
State
Dorm.
Auth.
Rev.
(FIT
Student
Hsg.)
5.75%
7/1/03
(AMBA
C
Insured)
New Aaa AAA 1,500,000 1,500,000
York
State
Dorm.
Auth.
Rev.
(FIT
Student
Hsg.)
5.75%
7/1/06
(AMBA
C
Insured)
New Aaa AAA 1,650,000 1,650,000
York
State
Dorm.
Auth.
Rev.
(FIT
Student
Hsg.Cor
p.)
5.75%
7/1/05
(AMBA
C
Insured)
New Aaa AAA 2,000,000 2,000,000
York
State
Dorm.
Auth.
Rev.
(Ideal
Sr.
Living
Hsg.)
7.625%
8/1/28,
(MBIA
INsured
)
New Baa1 -- 2,000,000 2,000,000
York
State
Dorm.
Auth.
Rev.
(Judicial
Facs.
Lease)
Series
B, 7%
4/15/16
New Baa1 BBB 1,000,000 1,000,000
York
State
Dorm.
Auth.
Rev.
(New
York
City
Univ.)
5.70%
7/1/05
New Aaa AAA 5,500,000 5,500,000
York
State
Dorm.
Auth.
Rev.
(New
York
Med.Ce
nter)
5.25%
2/1/07(
AMBA
C
Insured)
New Aaa AAA 1,260,000 1,260,000
York
State
Dorm.
Auth.
Rev. (St.
Josephs
Hosp.
Health
Ctr.) 6%
7/1/08
(MBIA
Insured)
New Aaa AAA 1,500,000 1,500,000
York
State
Dorm.
Auth.
Rev. (St.
Josephs
Hosp.
Health
Ctr.) 6%
7/1/09
(MBIA
Insured)
New Aaa AAA 1,820,000 1,820,000
York
State
Dorm.
Auth.
Rev. (St.
Vincent'
s Hosp.
& Med.
Ctr.) 6%
2/1/03
(AMBA
CInsure
d)
New Aaa AAA 1,875,000 1,875,000
York
State
Dorm.
Auth.
Rev. (St.
Vincent'
s Hosp.
& Med.
Ctr.) 6%
8/1/03
(AMBA
CInsure
d)
New Aaa AAA 2,000,000 2,000,000
York
State
Dorm.
Auth.
Rev.
(State
Univ.
Edl.
Facs.)
Series
A,
6.80%
5/15/00
(FGIC
Insured)
New A1 A+ 1,470,000 1,470,000
York
State
Dorm.
Auth.
Rev.
(Strong
Memori
al
Hospital
) 5.10%
7/1/04
New A1 A+ 1,000,000 1,000,000
York
State
Dorm.
Auth.
Rev.
(Univ.
Rochest
er-Stron
g
Memori
al
Hosp.)
5.20%
7/1/05
New Aa AA 745,000 745,000
York
State
Dorm.
Auth.
Rev.
(Vassar
College)
6%
7/1/04
New Aa AA 850,000 850,000
York
State
Dorm.
Auth.
Rev.
(Vassar
College)
6%
7/1/06
New Baa1 BBB 1,260,000 1,260,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(City
Univ.
Sys.)
Series
1988 D,
8.20%
7/1/12
New Baa1 BBB 1,000,000 1,000,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(City
Univ.
Sys.)
Series
C,
8.20%
7/1/14
New Baa1 BBB 4,230,000 4,230,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(City
Univ.
Sys.)
Series
D,
5.75%
7/1/12
New Aaa AAA 1,450,000 1,450,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(Colgate
Univ.)
6%
7/1/16
(MBIA
INSUR
ED)
New Aaa AAA 2,500,000 2,500,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(Colgate
Univ.)
6%
7/1/21
(MBIA
INSUR
ED)
New Baa1 BBB+ 2,375,000 2,375,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(Sate
Univ.
Edl.
Facs.)
Series
A,
5.50%
5/15/10
New Aaa AAA 2,950,000 2,950,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs)
Series
B,
5.25%
5/15/11
(FGIC
Insured)
New Baa1 BBB+ 1,000,000 1,000,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
5.50%
5/15/26
New Baa1 BBB+ 10,055,000 7,850,000 17,905,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
A,
5.25%
5/15/15
New Aaa AAA 6,700,000 6,700,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
A,
5.50%
5/15/07
(FGIC
Insured)
New Aaa AAA 6,000,000 6,000,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
A,
5.50%
5/15/09
(AMBA
C
Insured)
New Baa1 BBB+ 1,250,000 1,250,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
A,
5.50%
5/15/13
New Baa1 BBB+ 5,000,000 3,000,000 8,000,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
A, 6%
5/15/16
New Baa1 BBB+ 3,000,000 1,000,000 4,000,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
A,
6.50%
5/15/04
New Baa1 BBB+ 4,600,000 2,480,000 7,080,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
A,
6.50%
5/15/05
New Baa1 BBB+ 1,900,000 1,500,000 3,400,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
A,
6.50%
5/15/06
New Baa1 BBB+ 275,000 275,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
B,
7.375%
5/15/14
New Baa1 BBB+ 2,250,000 2,250,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
B,
5.25%
5/15/05
New Baa1 BBB+ 2,475,000 2,475,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
B,
5.25%
5/15/09
New Baa1 BBB+ 2,290,000 500,000 2,790,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
B,
5.25%
5/15/10
New Baa1 BBB+ 1,445,000 2,000,000 3,445,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
B,
7.50%
5/15/11
New Baa1 BBB+ 1,450,000 1,450,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ. of
NY)
Series
A,
5.875%
5/15/17
New Aaa AAA 5,225,000 5,225,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
Series
A, 6%
7/1/04
(AMBA
C
Insured)
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C>
New Aaa AAA 2,175,000 2,175,000
York
State
Dorm.
Auth.
Rev.
Rfdg.(M
anhattan
ville)
0%
7/1/10
(MBIA
Insured)
New Aaa AAA 3,090,000 3,090,000
York
State
Dorm.
Auth.
Rev.
Rfdg.(N
ew York
Univ.
Law
School)
7.625%
7/1/09
(MBIA
Insured)
New Baa1 BBB+ 2,725,000 2,725,000
York
State
Dorm.
Auth.
Rev.
Rfdg.(St
ate
Univ.
Edl.
Facs.)
Series
A, 6%
5/15/25
New Aa AA 300,000 300,000
York
State
Dorm.
Auth.
Rev.
Rfgd.
(Vassar
College)
6%
7/1/03
New A1 A 3,500,000 3,500,000
York
State
Energy
Researc
h &
Dev.
Auth.
Gas
Facs.
Rev.
RIB
(Brookl
yn
Union
Gas)
8.820%
4/1/20
INFL(e)
New Aaa AAA 2,250,000 2,250,000
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.
(Central
Hudson
Gas)
Series
B,
7.375%
10/1/14
(FGIC
Insured)
New Aaa AAA 1,000,000 1,000,000
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.Rfd
g. Series
E,
5.90%
12/1/06,
(MBIAI
nsured)
New A1 A+ 10,500,000 10,500,000
York
State
Energy
Researc
h &
Dev.
Auth.Fa
cs. Rev.
Rfdg.
(Consoli
dated
Edison
Co.)
Series
A,
6.10%
8/15/20
New A1 A 3,500,000 3,500,000
York
State
Energy
Researc
h &
Dev.
Auth.Ga
s Facs.
Rev.
(Brookl
yn
Union
Gas )
Series
A,
3.66%
7/1/26
New Aaa AAA 3,060,000 3,060,000
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.-Re
volving
Fund)(P
ooled
Loan)
Series
C,
5.85%
7/15/15
New Aa A 3,000,000 3,000,000
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
Series
A, 7%
6/15/12
New Aa A 1,000,000 1,000,000 2,000,000
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
Series
A, 7%
6/15/12
New Aaa AAA 2,725,000 2,725,000
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
Series
D,
6.30%
11/15/0
5
New Aaa AAA 2,000,000 2,000,000
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
Series
D,
6.30%
5/15/05
New Aaa AAA 1,840,000 1,000,000 2,840,000
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
Series
D,
6.40%
11/15/0
6
New Aa A- 1,500,000 1,500,000 3,000,000
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
Series
E,
6.25%
6/15/05
(AMBA
C
Insured)
New Aa A 3,500,000 3,500,000
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
Series
E,
6.50%
6/15/14
New Aa A 4,000,000 4,000,000
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
SeriesA,
6.80%
6/15/01
New Aaa AAA 1,000,000 1,000,000
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
SeriesD,
5.90%
5/15/01
New Aaa AAA 2,240,000 2,240,000 1,000,000 5,480,000
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
SeriesD,
6.10%
5/15/03
New Aaa AAA 1,250,000 1,250,000 2,500,000
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
SeriesD,
6.20%
11/15/0
4
New Baa -- 12,500,000 12,500,000
York
State
Envir.
Facs.
Corp.
Resourc
es
Recover
y Rev.
(Huntin
gton
Proj.)
Series
A,
7.50%
10/1/12
*
New Aa A 1,100,000 1,100,000
York
State
Environ
mental
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng Fund
New
York
City
Muni.)
Series
A,
6.90%
6/15/02
New Aaa AAA 2,220,000 2,220,000
York
State
Environ
mental
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
Pooled
Loan B,
5.20
5/15/14
New A A- 1,000,000 1,000,000
York
State
Gen.Obl
ig.
Crossov
er Rfdg.
7.50%
11/15/0
0
New A A 5,180,000 5,180,000
York
State
Hsg.
Fin.
Agcy.
Rev. (St.
John
Village
Proj.)
Section
8,
8.25%
5/1/09
New Aaa BBB 5,000,000 5,000,000
York
State
Hsg.
Fin.
Agcy.
Svc.
Contract
Oblig.
Rev.
Series
A,
7.80%
9/15/11
(Pre-Re
funded
to
3/15/01
@ 102)
New A A 7,440,000 4,100,000 11,540,000
York
State
Local
Gov't.
Assistan
ce Corp.
Rev.
Rfdg.
Series
E, 5%
4/1/21
New A A 7,900,000 2,500,000 3,275,000 13,675,000
York
State
Local
Gov't.
Assistan
ce Corp.
Rfdg.
Series
C,
5.50%
4/1/17
New A A 500,000 500,000
York
State
Local
Gov't.
Assistan
ce Corp.
Rfdg.
Series
E, 6%
4/1/14
New A A 2,585,000 2,000,000 4,585,000
York
State
Local
Gov't.
Assistan
ce Corp.
Series
A,
5.80%
4/1/10
New A A 7,000,000 4,425,000 5,595,000 17,020,000
York
State
Local
Gov't.
Assistan
ce Corp.
Series
B, 6%
4/1/18
New A A 2,500,000 2,500,000
York
State
Local
Gov't.
Assistan
ce
Corp.Se
ries A,
7%
4/1/04
New A A 4,500,000 8,000,000 11,100,000 23,600,000
York
State
Local.
Gov't.
Assistan
ce Corp.
Rfdg.
Series
E,
5.25%
4/1/16
New Aa AAA 3,000,000 3,000,000
York
State
Med.
Care
Facs.
Fin.
Agcy
Rev.
(Presbyt
erian
Hosp.)
Series
A,
5.25%
8/15/14
New Aaa AAA 4,000,000 4,000,000
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
(Beth
Israel
Med.
Ctr.)
Series
A,
7.50%
11/1/10
(MBIA
Insured)
New Aaa AAA 1,250,000 1,250,000
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
(Long-
Term
Health
Care)
Series
A,
6.80%
11/1/14
(Cap.
Guarant
y
Insured)
New Aaa AAA 2,290,000 2,290,000
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
(Mary
Imogen
e Basset
Hosp.)
Series
A,
7.125%
11/1/20
(MBIA
Insured)
New Baa1 BBB+ 135,000 135,000
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
(Mental
Health
Facs.)
Series
A,
7.50%
2/15/21
New Baa1 BBB+ 450,000 450,000
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
(Mental
Health
Scvs.
Facs.)
Series
D,
7.40%
2/15/18
New Baa1 BBB+ 1,175,000 1,175,000
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
(Mental
Health
Scvs.
Facs.)
Series
D,
7.40%
2/15/18
(Pre-Re
funded
to
2/15/02
! 102)
New Baa1 BBB+ 885,000 885,000
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
(Mental
Health
Svcs.
Facs.
Impt.)
Series
B,
7.875%
8/15/20
New Baa1 BBB+ 15,000 15,000
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
(Mental
Health
Svcs.
Facs.
Impt.)
Series
D,
7.40%
2/15/18
New Aaa AAA 1,700,000 1,500,000 3,200,000
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
(North
Shore
Med.Ctr
.) 7.25%
11/1/11
(MBIA
Insured)
New Aaa AAA 6,000,000 6,000,000
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
(North
Shore
Univ.
Hosp.
Mtg.
Proj.)
Series
A,
7.20%
11/1/20
(MBIA
Insured)
New A A 3,500,000 3,500,000
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
Rfdg.
(Good
Samarit
an
Hosp.
Proj.)
Series
A, 8%
11/1/13
New Baa1 BBB+ 4,225,000 4,225,000
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
Rfdg.
(Mental
Health
Svcs.
Facs)
Series
A,
8.875%
8/15/07
New Baa1 BBB+ 325,000 325,000
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
Rfdg.
(Mental
Health
Svcs.
Facs.)
Series
B,
7.875%
8/15/20
(Pre-Re
funded
to
8/15/00
@ 102)
New Aaa AAA 1,000,000 1,000,000
York
State
Med.
Care
Facs.
Fin.
Agcy.
Special
Oblig.
(Mental
Health
Care
Svcs.
Facs.
Impt.)
Series
A,
8.40%
5/1/06
(escrow
ed to
maturity
)
New Aaa AAA 1,600,000 1,400,000 1,400,000 4,400,000
York
State
Mtg.
Agcy.
Rev.
(Homeo
wner
Mtg.)
5.50%
4/1/19
(AMBA
C
Insured)
New Aa -- 2,000,000 2,000,000
York
State
Mtg.
Agcy.
Rev.
(Homeo
wner
Mtg.)
Series
53,
5.90%
10/1/17
New Aa -- 2,775,000 2,200,000 2,200,000 7,175,000
York
State
Mtg.
Agcy.
Rev.
(Homeo
wner
Mtg.)
Series
60,
6.05%
4/1/26
(AMT)
New Aa -- 2,500,000 2,500,000
York
State
Mtg.
Agcy.
Rev.
(Homeo
wner
Mtg.)
Series
HH-3,
7.95%
4/1/22*
New Aa -- 2,505,000 2,505,000
York
State
Mtg.
Agcy.
Rev.
(Homeo
wner
Mtg.)
Series
SS,
7.95%
10/1/22
*
New Aaa AAA 4,000,000 7,000,000 11,000,000
York
State
Pwr.
Auth.
Rev. &
Gen.
Purp.
Series
CC,
5.125%
1/1/11
(FGIC
Insured)
New Aa AA- 250,000 250,000
York
State
Pwr.Aut
h.Rev&
Gen.Pur
p.Rfdg.
Series
W,
6.50%1/
1/08
New Baa1 BBB+ 1,000,000 1,000,000
York
State
Series
B,
7.50%
2/1/02
New A1 A 3,000,000 3,000,000
York
State
Thruwa
y Auth.
Gen.
Rev.
Series
A,
5.80%
1/1/06
New Aaa AAA 3,620,000 3,620,000
York
State
Thruwa
y Auth.
Gen.
Rev.
Series
C,
6.50%
1/1/01
(FGIC
Insured)
New Aaa AAA 5,590,000 1,750,000 500,000 7,840,000
York
State
Thruwa
y Auth.
Hwy. &
Bridge
Trust
Fund
Series
A,
6.25%
4/1/04,
(MBIA
Insured)
New Aaa AAA 425,000 1,475,000 1,900,000
York
State
Thruwa
y Auth.
Hwy. &
Bridge
Trust
Fund,
Series
B,
5.125%
4/1/15
(MBIA
Insured)
New Aaa AAA 6,000,000 3,240,000 9,240,000
York
State
Thruwa
y Auth.
Hwy. &
Bridge
Trust
Fund,
Series
B, 6%
4/1/03,
(AMBA
C
Insured)
New Aaa AAA 1,000,000 1,000,000
York
State
Thruwa
y Auth.
Hwy. &
BridgeT
rust
Fund
Series
B,
6.40%
4/1/04
(FGIC
Insured)
New Baa1 BBB 1,000,000 1,000,000
York
State
Thruwa
y Auth.
Svc.
Contract
Rev.
(Local
Hwy. &
Bridge)
5.75%
4/1/08
New Baa1 BBB 3,070,000 3,070,000
York
State
Thruwa
y Auth.
Svc.
Contract
Rev.
(Local
Hwy. &
Bridge)
5.75%
4/1/16
New Baa1 BBB 2,500,000 2,500,000 5,000,000
York
State
Thruwa
y Auth.
Svc.
Contract
Rev.
(Local
Hwy. &
Bridge)
7.25%
1/1/10
(Pre-Re
funded
to
1/1@10
2)(d)
New Aaa AAA 2,000,000 2,000,000
York
State
Tollway
Auth.(H
wy. &
Bridge
Trust
Fund)
Series
A, 6%
4/1/00
(AMBA
C
Insured)
New Aaa AAA 2,000,000 6,900,000 8,900,000
York
State
Tollway
Auth.(H
wy.&Bri
dge
Trust
Fund)
Series
B, 6%
4/1/04
(MBIA
Insured)
New Aaa -- 1,000,000 1,000,000
York
State
Urban
Dev.
Corp.
Rev.
(Correct
ional
Cap.
Facs.)
Series 1,
7.75%
1/1/14
(Pre-Re
funded
to
1/1/00
@ 102)
New Baa1 BBB 1,455,000 1,455,000
York
State
Urban
Dev.
Corp.
Rev.
(Correct
ional
Cap.
Facs.)
Series 5,
5.90%
1/1/08
New Baa1 BBB 4,000,000 1,750,000 5,750,000
York
State
Urban
Dev.
Corp.
Rev.
(Correct
ional
Cap.
Facs.)
Series 6,
5.375%
1/1/15
New Aaa BBB 2,250,000 2,250,000
York
State
Urban
Dev.
Corp.
Rev.
(Onond
adga
County
Convent
ion
Proj.)
7.875%
1/1/20
(Pre-Re
funded
to
1/1/01
@ 102)
New Baa1 BBB 1,000,000 1,000,000
York
State
Urban
Dev.
Corp.
Rev.
Rfdg.
(Syracu
se Univ.
Ctr.)
5.20%
1/1/03
New Baa1 BBB 700,000 700,000
York
State
Urban
Dev.
Corp.
Rev.
Rfdg.(C
orrectio
nal Cap.
Facs.)
Series
A,
6.30%
1/1/03
New Aaa AAA 2,515,000 2,515,000
York
State
Urban
Dev.
Corp.
Rev.(Sp
orts Fac.
Assistan
ce
Prog.)
Series
A,
6.25%
4/1/06
(MBIA
Insured)
New Aaa AAA 2,500,000 2,500,000
Yrok
State
Dorm.
Auth.
Rev.
Rfdg.
(City
Univ.
Sys.
Consoli
dated)
5.50%
7/1/16
(AMBA
C
Insured)
Niagara Aaa AAA 10,000,000 10,000,000
Falls
Bridge
Commis
sion
Toll
Rev.
Series
B,
5.25%
10/1/15,
(FGIC
Insured)
Niagara Aaa AAA 1,200,000 1,200,000
Falls
Pub
Impt.
7.50%
3/1/17
(MBIA
Insured)
Niagara Aaa AAA 1,155,000 1,155,000
Falls
Pub.Imp
t. 7.50%
3/1/10
(MBIA
Insured)
Niagara Aaa AAA 1,245,000 1,245,000
Falls
Pub.Imp
t. 7.50%
3/1/11
(MBIA
Insured)
Niagara Aaa AAA 1,060,000 1,060,000
Falls
Pub.Imp
t. 7.50%
3/1/16
(MBIA
Insured)
Niagara Aaa AAA 995,000 995,000
Falls
Pub.Imp
t.7.50%
3/1/08
(MBIA
Insured)
Niagara Aaa AAA 1,000,000 1,000,000
Falls
Wtr.
Treatme
nt 7%
11/1/13,
(MBIA
Insured)
North Aaa AAA 2,000,000 2,000,000
Hemste
ad Rfdg.
Series
B,
6.10%
4/1/06(F
GIC
INSUR
ED)
Ononda Aaa AAA 1,420,000 1,410,000 6,170,000 9,000,000
ga
County
Indl.
Dev.
Agy.
Rev.
(Bristol
- -Meyer
s Squibb
Co.
Proj.)
5.75%
3/1/24
(AMT)
Oyster Aa -- 1,555,000 1,555,000
Bay
Pub.
Impt.
Rfdg.
5.50%
2/15/06
Rocklan Aaa AAA 1,475,000 1,475,000
d
County
Gen.
Oblig.
6%
8/15/05
(AMBA
C
Insured)
Rocklan Aaa AAA 1,550,000 1,550,000
d
County
Gen.
Oblig.
6%
8/15/06
(AMBA
C
Insured)
Suffolk Aaa AAA 1,200,000 1,200,000
County
Gen.Obl
ig.Serie
B, 5%
10/15/0
3
(AMBA
C
Insured)
Suffolk -- BBB 965,000 965,000
County
Ind.
Dev.
Agcy.
Rev.
(Dowlin
g
College)
8.25%
12/1/20(
Pre-Ref
unded
to
12/1/00
@
102)(d)
Suffolk Aaa AAA 1,500,000 1,340,000 2,840,000
County
Ind.
Dev.
Agcy.
Southw
est Swr.
Sys.
Rev.Rfd
g. 6%
2/1/07,
(FGIC
Insured)
Suffolk Aaa AAA 2,500,000 2,500,000
County
Ind.
Dev.
Agcy.
Southw
est Swr.
Sys.
Rev.Rfd
g. 6%
2/1/08,
(FGIC
Insured)
Suffolk Aaa AAA 1,650,000 1,650,000
County
Southw
est Swr.
Dist.Rfd
g. 6%
2/1/05
(MBIA
Insured)
Suffolk Aaa AAA 4,570,000 4,570,000
County
Southw
est
Swr.Dist
.Rfdg.
6%
2/1/04
(MBIA
Insured)
Suffolk Aaa AAA 3,380,000 3,380,000
County
Unltd.T
ax,
Series
A, 6%
8/1/05,
(AMBA
C
Insured)
Suffolk Aaa AAA 4,000,000 4,000,000
County
Wtr.
Auth.
Wtrwks.
Rev. 5%
6/1/15
(MBIA
Insured)
Suffolk Aaa AAA 2,000,000 2,000,000
County
Wtr.
Auth.
Wtrwks.
Rev.
Rfdg.
(Sr,
Lien)
5.10%
6/1/09
(MBIA
Insured)
Suffolk Aaa AAA 4,500,000 4,500,000
County
Wtr.
Auth.
Wtrwks.
Rev.
Rfdg.
(Sr.
Lien)
5.10%
6/1/10,
(MBIA
Insured)
Suffolk Aaa AAA 30,000 30,000
County
Wtr.
Auth.
Wtrwks.
Rev.
Rfdg.
(Sr.Lien
)
7.375%
6/1/12
(AMBA
C
Insured)
Suffolk Aaa AAA 3,500,000 3,060,000 6,560,000
County
Wtr.
Auth.
Wtrwks.
Rev.
Rfdg.
6%
6/1/17,
(MBIA
Insured)
Suffolk Aaa AAA 30,000 30,000
County
Wtr.
Auth.
Wtrwks.
Rev.
Rfdg.
Series
C,
5.75%
6/1/10,
(AMBA
C
Insured)
(Pre-Re
funded
to
6/1/02
@102)
(d)
Syracus Baa1 BBB+ 1,265,000 1,265,000
e Ind.
Dev.
Agcy.
Civic
Facs.
Rev. (St.
Joseph's
Hosp.
Health
Ctr.
Proj.)
7.50%
6/1/18
Syracus -- A 2,445,000 2,445,000
e Ind.
Dev.
Agcy.
Parking
Facs.
Rev.
(Syracu
se Econ.
Dev.
Corp.)
Series
A,
7.70%
6/1/15
Triboro Aa A+ 1,000,000 1,000,000
ugh
Bridge
&
Tennel
Auth.
Rev.
(Gen.Pu
rp.)
Series
A,
4.60%
1/1/04
Triboro Baa1 BBB 2,500,000 1,500,000 4,000,000
ugh
Bridge
&
Tunnel
Auth.
Rev.
(Conven
tion Ctr.
Proj.)
Series
E, 6%
1/1/11
Triboro Baa1 BBB 2,000,000 1,700,000 6,170,000 9,870,000
ugh
Bridge
&
Tunnel
Auth.
Rev.
(Conven
tion Ctr.
Proj.)
Series
E,
7.25%
1/1/10
Triboro Aa A+ 1,685,000 1,685,000
ugh
Bridge
&
Tunnel
Auth.
Rev.
(Gen.
Purp.)
Series
A,
4.75%
1/1/14
Triboro Aaa AAA 1,580,000 1,580,000
ugh
Bridge
&
Tunnel
Auth.
Rev.
(Gen.
Purp.)
Series
R, 6%
1/1/20
Triboro Aa A+ 500,000 500,000
ugh
Bridge
&
Tunnel
Auth.
Rev.
Gen.
Purp.
Series
A, 6%
1/1/11
Triboro Aa A+ 1,500,000 1,500,000
ugh
Bridge
&
Tunnel
Auth.
Rev.
Gen.
Purp.
Rfdg.
Series
Y,
5.50%
1/1/03
Triboro Aa A+ 6,000,000 2,700,000 8,700,000
ugh
Bridge
&
Tunnel
Auth.
Rev.
Rfdg.
Series
Y,
5.50%
1/1/17
Triboro Aa A+ 7,410,000 7,600,000 15,010,000
ugh
Bridge
&
Tunnel
Auth.
Rev.
Rfdg.
Series
Y, 6%
1/1/12
Triboro Aa A+ 5,000,000 5,000,000
ugh
Bridge
&
Tunnel
Auth.
Rev.
Rfdg.
(Gen.
Purp.)
Series
B, 6%
1/1/04
Triboro Aa A+ 1,250,000 1,250,000 2,500,000
ugh
Bridge
&
Tunnel
Auth.
Rev.
Rfdg.
Series
B, 6%
1/1/03
Triboro Aa A+ 2,000,000 2,000,000
ugh
Bridge
&
Tunnel
Auth.
Rev.
Rfdg.(G
en.
Purp.)
Series
B, 5%
1/1/14
Triboro Aaa AAA 90,000 90,000
ugh
Bridge
&
Tunnel
Auth.
Rev.
Series
R, 6%
1/1/20,
(MBIA
Insured)
(Pre-Re
funded
to
1/1/00
@ 100)
Yonkers Aaa AAA 1,020,000 1,020,000
Gen.
Oblig.
Rev. 6%
8/1/04
(FGIC
Insured)
Yonkers Aaa AAA 1,080,000 1,080,000
Gen.
Oblig.
Rev. 6%
8/1/05
(FGIC
Insured)
0
0
0
0
0
0
NEW 0
YORK&
NEW
JERSEY
New A1 AA- 3,000,000 3,000,000
York &
New
Jersey
Port
Auth.
Consoli
dated
76th
Series,
6.50%
11/1/26
*
New A1 AA- 2,300,000 2,300,000
York &
New
Jersey
Port
Auth.
Consoli
dated
85th
Series,
5.20%
9/1/15
New A1 AA- 2,000,000 2,000,000
York &
New
Jersey
Port
Auth.
Consoli
dated
85th
Series,
5.20%
9/1/16
New A1 AA- 2,000,000 2,000,000
York &
New
Jersey
Port
Auth.
Consoli
dated
73rd
Series,
6.75%
10/15/0
6
(AMT)
New A1 AA- 1,675,000 1,675,000
York &
New
Jersey
Port
Auth.
Consoli
dated
85th
Series,
5.20%
9/1/18
New A1 AA- 15,525,000 7,000,000 22,525,000
York &
New
Jersey
Port
Auth.
Consoli
dated
85th
Series,
5.375%
3/1/28
New A1 AA- 2,075,000 2,075,000 4,150,000
York &
New
Jersey
Port
Auth.
Consoli
dated
92nd
Series,
4.75%
1/15/29
New Aaa AAA 5,040,000 5,040,000
York &
New
Jersey
Port
Auth.
Consoli
dated
99th
Series,
7%
11/1/04
(FGIC
Insured)
New A1 AA- 1,530,000 1,530,000
York &
New
Jersey
Port
Auth.
Rfdg.
Consoli
dated
107th
Series,
6%
10/15/0
6
New Aaa AAA 2,420,000 2,420,000
York &
New
Jersey
Port
Auth.
Consoli
dated
Series
104-3rd
, 4.75%
1/15/26,
(AMBA
C
Insured)
0
0
0
0
0
0
0
PUERTO 0
RICO --
1.0 %
Puerto -- AAA 500,000 500,000
Rico
Commo
nwealth
Pub.
Impt.
6.80%
7/1/21
(Pre-Re
funded
to
7/1/02
@
101.50)
Puerto Baa BBB 6,270,000 6,270,000
Rico
Commo
nwealth
Urban
Renewa
l & Hsg.
Corp.
Rfdg.
7.875%
10/1/04
Puerto Baa1 BBB+ 1,500,000 1,500,000
Rico
Infrastru
cture
Fing.
Auth.
Spl. Tax
Series
1988 A,
7.75%
7/1/08
Puerto Aaa AAA 4,800,000 4,800,000
Rico
Tel.
Auth.
Rev.
7.219%
1/6/15
(MBIA
Insured)
INFL
(e)
0
0
0
0
TOTAL 0
MUNI
CIPAL
BONDS
0
0
0
0
MUNI 0
CIPAL
NOTES
NEW 0
YORK
Chautau -- -- 900,000 900,000
qua
County
Ind.
Dev.
Agcy.
Ind.Dev.
Rev.
(Bush
Industri
es, Inc.
Proj.)
Series
84,
4.15%,
LOC
Mellon
Bank
NA,
VRDN
Erie -- A-1 280,000 280,000
County
Ind.
Dev.
Auth.
Ind.
Dev.
Rev.
(Nation
al Wire
Prods.)
Series
1988 E,
3.30%,
LOC
Marine
Midland
Bank,
VRDN
(AMT)
New VMIG 1 -- 1,900,000 1,900,000
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
sys.
Rev.,VR
ND
Series
1992-C,
3.65%
(FGIC
Insured)
New VMIG 1 A-1+ 800,000 800,000
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
Sys.
Rev.,VR
ND
Series
1994 C,
3.65%
(FGIC
Insured)
New VMIG 1 A-1+ 300,000 300,000
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
Sys.
Rev.,VR
ND
Series
1995-A
, 3.75%
(FGIC
Insured)
New -- -- 1,600,000 300,000 1,900,000
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.VR
ND
(Niagra
Mohaw
k
Pwr.Cor
p.)
Series
1987 A,
3.85%,
LOC
Toronto
- -Domin
ion
Bank,
Canada
New VMIG 1 A-1+ 300,000 300,000
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.VR
ND
(Elec. &
Gas
Corp.)
Series
1994 D
3.65,
LOC
Union
Bank of
Switzerl
and
New P-1 -- 1,200,000 1,200,000
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.
(Niagar
a
Mohaw
k
Pwr.Cor
p.)VRD
N Series
1985 C,
3.60%,
LOC
Mitsubi
shi
Trust &
Banking
New P-1 -- 300,000 300,000
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.VR
ND
(Niagar
a
Mohaw
k
Pwr.Cor
p.)
Series
1985 B,
3.70%
LOC
Toronto
- -Domin
ion
Bank
canada
New -- A-1+ 1,700,000 1,700,000
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.
(Niagra
Mohaw
k
Proj.),V
RDN
Series
1985 A,
3.75%,
LOC
Toronto
- -Domin
ion
Bank,Ca
nada
New -- A-1+ 1,200,000 500,000 1,700,000
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.
(Niagra
Mohaw
k
Pwr.Cor
p.)VRN
D Series
1987 B,
3.75%,
LOC
Morgan
Guarant
y Trust
Co.
New -- A-1+ 900,000 1,000,000 1,900,000
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.
(Niagra
Mohaw
k
Pwr.Cor
p.)VRN
D Series
1988 A,
3.75%,
LOC
Morgan
Guarant
y Trust
Co.,
New VMIG 1 A-1+ 400,000 400,000
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.VR
ND
(Elec &
Gas
Corp.)3.
55%
LOC
Westpac
Banking
Corp.
New P-1 -- 200,000 600,000 300,000 1,100,000
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.
(Niagra
Mohaw
k
Pwr.Cor
p.)
VRND
Series
1986 A,
3.75%,
LOC
Toronto
- -Domin
ion
Bank
Canada
NEW
YORK&
NEW
JERSEY
New MIG 1 SP-1 515,000 515,000
York & +
New
Jersey
Port
Auth.
Series
SS,
4.90%
9/1/97
(AMT)
TOTAL
MUNI
CIPAL
NOTES
TOTAL
INVES
TMEN
TS
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C>
MUNI FIDELITY NY FIDELITY NY SPARTAN NY SPARTAN NY
CIPAL MUNI INCOME INS MUNI INC MUNI INCOME MUNI INC COMBINED
BONDS
NEW
YORK
Albany Aaa AAA 1,300,500 1,300,500
County
Gen.
Oblig.
5.85%
6/1/13
(FGIC
Insured)
Albany Aaa AAA 6,253,500 6,253,500
County
Rfdg.
5%
10/1/12
(FGIC
Insured)
Babylon Aaa AAA 467,250 467,250
Waste
Facs.
9%
8/1/09
(FGIC
Insured)
Brookha Aaa AAA 1,104,563 1,104,563
ven
5.30%
10/1/04
(FGIC
Insured)
Buffalo Aaa AAA 5,379,375 5,379,375
Swr.
Auth.S
wr.
Sys.Rev
. Series
G, 5%
7/1/12
(FGIC
Insured)
Canand Aaa AAA 530,450 530,450
aigua
School
Dist.
Rfdg.
5.25%
6/1/07
(AMBA
C
Insured)
Cherry Aaa AAA 539,944 539,944
Valley
Springfi
eld
Central
School
Dist.
Unltd.
Tax
7.80%
5/1/14
(MBIA
Insured)
Cherry Aaa AAA 540,487 540,487
Valley
Springfi
eld
Central
School
Dist.
Unltd.
Tax
7.80%
5/1/15
(MBIA
Insured)
Cherry Aaa AAA 541,031 541,031
Valley
Springfi
eld
Central
School
Dist.
Unltd.
Tax
7.80%
5/1/16
(MBIA
Insured)
Cherry Aaa AAA 543,750 543,750
Valley
Springfi
eld
Central
School
Dist.
Unltd.
Tax
7.80%
5/1/17
(MBIA
Insured)
Cherry Aaa AAA 545,755 545,755
Valley
Springfi
eld
Central
School
Dist.
Unltd.
Tax
7.80%
5/1/18
(MBIA
Insured)
Clifton Aaa AAA 1,665,300 1,665,300
Park
Wtr.
Auth.
Wtr.
Sys.
Rev.
Rfdg.
5%
10/1/18
(FGIC
Insured)
Erie Aaa AAA 1,182,500 1,182,500
County
Gen.
Oblig.
Unltd.
Tax
Series
A, 6%
2/1/04
(FGIC
Insured)
Erie Aaa AAA 1,077,500 1,077,500
County
Gen.
Oblig.
Unltd.
Tax
Series
A, 6%
2/1/05
(FGIC
Insured)
Erie Aaa AAA 1,111,112 1,111,112
County
Gen.
Oblig.
Unltd.
Tax
Series
A, 6%
2/1/06
(FGIC
Insured)
Erie Aaa AAA 1,483,125 1,483,125
County
Series
B, 5.5%
6/15/14
(FGIC
Insured)
Erie A AA 2,112,500 2,112,500
County
Wtr.
Auth.
Impt. &
Extensi
on Rev.
3rd
Series,
6.10%
12/1/04
(Escrow
ed to
Maturit
y)
Erie Aaa AAA 274,622 274,622
County
Wtr.
Auth.
Wtr.
Rev.
Rfdg.
(Fourth
Resoluti
on) 0%
12/1/17
(AMBA
C
Insured)
Franklin -- BBB- 872,000 2,103,700 2,975,700
County
Ctfs. of
Prtn.
(Court
House
Redev.
Proj.)
8.125%
8/1/06
Hempst Baa1 A- 2,294,402 2,294,402
ead
Town
Ind.
Dev.
Agcy.
Resourc
es
Recover
y Rev.
(Americ
an Rfdg.
Fuel
Co.)
7.375%
12/1/05
Metropo Baa1 BBB 6,129,000 6,129,000
litan
Trans.
Auth.
Svc.
Contract
(Comm
uter
Facs.)
Series 3,
7.375%
7/1/08
Monroe Aa AA- 1,082,500 1,082,500
County
Gen.
Oblig.
6%
6/1/06
Monroe Aa AA- 4,156,950 4,156,950
County
Gen.
Oblig.
Bond
6.50%
6/1/06
Monroe Aa AA- 1,445,913 1,103,750 2,549,663
County
Gen.Obl
ig.
6.50%
6/1/04
Monroe Aa AA- 2,330,094 2,330,094
County
Gen.Obl
ig.Bond
6%
6/1/05
Monroe Aaa AAA 1,009,075 1,009,075
County
Pub.
Impt.
Unltd
Tax
6.50%
06/1/07
(AMBA
C
Insured)
Monroe Aaa AAA 1,494,375 1,494,375
County
Pub.
Impt.
Unltd.
Tax 5%
6/1/07
(AMBA
C
Insured)
Monroe Aaa AAA 105,806 105,806
County
Pub.
Impt.
Unltd.
Tax
6.50%
06/1/07
(AMBA
C
Insured)
(Escrow
ed to
Maturit
y)
Monroe Aa AA- 3,825,187 3,825,187
County
Pub.
Impt.
Unltd.
Tax
6.50%
6/1/05
Monroe Aaa AAA 1,130,000 1,130,000
County
Pub.
Impt.
Unltd.
Tax 7%
6/1/03
(FGIC
Insured)
Monroe Aaa AAA 2,453,687 2,453,687
County
Pub.
Impt.
Unltd.
Tax 7%
6/1/04
(FGIC
Insured)
Monroe Aaa AAA 2,135,000 3,522,750 5,657,750
County
Pub.
Impt.
Unltd.T
ax.
6.10%
3/1/04
(MBIA
Insured)
Monroe Aa AA- 1,630,800 1,630,800
County
Unltd
Tax 6%
6/1/04
Nassau Aaa AAA 356,125 356,125
County
Combin
ed Swr.
Dist.Rfd
g. Series
E,
5.30%
7/1/07
(MBIA
Insured)
Nassau Aaa AAA 4,450,000 4,450,000
County
Gen.
Oblig.
Rfdg.
Series
A,
6.50%
5/1/07
(FGIC
Insured)
Nassau Aaa AAA 2,620,887 2,620,887
County
Gen.
Oblig.
Series F,
5.20%
9/1/11
(FGIC
Insured)
Nassau Aaa AAA 2,045,187 2,045,187
County
Gen.
Oblig.
Series F,
5.25%
11/1/15
(AMBA
C
Insured)
Nassau Aaa AAA 2,843,550 2,843,550
County
Gen.
Oblig.
Series P,
6.30%
11/1/00
(FGIC
Insured)
Nassau Aaa AAA 1,092,500 1,092,500
County
Gen.
Oblig.
Series P,
6.30%
11/1/03
(FGIC
Insured)
Nassau Aaa AAA 2,606,681 2,606,681
County
Gen.
Oblig.
Series
R,
5.125%
11/1/05
(FGIC
Insured)
Nassau Aaa AAA 2,431,250 2,431,250
County
Gen.
Oblig.
Series T,
5.20%
9/1/11
(FGIC
Insured)
Nassau Aaa AAA 1,466,250 1,466,250
County
Gen.
Oblig.
Series
U,
5.25%
11/1/11
(AMBA
C
Insured)
New Aaa AAA 2,077,394 2,077,394
York
City
Edl.
Constru
ction
Fund
6.25%
10/1/03
(MBIA
Insured)
New Baa1 BBB+ 1,032,500 1,032,500
York
City
Gen.
Oblig.
Rfdg.
Series A
6.25%
8/1/08
New Baa1 BBB+ 2,180,000 2,180,000
York
City
Gen.
Oblig.
Rfdg.
Series
A, 7%
8/1/03
New Baa1 BBB+ 5,468,750 5,468,750
York
City
Gen.
Oblig.
Rfdg.
Series
A, 7%
8/1/04
New Baa1 BBB+ 1,344,388 1,344,388
York
City
Gen.
Oblig.
Rfdg.
Series
B,
5.70%
8/15/02
New Baa1 BBB+ 1,200,712 1,195,581 2,396,293
York
City
Gen.
Oblig.
Rfdg.
Series
B,
5.70%
8/15/02
New Aaa AAA 1,890,000 1,890,000
York
City
Gen.
Oblig.
Rfdg.
Series
E,
6.20%
8/1/07
(MBIA
Insured)
New Baa1 BBB+ 7,604,687 7,604,687
York
City
Gen.
Oblig.
Rfdg.
Series F,
6%
8/1/16
New Aaa AAA 6,382,500 6,382,500
York
City
Gen.
Oblig.
Rfdg.
Series
H, 6%
8/1/07
(FGIC
Insured)
New Aaa AAA 9,924,500 9,924,500
York
City
Gen.
Oblig.
Series
A-1,
6.25%
8/1/03
(AMBA
C
Insured)
New Baa1 BBB+ 5,525,000 5,525,000
York
City
Gen.
Oblig.
Series
B,
7.50%
2/1/03
New Baa1 BBB+ 6,118,750 6,118,750
York
City
Gen.
Oblig.
Series
B,
7.50%
2/1/07
New Baa1 BBB+ 5,450,000 5,450,000 10,900,000
York
City
Gen.
Oblig.
Series
B,
7.75%
2/1/06
New Baa1 BBB+ 1,093,750 1,093,750
York
City
Gen.
Oblig.
Series
B,
Sub-Ser
ies B-1,
7.20%
8/15/08
New Baa1 BBB+ 6,345,000 6,345,000
York
City
Gen.
Oblig.
Series
C,
6.40%
8/1/03
New Aaa AAA 8,510,000 8,510,000
York
City
Gen.
Oblig.
Series
E, 6%
8/1/08
(FGIC
Insured)
New Aaa AAA 948,750 948,750
York
City
Gen.
Oblig.
Series F,
3%
11/15/0
0
(MBIA
Insured)
New Aaa AAA 6,279,487 6,279,487
York
City
Gen.
Oblig.
Series
G, 6%
10/15/0
6 (FGIC
Insured)
New Baa1 BBB+ 2,093,306 3,670,013 5,763,319
York
City
Gen.
Oblig.
Series
H, 7%
2/1/05
New Aaa BBB+ 61,600 100,800 162,400
York
City
Gen.
Oblig.
Series
H, 7%
2/1/05
(Pre-Re
funded
to
2/1/02
@
101.50)
New Baa1 BBB+ 3,753,750 3,753,750
York
City
Gen.
Oblig.
Series
H, 7%
2/1/06
New Baa1 BBB+ 982,800 982,800
York
City
Gen.
Oblig.R
fdg.
Series
B,
6.20%
8/15/06
New Aaa BBB+ 2,867,069 2,867,069
York
City
Gen.
Oblig.S
eries A,
8%
8/15/21
(Pre-Re
funded
to
8/15/01
@101.5
0)(d)
New Aaa AAA 11,075,000 11,075,000
York
City
Gen.Obl
ig.
Series
B,
6.75%
8/15/03,
(AMBA
C
Insured)
New -- AA 4,188,677 4,188,677
York
City
Hsg.
Dev.
Corp.
Mtg.
Rev.
(Multi-
Family
Hsg.)
Series
A,
8.125%
1/1/19
(GNMA
Coll.)
New Aaa AAA 1,106,250 1,106,250
York
City
Ind.
Dev.
Agcy.
Civic
Facs.
Rev.
(USTA
Nat'l.
Tennis
Ctr.
Proj.)
6.40%
11/15/0
8, (FSA
Insured)
New Aaa AAA 1,026,250 1,026,250 1,026,250 102,625 3,181,375
York
City
Ind.
Dev.
Agcy.
Ind.
Dev.
Rev.
(Japan
Airlines
Co. Ltd.
Proj.)
Series
91, 6%
11/1/15
(FSA
Insured)
LOC
Morgan
Guarant
y Trust
Co.
(AMT)
New Baa2 BB+ 8,640,000 2,160,000 10,800,000
York
City
Ind.
Dev.
Agcy.
Spl.
Facs.
Rev.
(Americ
an
Airlines,
Inc.
Proj.)
6.90%
8/1/24
New Baa2 BB+ 4,595,313 4,595,313
York
City
Ind.
Dev.
Agcy.
Spl.
Facs.
Rev.
(Americ
an
Airlines,
Inc.
Proj.)
Series
1990,
8%
7/1/20*
New A A 15,482,200 15,482,200
York
City
Ind.
Dev.
Agcy.
Spl.
Facs.
Rev.
(Termin
al One
Group
Assoc.
Proj.)
6%
1/1/15
New A A 1,546,875 1,546,875
York
City
Ind.
Dev.
Agcy.
Split
Facs.
Rev.
(Termin
al One
Group
Assoc.
Proj.)
5.70%
1/1/04
(AMT)
New Aa A+ 4,562,737 4,562,737 4,562,738 13,688,212
York
City
Muni.
Assistan
ce Corp.
Rdfg.
6%
7/1/05
New Aa A+ 5,221,800 5,216,400 5,221,800 15,660,000
York
City
Muni.
Assistan
ce Corp.
Rdfg.
6%
7/1/04
New Aa A+ 1,082,500 1,082,500 1,082,500 3,247,500
York
City
Muni.
Assistan
ce Corp.
Rfdg.
6%
7/1/06
New Aaa AAA 3,251,250 2,167,500 3,251,250 2,167,500 10,837,500
York
City
Muni.
Assistan
ce Corp.
Rfdg.
Series
,D 6%
7/1/05,
(AMBA
C
Insured)
New Aa A+ 1,076,250 1,076,250
York
City
Muni.
Assistan
ce Corp.
Rfdg.
Series E
6%
7/1/03
New A A- 7,560,000 7,560,000
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
Sys.
Rev.
Series
A,
5.50%
6/15/23
New A A- 2,793,281 2,793,281
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
Sys.
Rev.
Series
A, 7%
6/15/09
(FGIC
Insured)
(Pre-Re
funded
to
6/15/01
@101)(
d)
New Aaa AAA 556,250 556,250
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
Sys.
Rev.
Series
A, 7%
6/15/16
(FGIC
Insured)
(Pre-Re
funded
to
6/15/01
@101.5
0) (d)
New A AAA 2,011,875 2,011,875
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
Sys.
Rev.
Series
A,
7.375%
6/15/09(
Pre-Ref
unded
6/15/99
@101.5
0)(d)
New A AAA 1,384,375 1,384,375
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
Sys.
Rev.
Series
A,
7.40%
6/15/09(
Pre-Ref
unded
to
6/15/00
@101.5
1) (d)
New Aaa AAA 510,625 510,625
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
Sys.
Rev.
Series
B,
5.375%
6/15/07
(AMBA
C
Insured)
New A A- 2,152,950 2,157,600 4,310,550
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
Sys.
Rev.Rfd
g. Series
A,
5.50%
6/15/20
New A A- 10,367,044 6,061,038 16,428,082
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
Sys.
Rev.Rfd
g. Series
B,
5.875%
6/15/26
New Aaa AAA 3,578,750 3,578,750
York
City
Trust
Cultural
Resourc
es Rev.
(Museu
m of
Modern
Art)
Series
One,
5%
1/1/00
(AMBA
C
Insured)
New Aaa AAA 1,256,250 1,256,250
York
City
Trust
Cultural
Resourc
es Rev.
(New
York
Botanic
al
Gardens
) 5.75%
7/1/16
(MBIA
Insured)
New Baa1 BBB+ 1,062,500 1,062,500
York
Gen.
Oblig.
Rfdg.
Series ,
E 6.50%
2/15/06
New Baa1 BBB+ 991,250 991,250
York
Gen.
Oblig.R
fdg.
Series D
5.75%
2/15/08
New A A 515,625 515,625
York
Ind.
Dev.
Agcy.
Spl.
Facs.
Rev.
(Termin
al One
Group
Assoc.
Proj.)
6%
1/1/08(
AMT)
New Aaa AAA 1,389,062 1,389,062
York
Metropo
litan
Trans.
Auth.
(Contra
ct
Commu
ter)
7.5%
7/01/19
9Escro
wed to
Maturit
y)(d)
New Baa1 BBB 4,393,750 4,393,750
York
Metropo
litan
Trans.
Auth.
Svc.
Contract
Trans.
Facs.Rf
dg.
Series 7,
0%
7/1/10
New Aaa AAA 2,720,900 2,720,900
York
Metropo
litan
Trans.
Auth.
Trans.
Facs.
Rev.
Rfdg.
Series
N, 0%
7/1/11
(FGIC
Insured)
New Aaa AAA 3,359,687 3,359,687
York
Metropo
litan
Trans.
Auth.(c
ontact.
Trans.
Facs.)
Series
A,
6.10%
7/1/26
(FSA
Insured)
New Baa1 BBB 2,077,050 2,077,050
York
Metropo
litan
Trans.
Auth.(C
ontract
Trans
Facs)
Series 3,
7.375%
7/1/08
New Aaa AAA 8,363,037 1,033,750 9,396,787
York
Metropo
litan
Trans.
Auth.Fa
cs. Rev.
Series
A, 6%
7/1/16
(FSA
Insured)
New Aaa AAA 3,631,250 5,695,875 9,327,125
York
Metropo
litan
Trans.
Auth.Fa
cs.Rev.
Series
A,
6.10%
7/1/21,
(FSA
Insured)
New Baa1 BBB 1,683,000 3,197,700 4,880,700
York
Metropo
litan
Trans.
Auth.Sv
c.
Contract
Trans.
Facs.
Rfdg.
Series 7,
5.45%
7/1/07
New Baa1 BBB 2,788,500 1,608,750 4,397,250
York
Metropo
litan
Trans.
Auth.Sv
c.Contra
ct
Rfdg.(T
ransit
Facs.)
Series 5,
6.90%
7/1/05
New Aaa AAA 5,550,000 5,716,500 11,266,500
York
Metropo
litan
Trans.
Auth.Tr
ans.
Facs.
Rev.
Rfdg.
Series
K,
6.30%
7/1/06
(MBIA
Insured)
New Aaa AAA 5,575,000 2,899,000 8,474,000
York
Metropo
litan
Trans.
Auth.Tr
ans.
Facs.
Rev.
Rfdg.
Series
K,
6.30%
7/1/07
(MBIA
Insured)
New Baa1 BBB 1,124,597 1,124,597
York
State
Ctfs. of
Prtn.
6.70%
9/1/97
New Baa1 BBB 506,250 506,250
York
State
Dorm
Auth.
Rev.
Rfdg.
(City
Univ.
Sys.
Consoli
dated)
Series
A,
5.75%
7/1/07
New Aaa AAA 1,076,250 1,334,550 2,410,800
York
State
Dorm.
Auth.
Lease
Rev.
Rdfg.Se
ries A,
6%
7/1/05,
(AMBA
C
Insured)
New Aaa AAA 5,759,325 1,608,750 536,250 7,904,325
York
State
Dorm.
Auth.
Lease
Rev.
Rfdg.(St
ate
Univ.
Dorm.
Facs.)
Series
A, 6%
7/1/03
(AMBA
C
Insured)
New Aaa AAA 1,776,600 1,776,600
York
State
Dorm.
Auth.
Rev
(FIT
Student
Hsg.)
5.75%
7/1/04
(AMBA
C
Insured)
New Baa1 BBB 3,585,300 3,585,300
York
State
Dorm.
Auth.
Rev.
(City
Univ.
Sys.
Consoli
dated)
2nd
Series
A,
5.75%
7/1/07
New Aaa AAA 3,538,006 3,538,006
York
State
Dorm.
Auth.
Rev.
(City
Univ.
Sys.
Consoli
dated)
Series
C, 6%
7/1/03
(AMBA
C
Insured)
New Aaa AAA 6,928,300 6,928,300
York
State
Dorm.
Auth.
Rev.
(City
Univ.
Sys.
Consoli
dated)
Series
C,
6.25%
7/1/05
(AMBA
C
Insured)
New Baa1 BBB 6,697,500 6,697,500
York
State
Dorm.
Auth.
Rev.
(City
Univ.
Sys.
Consoli
dated)
Series
D, 7%
7/1/09
New Baa1 BBB 4,680,000 4,680,000
York
State
Dorm.
Auth.
Rev.
(City
Univ.
Sys.)
Series
C,
7.50%
7/1/10
New Baa1 BBB 554,531 554,531
York
State
Dorm.
Auth.
Rev.
(City
Univ.)
Series
U,
6.25%
7/1/03
New Aaa AA+ 5,555,525 1,615,500 7,171,025
York
State
Dorm.
Auth.
Rev.
(Colum
bia
Univ.)
Series
A,
4.75%
7/1/14
New Aaa AA+ 3,293,750 4,781,250 2,231,250 10,306,250
York
State
Dorm.
Auth.
Rev.
(Colum
bia
Univ.)
Series
A,5.75
%
7/1/09
New Baa1 BBB 5,012,500 5,012,500
York
State
Dorm.
Auth.
Rev.
(Consoli
dated
City
Univ.
Sys.)
5.75%
7/1/09
New Aaa AAA 1,679,437 1,679,437
York
State
Dorm.
Auth.
Rev.
(FIT
Student
Hsg.)
5.75%
7/1/03
(AMBA
C
Insured)
New Aaa AAA 1,605,000 1,605,000
York
State
Dorm.
Auth.
Rev.
(FIT
Student
Hsg.)
5.75%
7/1/06
(AMBA
C
Insured)
New Aaa AAA 1,742,813 1,742,813
York
State
Dorm.
Auth.
Rev.
(FIT
Student
Hsg.Cor
p.)
5.75%
7/1/05
(AMBA
C
Insured)
New Aaa AAA 2,142,500 2,142,500
York
State
Dorm.
Auth.
Rev.
(Ideal
Sr.
Living
Hsg.)
7.625%
8/1/28,
(MBIA
INsured
)
New Baa1 -- 2,127,500 2,127,500
York
State
Dorm.
Auth.
Rev.
(Judicial
Facs.
Lease)
Series
B, 7%
4/15/16
New Baa1 BBB 1,017,500 1,017,500
York
State
Dorm.
Auth.
Rev.
(New
York
City
Univ.)
5.70%
7/1/05
New Aaa AAA 5,534,375 5,534,375
York
State
Dorm.
Auth.
Rev.
(New
York
Med.Ce
nter)
5.25%
2/1/07(
AMBA
C
Insured)
New Aaa AAA 1,345,050 1,345,050
York
State
Dorm.
Auth.
Rev. (St.
Josephs
Hosp.
Health
Ctr.) 6%
7/1/08
(MBIA
Insured)
New Aaa AAA 1,599,375 1,599,375
York
State
Dorm.
Auth.
Rev. (St.
Josephs
Hosp.
Health
Ctr.) 6%
7/1/09
(MBIA
Insured)
New Aaa AAA 1,958,775 1,958,775
York
State
Dorm.
Auth.
Rev. (St.
Vincent'
s Hosp.
& Med.
Ctr.) 6%
2/1/03
(AMBA
CInsure
d)
New Aaa AAA 2,027,344 2,027,344
York
State
Dorm.
Auth.
Rev. (St.
Vincent'
s Hosp.
& Med.
Ctr.) 6%
8/1/03
(AMBA
CInsure
d)
New Aaa AAA 2,162,500 2,162,500
York
State
Dorm.
Auth.
Rev.
(State
Univ.
Edl.
Facs.)
Series
A,
6.80%
5/15/00
(FGIC
Insured)
New A1 A+ 1,488,375 1,488,375
York
State
Dorm.
Auth.
Rev.
(Strong
Memori
al
Hospital
) 5.10%
7/1/04
New A1 A+ 1,015,000 1,015,000
York
State
Dorm.
Auth.
Rev.
(Univ.
Rochest
er-Stron
g
Memori
al
Hosp.)
5.20%
7/1/05
New Aa AA 806,463 806,463
York
State
Dorm.
Auth.
Rev.
(Vassar
College)
6%
7/1/04
New Aa AA 922,250 922,250
York
State
Dorm.
Auth.
Rev.
(Vassar
College)
6%
7/1/06
New Baa1 BBB 1,345,050 1,345,050
York
State
Dorm.
Auth.
Rev.
Rfdg.
(City
Univ.
Sys.)
Series
1988 D,
8.20%
7/1/12
New Baa1 BBB 1,067,500 1,067,500
York
State
Dorm.
Auth.
Rev.
Rfdg.
(City
Univ.
Sys.)
Series
C,
8.20%
7/1/14
New Baa1 BBB 4,235,288 4,235,288
York
State
Dorm.
Auth.
Rev.
Rfdg.
(City
Univ.
Sys.)
Series
D,
5.75%
7/1/12
New Aaa AAA 1,535,188 1,535,188
York
State
Dorm.
Auth.
Rev.
Rfdg.
(Colgate
Univ.)
6%
7/1/16
(MBIA
INSUR
ED)
New Aaa AAA 2,650,000 2,650,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(Colgate
Univ.)
6%
7/1/21
(MBIA
INSUR
ED)
New Baa1 BBB+ 2,345,313 2,345,313
York
State
Dorm.
Auth.
Rev.
Rfdg.
(Sate
Univ.
Edl.
Facs.)
Series
A,
5.50%
5/15/10
New Aaa AAA 2,935,250 2,935,250
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs)
Series
B,
5.25%
5/15/11
(FGIC
Insured)
New Baa1 BBB+ 928,750 928,750
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
5.50%
5/15/26
New Baa1 BBB+ 9,363,719 7,310,313 16,674,032
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
A,
5.25%
5/15/15
New Aaa AAA 6,951,250 6,951,250
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
A,
5.50%
5/15/07
(FGIC
Insured)
New Aaa AAA 6,150,000 6,150,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
A,
5.50%
5/15/09
(AMBA
C
Insured)
New Baa1 BBB+ 1,209,375 1,209,375
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
A,
5.50%
5/15/13
New Baa1 BBB+ 4,987,500 2,992,500 7,980,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
A, 6%
5/15/16
New Baa1 BBB+ 3,221,250 1,073,750 4,295,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
A,
6.50%
5/15/04
New Baa1 BBB+ 4,945,000 2,666,000 7,611,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
A,
6.50%
5/15/05
New Baa1 BBB+ 2,042,500 1,612,500 3,655,000
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
A,
6.50%
5/15/06
New Baa1 BBB+ 298,375 298,375
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
B,
7.375%
5/15/14
</TABLE>
FIDELITY NEW YORK MUNICIPAL INCOME FUND
INVESTMENTS/JANUARY 31, 1997
(SHOWING PERCENTAGE OF TOTAL VALUE OF INVESTMENTS)
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C>
New Baa1 BBB+ 2,230,313 2,230,313
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
B,
5.25%
5/15/05
New Baa1 BBB+ 2,379,094 2,379,094
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
B,
5.25%
5/15/09
New Baa1 BBB+ 2,206,988 481,875 2,688,863
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
B,
5.25%
5/15/10
New Baa1 BBB+ 1,690,650 2,340,000 4,030,650
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ.
Edl.
Facs.)
Series
B,
7.50%
5/15/11
New Baa1 BBB+ 1,444,563 1,444,563
York
State
Dorm.
Auth.
Rev.
Rfdg.
(State
Univ. of
NY)
Series
A,
5.875%
5/15/17
New Aaa AAA 5,616,875 5,616,875
York
State
Dorm.
Auth.
Rev.
Rfdg.
Series
A, 6%
7/1/04
(AMBA
C
Insured)
New Aaa AAA 1,049,437 1,049,437
York
State
Dorm.
Auth.
Rev.
Rfdg.(M
anhattan
ville)
0%
7/1/10
(MBIA
Insured)
New Aaa AAA 3,341,062 3,341,062
York
State
Dorm.
Auth.
Rev.
Rfdg.(N
ew York
Univ.
Law
School)
7.625%
7/1/09
(MBIA
Insured)
New Baa1 BBB+ 2,701,156 2,701,156
York
State
Dorm.
Auth.
Rev.
Rfdg.(St
ate
Univ.
Edl.
Facs.)
Series
A, 6%
5/15/25
New Aa AA 323,625 323,625
York
State
Dorm.
Auth.
Rev.
Rfgd.
(Vassar
College)
6%
7/1/03
New A1 A 3,850,000 3,850,000
York
State
Energy
Researc
h &
Dev.
Auth.
Gas
Facs.
Rev.
RIB
(Brookl
yn
Union
Gas)
8.820%
4/1/20
INFL(e)
New Aaa AAA 2,460,938 2,460,938
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.
(Central
Hudson
Gas)
Series
B,
7.375%
10/1/14
(FGIC
Insured)
New Aaa AAA 1,083,750 1,083,750
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.Rfd
g. Series
E,
5.90%
12/1/06,
(MBIAI
nsured)
New A1 A+ 10,696,875 10,696,875
York
State
Energy
Researc
h &
Dev.
Auth.Fa
cs. Rev.
Rfdg.
(Consoli
dated
Edison
Co.)
Series
A,
6.10%
8/15/20
New A1 A 3,500,000 3,500,000
York
State
Energy
Researc
h &
Dev.
Auth.Ga
s Facs.
Rev.
(Brookl
yn
Union
Gas )
Series
A,
3.66%
7/1/26
New Aaa AAA 3,121,200 3,121,200
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.-Re
volving
Fund)(P
ooled
Loan)
Series
C,
5.85%
7/15/15
New Aa A 3,288,750 3,288,750
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
Series
A, 7%
6/15/12
New Aa A 1,096,250 1,096,250 2,192,500
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
Series
A, 7%
6/15/12
New Aaa AAA 3,028,156 3,028,156
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
Series
D,
6.30%
11/15/0
5
New Aaa AAA 2,212,500 2,212,500
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
Series
D,
6.30%
5/15/05
New Aaa AAA 2,049,300 1,113,750 3,163,050
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
Series
D,
6.40%
11/15/0
6
New Aa A- 1,638,750 1,638,750 3,277,500
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
Series
E,
6.25%
6/15/05
(AMBA
C
Insured)
New Aa A 3,727,500 3,727,500
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
Series
E,
6.50%
6/15/14
New Aa A 4,360,000 4,360,000
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
SeriesA,
6.80%
6/15/01
New Aaa AAA 1,057,500 1,057,500
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
SeriesD,
5.90%
5/15/01
New Aaa AAA 2,424,800 2,424,800 1,082,500 5,932,100
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
SeriesD,
6.10%
5/15/03
New Aaa AAA 1,373,438 1,373,438 2,746,876
York
State
Envir.
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
SeriesD,
6.20%
11/15/0
4
New Baa -- 13,140,625 13,140,625
York
State
Envir.
Facs.
Corp.
Resourc
es
Recover
y Rev.
(Huntin
gton
Proj.)
Series
A,
7.50%
10/1/12
*
New Aa A 1,207,250 1,207,250
York
State
Environ
mental
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng Fund
New
York
City
Muni.)
Series
A,
6.90%
6/15/02
New Aaa AAA 2,147,850 2,147,850
York
State
Environ
mental
Facs.
Corp.
Poll.
Cont.
Rev.
(State
Wtr.
Revolvi
ng
Fund)
Pooled
Loan B,
5.20
5/15/14
New A A- 1,098,750 1,098,750
York
State
Gen.Obl
ig.
Crossov
er Rfdg.
7.50%
11/15/0
0
New A A 5,231,800 5,231,800
York
State
Hsg.
Fin.
Agcy.
Rev. (St.
John
Village
Proj.)
Section
8,
8.25%
5/1/09
New Aaa BBB 5,706,250 5,706,250
York
State
Hsg.
Fin.
Agcy.
Svc.
Contract
Oblig.
Rev.
Series
A,
7.80%
9/15/11
(Pre-Re
funded
to
3/15/01
@ 102)
New A A 6,789,000 3,741,250 10,530,250
York
State
Local
Gov't.
Assistan
ce Corp.
Rev.
Rfdg.
Series
E, 5%
4/1/21
New A A 7,781,500 2,462,500 3,225,875 13,469,875
York
State
Local
Gov't.
Assistan
ce Corp.
Rfdg.
Series
C,
5.50%
4/1/17
New A A 527,500 527,500
York
State
Local
Gov't.
Assistan
ce Corp.
Rfdg.
Series
E, 6%
4/1/14
New A A 2,652,856 2,052,500 4,705,356
York
State
Local
Gov't.
Assistan
ce Corp.
Series
A,
5.80%
4/1/10
New A A 7,070,000 4,469,250 5,650,950 17,190,200
York
State
Local
Gov't.
Assistan
ce Corp.
Series
B, 6%
4/1/18
New A A 2,750,000 2,750,000
York
State
Local
Gov't.
Assistan
ce
Corp.Se
ries A,
7%
4/1/04
New A A 4,303,125 7,650,000 10,614,375 22,567,500
York
State
Local.
Gov't.
Assistan
ce Corp.
Rfdg.
Series
E,
5.25%
4/1/16
New Aa AAA 2,853,750 2,853,750
York
State
Med.
Care
Facs.
Fin.
Agcy
Rev.
(Presbyt
erian
Hosp.)
Series
A,
5.25%
8/15/14
New Aaa AAA 4,470,000 4,470,000
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
(Beth
Israel
Med.
Ctr.)
Series
A,
7.50%
11/1/10
(MBIA
Insured)
New Aaa AAA 1,339,063 1,339,063
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
(Long-
Term
Health
Care)
Series
A,
6.80%
11/1/14
(Cap.
Guarant
y
Insured)
New Aaa AAA 2,510,413 2,510,413
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
(Mary
Imogen
e Basset
Hosp.)
Series
A,
7.125%
11/1/20
(MBIA
Insured)
New Baa1 BBB+ 148,669 148,669
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
(Mental
Health
Facs.)
Series
A,
7.50%
2/15/21
New Baa1 BBB+ 497,250 497,250
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
(Mental
Health
Scvs.
Facs.)
Series
D,
7.40%
2/15/18
New Baa1 BBB+ 1,339,500 1,339,500
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
(Mental
Health
Scvs.
Facs.)
Series
D,
7.40%
2/15/18
(Pre-Re
funded
to
2/15/02
! 102)
New Baa1 BBB+ 974,606 974,606
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
(Mental
Health
Svcs.
Facs.
Impt.)
Series
B,
7.875%
8/15/20
New Baa1 BBB+ 16,556 16,556
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
(Mental
Health
Svcs.
Facs.
Impt.)
Series
D,
7.40%
2/15/18
New Aaa AAA 1,865,750 1,646,250 3,512,000
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
(North
Shore
Med.Ctr
.) 7.25%
11/1/11
(MBIA
Insured)
New Aaa AAA 6,570,000 6,570,000
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
(North
Shore
Univ.
Hosp.
Mtg.
Proj.)
Series
A,
7.20%
11/1/20
(MBIA
Insured)
New A A 3,640,455 3,640,455
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
Rfdg.
(Good
Samarit
an
Hosp.
Proj.)
Series
A, 8%
11/1/13
New Baa1 BBB+ 4,400,718 4,400,718
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
Rfdg.
(Mental
Health
Svcs.
Facs)
Series
A,
8.875%
8/15/07
New Baa1 BBB+ 367,656 367,656
York
State
Med.
Care
Facs.
Fin.
Agcy.
Rev.
Rfdg.
(Mental
Health
Svcs.
Facs.)
Series
B,
7.875%
8/15/20
(Pre-Re
funded
to
8/15/00
@ 102)
New Aaa AAA 1,248,750 1,248,750
York
State
Med.
Care
Facs.
Fin.
Agcy.
Special
Oblig.
(Mental
Health
Care
Svcs.
Facs.
Impt.)
Series
A,
8.40%
5/1/06
(escrow
ed to
maturity
)
New Aaa AAA 1,518,000 1,328,250 1,328,250 4,174,500
York
State
Mtg.
Agcy.
Rev.
(Homeo
wner
Mtg.)
5.50%
4/1/19
(AMBA
C
Insured)
New Aa -- 1,992,500 1,992,500
York
State
Mtg.
Agcy.
Rev.
(Homeo
wner
Mtg.)
Series
53,
5.90%
10/1/17
New Aa -- 2,768,063 2,194,500 2,194,500 7,157,063
York
State
Mtg.
Agcy.
Rev.
(Homeo
wner
Mtg.)
Series
60,
6.05%
4/1/26
(AMT)
New Aa -- 2,643,750 2,643,750
York
State
Mtg.
Agcy.
Rev.
(Homeo
wner
Mtg.)
Series
HH-3,
7.95%
4/1/22*
New Aa -- 2,658,431 2,658,431
York
State
Mtg.
Agcy.
Rev.
(Homeo
wner
Mtg.)
Series
SS,
7.95%
10/1/22
*
New Aaa AAA 3,960,000 6,930,000 10,890,000
York
State
Pwr.
Auth.
Rev. &
Gen.
Purp.
Series
CC,
5.125%
1/1/11
(FGIC
Insured)
New Aa AA- 278,750 278,750
York
State
Pwr.Aut
h.Rev&
Gen.Pur
p.Rfdg.
Series
W,
6.50%1/
1/08
New Baa1 BBB+ 1,102,500 1,102,500
York
State
Series
B,
7.50%
2/1/02
New A1 A 3,123,750 3,123,750
York
State
Thruwa
y Auth.
Gen.
Rev.
Series
A,
5.80%
1/1/06
New Aaa AAA 3,896,025 3,896,025
York
State
Thruwa
y Auth.
Gen.
Rev.
Series
C,
6.50%
1/1/01
(FGIC
Insured)
New Aaa AAA 6,107,075 1,911,875 546,250 8,565,200
York
State
Thruwa
y Auth.
Hwy. &
Bridge
Trust
Fund
Series
A,
6.25%
4/1/04,
(MBIA
Insured)
New Aaa AAA 400,031 1,388,344 1,788,375
York
State
Thruwa
y Auth.
Hwy. &
Bridge
Trust
Fund,
Series
B,
5.125%
4/1/15
(MBIA
Insured)
New Aaa AAA 6,435,000 3,474,900 9,909,900
York
State
Thruwa
y Auth.
Hwy. &
Bridge
Trust
Fund,
Series
B, 6%
4/1/03,
(AMBA
C
Insured)
New Aaa AAA 1,101,250 1,101,250
York
State
Thruwa
y Auth.
Hwy. &
BridgeT
rust
Fund
Series
B,
6.40%
4/1/04
(FGIC
Insured)
New Baa1 BBB 1,001,250 1,001,250
York
State
Thruwa
y Auth.
Svc.
Contract
Rev.
(Local
Hwy. &
Bridge)
5.75%
4/1/08
New Baa1 BBB 3,004,763 3,004,763
York
State
Thruwa
y Auth.
Svc.
Contract
Rev.
(Local
Hwy. &
Bridge)
5.75%
4/1/16
New Baa1 BBB 2,781,250 2,781,250 5,562,500
York
State
Thruwa
y Auth.
Svc.
Contract
Rev.
(Local
Hwy. &
Bridge)
7.25%
1/1/10
(Pre-Re
funded
to
1/1@10
2)(d)
New Aaa AAA 2,100,000 2,100,000
York
State
Tollway
Auth.(H
wy. &
Bridge
Trust
Fund)
Series
A, 6%
4/1/00
(AMBA
C
Insured)
New Aaa AAA 2,155,000 7,434,750 9,589,750
York
State
Tollway
Auth.(H
wy.&Bri
dge
Trust
Fund)
Series
B, 6%
4/1/04
(MBIA
Insured)
New Aaa -- 1,110,000 1,110,000
York
State
Urban
Dev.
Corp.
Rev.
(Correct
ional
Cap.
Facs.)
Series 1,
7.75%
1/1/14
(Pre-Re
funded
to
1/1/00
@ 102)
New Baa1 BBB 1,485,919 1,485,919
York
State
Urban
Dev.
Corp.
Rev.
(Correct
ional
Cap.
Facs.)
Series 5,
5.90%
1/1/08
New Baa1 BBB 3,765,000 1,647,188 5,412,188
York
State
Urban
Dev.
Corp.
Rev.
(Correct
ional
Cap.
Facs.)
Series 6,
5.375%
1/1/15
New Aaa BBB 2,562,188 2,562,188
York
State
Urban
Dev.
Corp.
Rev.
(Onond
adga
County
Convent
ion
Proj.)
7.875%
1/1/20
(Pre-Re
funded
to
1/1/01
@ 102)
New Baa1 BBB 997,500 997,500
York
State
Urban
Dev.
Corp.
Rev.
Rfdg.
(Syracu
se Univ.
Ctr.)
5.20%
1/1/03
New Baa1 BBB 741,125 741,125
York
State
Urban
Dev.
Corp.
Rev.
Rfdg.(C
orrectio
nal Cap.
Facs.)
Series
A,
6.30%
1/1/03
New Aaa AAA 2,769,644 2,769,644
York
State
Urban
Dev.
Corp.
Rev.(Sp
orts Fac.
Assistan
ce
Prog.)
Series
A,
6.25%
4/1/06
(MBIA
Insured)
New Aaa AAA 2,453,125 2,453,125
Yrok
State
Dorm.
Auth.
Rev.
Rfdg.
(City
Univ.
Sys.
Consoli
dated)
5.50%
7/1/16
(AMBA
C
Insured)
Niagara Aaa AAA 9,762,500 9,762,500
Falls
Bridge
Commis
sion
Toll
Rev.
Series
B,
5.25%
10/1/15,
(FGIC
Insured)
Niagara Aaa AAA 1,477,500 1,477,500
Falls
Pub
Impt.
7.50%
3/1/17
(MBIA
Insured)
Niagara Aaa AAA 1,396,106 1,396,106
Falls
Pub.Imp
t. 7.50%
3/1/10
(MBIA
Insured)
Niagara Aaa AAA 1,504,894 1,504,894
Falls
Pub.Imp
t. 7.50%
3/1/11
(MBIA
Insured)
Niagara Aaa AAA 1,298,500 1,298,500
Falls
Pub.Imp
t. 7.50%
3/1/16
(MBIA
Insured)
Niagara Aaa AAA 1,197,731 1,197,731
Falls
Pub.Imp
t.7.50%
3/1/08
(MBIA
Insured)
Niagara Aaa AAA 1,131,250 1,131,250
Falls
Wtr.
Treatme
nt 7%
11/1/13,
(MBIA
Insured)
North Aaa AAA 2,187,500 2,187,500
Hemste
ad Rfdg.
Series
B,
6.10%
4/1/06(F
GIC
INSUR
ED)
Ononda Aaa AAA 1,421,775 1,411,763 6,177,713 9,011,251
ga
County
Indl.
Dev.
Agy.
Rev.
(Bristol
- -Meyer
s Squibb
Co.
Proj.)
5.75%
3/1/24
(AMT)
Oyster Aa -- 1,611,369 1,611,369
Bay
Pub.
Impt.
Rfdg.
5.50%
2/15/06
Rocklan Aaa AAA 1,596,688 1,596,688
d
County
Gen.
Oblig.
6%
8/15/05
(AMBA
C
Insured)
Rocklan Aaa AAA 1,677,875 1,677,875
d
County
Gen.
Oblig.
6%
8/15/06
(AMBA
C
Insured)
Suffolk Aaa AAA 1,227,000 1,227,000
County
Gen.Obl
ig.Serie
B, 5%
10/15/0
3
(AMBA
C
Insured)
Suffolk -- BBB 1,108,544 1,108,544
County
Ind.
Dev.
Agcy.
Rev.
(Dowlin
g
College)
8.25%
12/1/20(
Pre-Ref
unded
to
12/1/00
@
102)(d)
Suffolk Aaa AAA 1,629,375 1,455,575 3,084,950
County
Ind.
Dev.
Agcy.
Southw
est Swr.
Sys.
Rev.Rfd
g. 6%
2/1/07,
(FGIC
Insured)
Suffolk Aaa AAA 2,709,375 2,709,375
County
Ind.
Dev.
Agcy.
Southw
est Swr.
Sys.
Rev.Rfd
g. 6%
2/1/08,
(FGIC
Insured)
Suffolk Aaa AAA 1,779,938 1,779,938
County
Southw
est Swr.
Dist.Rfd
g. 6%
2/1/05
(MBIA
Insured)
Suffolk Aaa AAA 4,918,463 4,918,463
County
Southw
est
Swr.Dist
.Rfdg.
6%
2/1/04
(MBIA
Insured)
Suffolk Aaa AAA 3,650,400 3,650,400
County
Unltd.T
ax,
Series
A, 6%
8/1/05,
(AMBA
C
Insured)
Suffolk Aaa AAA 3,715,000 3,715,000
County
Wtr.
Auth.
Wtrwks.
Rev. 5%
6/1/15
(MBIA
Insured)
Suffolk Aaa AAA 1,995,000 1,995,000
County
Wtr.
Auth.
Wtrwks.
Rev.
Rfdg.
(Sr,
Lien)
5.10%
6/1/09
(MBIA
Insured)
Suffolk Aaa AAA 4,415,625 4,415,625
County
Wtr.
Auth.
Wtrwks.
Rev.
Rfdg.
(Sr.
Lien)
5.10%
6/1/10,
(MBIA
Insured)
Suffolk Aaa AAA 32,025 32,025
County
Wtr.
Auth.
Wtrwks.
Rev.
Rfdg.
(Sr.Lien
)
7.375%
6/1/12
(AMBA
C
Insured)
Suffolk Aaa AAA 3,727,500 3,258,900 6,986,400
County
Wtr.
Auth.
Wtrwks.
Rev.
Rfdg.
6%
6/1/17,
(MBIA
Insured)
Suffolk Aaa AAA 32,138 32,138
County
Wtr.
Auth.
Wtrwks.
Rev.
Rfdg.
Series
C,
5.75%
6/1/10,
(AMBA
C
Insured)
(Pre-Re
funded
to
6/1/02
@102)
(d)
Syracus Baa1 BBB+ 1,431,031 1,431,031
e Ind.
Dev.
Agcy.
Civic
Facs.
Rev. (St.
Joseph's
Hosp.
Health
Ctr.
Proj.)
7.50%
6/1/18
Syracus -- A 2,683,388 2,683,388
e Ind.
Dev.
Agcy.
Parking
Facs.
Rev.
(Syracu
se Econ.
Dev.
Corp.)
Series
A,
7.70%
6/1/15
Triboro Aa A+ 997,500 997,500
ugh
Bridge
&
Tennel
Auth.
Rev.
(Gen.Pu
rp.)
Series
A,
4.60%
1/1/04
Triboro Baa1 BBB 2,556,250 1,533,750 4,090,000
ugh
Bridge
&
Tunnel
Auth.
Rev.
(Conven
tion Ctr.
Proj.)
Series
E, 6%
1/1/11
Triboro Baa1 BBB 2,282,500 1,940,125 7,041,513 11,264,138
ugh
Bridge
&
Tunnel
Auth.
Rev.
(Conven
tion Ctr.
Proj.)
Series
E,
7.25%
1/1/10
Triboro Aa A+ 1,543,881 1,543,881
ugh
Bridge
&
Tunnel
Auth.
Rev.
(Gen.
Purp.)
Series
A,
4.75%
1/1/14
Triboro Aaa AAA 1,651,100 1,651,100
ugh
Bridge
&
Tunnel
Auth.
Rev.
(Gen.
Purp.)
Series
R, 6%
1/1/20
Triboro Aa A+ 537,500 537,500
ugh
Bridge
&
Tunnel
Auth.
Rev.
Gen.
Purp.
Series
A, 6%
1/1/11
Triboro Aa A+ 1,573,125 1,573,125
ugh
Bridge
&
Tunnel
Auth.
Rev.
Gen.
Purp.
Rfdg.
Series
Y,
5.50%
1/1/03
Triboro Aa A+ 6,000,000 2,700,000 8,700,000
ugh
Bridge
&
Tunnel
Auth.
Rev.
Rfdg.
Series
Y,
5.50%
1/1/17
Triboro Aa A+ 7,863,863 8,065,500 15,929,363
ugh
Bridge
&
Tunnel
Auth.
Rev.
Rfdg.
Series
Y, 6%
1/1/12
Triboro Aa A+ 5,400,000 5,400,000
ugh
Bridge
&
Tunnel
Auth.
Rev.
Rfdg.
(Gen.
Purp.)
Series
B, 6%
1/1/04
Triboro Aa A+ 1,343,750 1,343,750 2,687,500
ugh
Bridge
&
Tunnel
Auth.
Rev.
Rfdg.
Series
B, 6%
1/1/03
Triboro Aa A+ 1,907,500 1,907,500
ugh
Bridge
&
Tunnel
Auth.
Rev.
Rfdg.(G
en.
Purp.)
Series
B, 5%
1/1/14
Triboro Aaa AAA 94,050 94,050
ugh
Bridge
&
Tunnel
Auth.
Rev.
Series
R, 6%
1/1/20,
(MBIA
Insured)
(Pre-Re
funded
to
1/1/00
@ 100)
Yonkers Aaa AAA 1,091,400 1,091,400
Gen.
Oblig.
Rev. 6%
8/1/04
(FGIC
Insured)
Yonkers Aaa AAA 1,155,600 1,155,600
Gen.
Oblig.
Rev. 6%
8/1/05
(FGIC
Insured)
361,256,062 303,753,651 281,705,370 52,575,144 999,290,227
NEW
YORK&
NEW
JERSEY
New A1 AA- 3,138,750 3,138,750
York &
New
Jersey
Port
Auth.
Consoli
dated
76th
Series,
6.50%
11/1/26
*
New A1 AA- 2,216,625 2,216,625
York &
New
Jersey
Port
Auth.
Consoli
dated
85th
Series,
5.20%
9/1/15
New A1 AA- 1,925,000 1,925,000
York &
New
Jersey
Port
Auth.
Consoli
dated
85th
Series,
5.20%
9/1/16
New A1 AA- 2,157,500 2,157,500
York &
New
Jersey
Port
Auth.
Consoli
dated
73rd
Series,
6.75%
10/15/0
6
(AMT)
New A1 AA- 1,599,625 1,599,625
York &
New
Jersey
Port
Auth.
Consoli
dated
85th
Series,
5.20%
9/1/18
New A1 AA- 15,001,031 6,763,750 21,764,781
York &
New
Jersey
Port
Auth.
Consoli
dated
85th
Series,
5.375%
3/1/28
New A1 AA- 1,779,313 1,779,313 3,558,626
York &
New
Jersey
Port
Auth.
Consoli
dated
92nd
Series,
4.75%
1/15/29
New Aaa AAA 5,745,600 5,745,600
York &
New
Jersey
Port
Auth.
Consoli
dated
99th
Series,
7%
11/1/04
(FGIC
Insured)
New A1 AA- 1,637,100 1,637,100
York &
New
Jersey
Port
Auth.
Rfdg.
Consoli
dated
107th
Series,
6%
10/15/0
6
New Aaa AAA 2,102,368 2,102,368
York &
New
Jersey
Port
Auth.
Consoli
dated
Series
104-3rd
, 4.75%
1/15/26,
(AMBA
C
Insured)
18,996,969 5,573,913 21,275,093 0 45,845,975
PUERTO
RICO --
1.0 %
Puerto -- AAA 561,874 561,874
Rico
Commo
nwealth
Pub.
Impt.
6.80%
7/1/21
(Pre-Re
funded
to
7/1/02
@
101.50)
Puerto Baa BBB 6,834,300 6,834,300
Rico
Commo
nwealth
Urban
Renewa
l & Hsg.
Corp.
Rfdg.
7.875%
10/1/04
Puerto Baa1 BBB+ 1,590,000
Rico
Infrastru
cture
Fing.
Auth.
Spl. Tax
Series
1988 A,
7.75%
7/1/08
Puerto Aaa AAA 4,584,000 4,584,000
Rico
Tel.
Auth.
Rev.
7.219%
1/6/15
(MBIA
Insured)
INFL
(e)
11,418,300 0 1,590,000 561,874 11,980,174
TOTAL 391,671,331 309,327,564 304,570,463 53,137,018 1,057,116,376
MUNI
CIPAL
BONDS
MUNI
CIPAL
NOTES
NEW
YORK
Chautau -- -- 900,000 900,000
qua
County
Ind.
Dev.
Agcy.
Ind.Dev.
Rev.
(Bush
Industri
es, Inc.
Proj.)
Series
84,
4.15%,
LOC
Mellon
Bank
NA,
VRDN
Erie -- A-1 280,000 280,000
County
Ind.
Dev.
Auth.
Ind.
Dev.
Rev.
(Nation
al Wire
Prods.)
Series
1988 E,
3.30%,
LOC
Marine
Midland
Bank,
VRDN
(AMT)
New VMIG 1 -- 1,900,000 1,900,000
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
sys.
Rev.,VR
ND
Series
1992-C,
3.65%
(FGIC
Insured)
New VMIG 1 A-1+ 800,000 800,000
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
Sys.
Rev.,VR
ND
Series
1994 C,
3.65%
(FGIC
Insured)
New VMIG 1 A-1+ 300,000 300,000
York
City
Muni.
Wtr.
Fin.
Auth.
Wtr. &
Swr.
Sys.
Rev.,VR
ND
Series
1995-A
, 3.75%
(FGIC
Insured)
New -- -- 1,600,000 300,000 1,900,000
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.VR
ND
(Niagra
Mohaw
k
Pwr.Cor
p.)
Series
1987 A,
3.85%,
LOC
Toronto
- -Domin
ion
Bank,
Canada
New VMIG 1 A-1+ 300,000 300,000
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.VR
ND
(Elec. &
Gas
Corp.)
Series
1994 D
3.65,
LOC
Union
Bank of
Switzerl
and
New P-1 -- 1,200,000 1,200,000
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.
(Niagar
a
Mohaw
k
Pwr.Cor
p.)VRD
N Series
1985 C,
3.60%,
LOC
Mitsubi
shi
Trust &
Banking
New P-1 -- 300,000 300,000
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.VR
ND
(Niagar
a
Mohaw
k
Pwr.Cor
p.)
Series
1985 B,
3.70%
LOC
Toronto
- -Domin
ion
Bank
canada
New -- A-1+ 1,700,000 1,700,000
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.
(Niagra
Mohaw
k
Proj.),V
RDN
Series
1985 A,
3.75%,
LOC
Toronto
- -Domin
ion
Bank,Ca
nada
New -- A-1+ 1,200,000 500,000 1,700,000
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.
(Niagra
Mohaw
k
Pwr.Cor
p.)VRN
D Series
1987 B,
3.75%,
LOC
Morgan
Guarant
y Trust
Co.
New -- A-1+ 900,000 1,000,000 1,900,000
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.
(Niagra
Mohaw
k
Pwr.Cor
p.)VRN
D Series
1988 A,
3.75%,
LOC
Morgan
Guarant
y Trust
Co.,
New VMIG 1 A-1+ 400,000 400,000
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.VR
ND
(Elec &
Gas
Corp.)3.
55%
LOC
Westpac
Banking
Corp.
New P-1 -- 200,000 600,000 300,000 1,100,000
York
State
Energy
Researc
h &
Dev.
Auth.
Poll.
Cont.
Rev.
(Niagra
Mohaw
k
Pwr.Cor
p.)
VRND
Series
1986 A,
3.75%,
LOC
Toronto
- -Domin
ion
Bank
Canada
3,500,000 3,000,000 4,800,000 3,380,000 14,680,000
NEW
YORK&
NEW
JERSEY
New MIG 1 SP-1 515,443 515,443
York & +
New
Jersey
Port
Auth.
Series
SS,
4.90%
9/1/97
(AMT)
TOTAL 3,500,000 3,000,000 4,800,000 3,895,443 15,195,443
MUNI
CIPAL
NOTES
TOTAL 395,171,331 312,327,564 309,370,463 57,032,461 1,072,311,819
INVES
TMEN
TS
</TABLE>
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>
FIDELITY ABERDEEN STREET TRUST FIDELITY HEREFORD STREET TRUST
FIDELITY ADVISOR SERIES I FIDELITY INCOME FUND
FIDELITY ADVISOR SERIES II FIDELITY INSTITUTIONAL CASH PORTFOLIOS
FIDELITY ADVISOR SERIES III FIDELITY INSTITUTIONAL TAX-EXEMPT CASH PORTFOLIOS
FIDELITY ADVISOR SERIES IV FIDELITY INVESTMENT TRUST
FIDELITY ADVISOR SERIES V FIDELITY MAGELLAN FUND
FIDELITY ADVISOR SERIES VI FIDELITY MASSACHUSETTS MUNICIPAL TRUST
FIDELITY ADVISOR SERIES VII FIDELITY MONEY MARKET TRUST
FIDELITY ADVISOR SERIES VIII FIDELITY MT. VERNON STREET TRUST
FIDELITY BEACON STREET TRUST FIDELITY MUNICIPAL TRUST
FIDELITY BOSTON STREET TRUST FIDELITY MUNICIPAL TRUST II
FIDELITY CALIFORNIA MUNICIPAL TRUST FIDELITY NEW YORK MUNICIPAL TRUST
FIDELITY CALIFORNIA MUNICIPAL TRUST II FIDELITY NEW YORK MUNICIPAL TRUST II
FIDELITY CAPITAL TRUST FIDELITY PHILLIPS STREET TRUST
FIDELITY CHARLES STREET TRUST FIDELITY PURITAN TRUST
FIDELITY COMMONWEALTH TRUST FIDELITY REVERE STREET TRUST
FIDELITY CONCORD STREET TRUST FIDELITY SCHOOL STREET TRUST
FIDELITY CONGRESS STREET FUND FIDELITY SECURITIES FUND
FIDELITY CONTRAFUND FIDELITY SELECT PORTFOLIOS
FIDELITY CORPORATE TRUST FIDELITY STERLING PERFORMANCE PORTFOLIO, L.P.
FIDELITY COURT STREET TRUST FIDELITY SUMMER STREET TRUST
FIDELITY COURT STREET TRUST II FIDELITY TREND FUND
FIDELITY COVINGTON TRUST FIDELITY U.S. INVESTMENTS-BOND FUND, L.P.
FIDELITY DAILY MONEY FUND FIDELITY U.S. INVESTMENTS-GOVERNMENT SECURITIES
FIDELITY DESTINY PORTFOLIOS FUND, L.P.
FIDELITY DEUTSCHE MARK PERFORMANCE FIDELITY UNION STREET TRUST
PORTFOLIO, L.P. FIDELITY UNION STREET TRUST II
FIDELITY DEVONSHIRE TRUST FIDELITY YEN PERFORMANCE PORTFOLIO, L.P.
FIDELITY EXCHANGE FUND NEWBURY STREET TRUST
FIDELITY FINANCIAL TRUST VARIABLE INSURANCE PRODUCTS FUND
FIDELITY FIXED-INCOME TRUST VARIABLE INSURANCE PRODUCTS FUND II
FIDELITY GOVERNMENT SECURITIES FUND VARIABLE INSURANCE PRODUCTS FUND III
FIDELITY HASTINGS STREET TRUST
</TABLE>
in addition to any other investment company for which Fidelity
Management & Research Company or an affiliate acts as investment
adviser and for which the undersigned individual serves as President
and Director, Trustee, or General Partner (collectively, the "Funds"),
hereby constitute and appoint Robert C. Pozen 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, all
Registration Statements of the Funds on Form N-1A, Form N-8A, or any
successor thereto, any and all subsequent Amendments, Pre-Effective
Amendments, or Post-Effective Amendments to said Registration
Statements on Form N-1A, Form N-8A, 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 on my 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. This power of attorney is effective for all documents
filed on or after August 1, 1997.
WITNESS my hand on the date set forth below.
/S/EDWARD C. JOHNSON 3D_ JULY 17, 1997
EDWARD C. JOHNSON 3D
POWER OF ATTORNEY
I, the undersigned Director, Trustee, or General Partner, as the case
may be, of the following investment companies:
<TABLE>
<CAPTION>
<S> <C>
FIDELITY ABERDEEN STREET TRUST FIDELITY GOVERNMENT SECURITIES FUND
FIDELITY ADVISOR ANNUITY FUND FIDELITY HASTINGS STREET TRUST
FIDELITY ADVISOR SERIES I FIDELITY HEREFORD STREET TRUST
FIDELITY ADVISOR SERIES II FIDELITY INCOME FUND
FIDELITY ADVISOR SERIES III FIDELITY INSTITUTIONAL CASH PORTFOLIOS
FIDELITY ADVISOR SERIES IV FIDELITY INSTITUTIONAL TAX-EXEMPT CASH PORTFOLIOS
FIDELITY ADVISOR SERIES V FIDELITY INSTITUTIONAL TRUST
FIDELITY ADVISOR SERIES VI FIDELITY INVESTMENT TRUST
FIDELITY ADVISOR SERIES VII FIDELITY MAGELLAN FUND
FIDELITY ADVISOR SERIES VIII FIDELITY MASSACHUSETTS MUNICIPAL TRUST
FIDELITY BEACON STREET TRUST FIDELITY MONEY MARKET TRUST
FIDELITY BOSTON STREET TRUST FIDELITY MT. VERNON STREET TRUST
FIDELITY CALIFORNIA MUNICIPAL TRUST FIDELITY MUNICIPAL TRUST
FIDELITY CALIFORNIA MUNICIPAL TRUST II FIDELITY MUNICIPAL TRUST II
FIDELITY CAPITAL TRUST FIDELITY NEW YORK MUNICIPAL TRUST
FIDELITY CHARLES STREET TRUST FIDELITY NEW YORK MUNICIPAL TRUST II
FIDELITY COMMONWEALTH TRUST FIDELITY PHILLIPS STREET TRUST
FIDELITY CONGRESS STREET FUND FIDELITY PURITAN TRUST
FIDELITY CONTRAFUND FIDELITY REVERE STREET TRUST
FIDELITY CORPORATE TRUST FIDELITY SCHOOL STREET TRUST
FIDELITY COURT STREET TRUST FIDELITY SECURITIES FUND
FIDELITY COURT STREET TRUST II FIDELITY SELECT PORTFOLIOS
FIDELITY COVINGTON TRUST FIDELITY STERLING PERFORMANCE PORTFOLIO, L.P.
FIDELITY DAILY MONEY FUND FIDELITY SUMMER STREET TRUST
FIDELITY DAILY TAX-EXEMPT FUND FIDELITY TREND FUND
FIDELITY DESTINY PORTFOLIOS FIDELITY U.S. INVESTMENTS-BOND FUND, L.P.
FIDELITY DEUTSCHE MARK PERFORMANCE FIDELITY U.S. INVESTMENTS-GOVERNMENT SECURITIES
PORTFOLIO, L.P. FUND, L.P.
FIDELITY DEVONSHIRE TRUST FIDELITY UNION STREET TRUST
FIDELITY EXCHANGE FUND FIDELITY UNION STREET TRUST II
FIDELITY FINANCIAL TRUST FIDELITY YEN PERFORMANCE PORTFOLIO, L.P.
FIDELITY FIXED-INCOME TRUST VARIABLE INSURANCE PRODUCTS FUND
VARIABLE INSURANCE PRODUCTS FUND II
</TABLE>
plus any other investment company for which Fidelity Management &
Research Company or an affiliate acts as investment adviser and for
which the undersigned individual serves as Director, Trustee, or
General Partner (collectively, the "Funds"), hereby constitute and
appoint Arthur J. Brown, Arthur C. Delibert, Stephanie A. Djinis,
Robert C. Hacker, Thomas M. Leahey, Richard M. Phillips, and Dana L.
Platt, each of them singly, my true and lawful attorneys-in-fact, with
full power of substitution, and with full power to each of them, to
sign for me and in my name in the appropriate capacities, all
Registration Statements of the Funds on Form N-1A, Form N-8A or any
successor thereto, any and all subsequent Amendments, 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 the 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. This power
of attorney is effective for all documents filed on or after March 1,
1997.
WITNESS my hand on the date set forth below.
/S/ROBERT M. GATES MARCH 6, 1997
ROBERT M. GATES
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>
FIDELITY ABERDEEN STREET TRUST FIDELITY GOVERNMENT SECURITIES FUND
FIDELITY ADVISOR ANNUITY FUND FIDELITY HASTINGS STREET TRUST
FIDELITY ADVISOR SERIES I FIDELITY HEREFORD STREET TRUST
FIDELITY ADVISOR SERIES II FIDELITY INCOME FUND
FIDELITY ADVISOR SERIES III FIDELITY INSTITUTIONAL CASH PORTFOLIOS
FIDELITY ADVISOR SERIES IV FIDELITY INSTITUTIONAL TAX-EXEMPT CASH PORTFOLIOS
FIDELITY ADVISOR SERIES V FIDELITY INSTITUTIONAL TRUST
FIDELITY ADVISOR SERIES VI FIDELITY INVESTMENT TRUST
FIDELITY ADVISOR SERIES VII FIDELITY MAGELLAN FUND
FIDELITY ADVISOR SERIES VIII FIDELITY MASSACHUSETTS MUNICIPAL TRUST
FIDELITY BEACON STREET TRUST FIDELITY MONEY MARKET TRUST
FIDELITY BOSTON STREET TRUST FIDELITY MT. VERNON STREET TRUST
FIDELITY CALIFORNIA MUNICIPAL TRUST FIDELITY MUNICIPAL TRUST
FIDELITY CALIFORNIA MUNICIPAL TRUST II FIDELITY MUNICIPAL TRUST II
FIDELITY CAPITAL TRUST FIDELITY NEW YORK MUNICIPAL TRUST
FIDELITY CHARLES STREET TRUST FIDELITY NEW YORK MUNICIPAL TRUST II
FIDELITY COMMONWEALTH TRUST FIDELITY PHILLIPS STREET TRUST
FIDELITY CONGRESS STREET FUND FIDELITY PURITAN TRUST
FIDELITY CONTRAFUND FIDELITY REVERE STREET TRUST
FIDELITY CORPORATE TRUST FIDELITY SCHOOL STREET TRUST
FIDELITY COURT STREET TRUST FIDELITY SECURITIES FUND
FIDELITY COURT STREET TRUST II FIDELITY SELECT PORTFOLIOS
FIDELITY COVINGTON TRUST FIDELITY STERLING PERFORMANCE PORTFOLIO, L.P.
FIDELITY DAILY MONEY FUND FIDELITY SUMMER STREET TRUST
FIDELITY DAILY TAX-EXEMPT FUND FIDELITY TREND FUND
FIDELITY DESTINY PORTFOLIOS FIDELITY U.S. INVESTMENTS-BOND FUND, L.P.
FIDELITY DEUTSCHE MARK PERFORMANCE FIDELITY U.S. INVESTMENTS-GOVERNMENT SECURITIES
PORTFOLIO, L.P. FUND, L.P.
FIDELITY DEVONSHIRE TRUST FIDELITY UNION STREET TRUST
FIDELITY EXCHANGE FUND FIDELITY UNION STREET TRUST II
FIDELITY FINANCIAL TRUST FIDELITY YEN PERFORMANCE PORTFOLIO, L.P.
FIDELITY FIXED-INCOME TRUST VARIABLE INSURANCE PRODUCTS FUND
VARIABLE INSURANCE PRODUCTS FUND II
</TABLE>
plus any other investment company for which Fidelity Management &
Research Company or an affiliate acts as investment adviser and for
which the undersigned individual serves as Directors, Trustees, or
General Partners (collectively, the "Funds"), hereby constitute and
appoint Arthur J. Brown, Arthur C. Delibert, Stephanie A. Djinis,
Robert C. Hacker, Thomas M. Leahey, Richard M. Phillips, and Dana L.
Platt, each of them singly, our true and lawful attorneys-in-fact,
with full power of substitution, and with full power to each of them,
to sign for us and in our names in the appropriate capacities, all
Registration Statements of the Funds on Form N-1A, Form N-8A or any
successor thereto, any and all subsequent Amendments, 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 our names
and behalf in connection therewith as said attorneys-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 attorneys-in-fact or their
substitutes may do or cause to be done by virtue hereof. This power
of attorney is effective for all documents filed on or after January
1, 1997.
WITNESS our hands on this nineteenth day of December, 1996.
/S/EDWARD C. JOHNSON 3D___________ /S/PETER S. LYNCH________________
EDWARD C. JOHNSON 3D PETER S. LYNCH
/S/J. GARY BURKHEAD_______________ /S/WILLIAM O. MCCOY______________
J. GARY BURKHEAD WILLIAM O. MCCOY
/S/RALPH F. COX __________________ /S/GERALD C. MCDONOUGH___________
RALPH F. COX GERALD C. MCDONOUGH
/S/PHYLLIS BURKE DAVIS_____________ /S/MARVIN L. MANN________________
PHYLLIS BURKE DAVIS MARVIN L. MANN
/S/E. BRADLEY JONES________________ /S/THOMAS R. WILLIAMS ____________
E. BRADLEY JONES THOMAS R. WILLIAMS
/S/DONALD J. KIRK __________________
DONALD J. KIRK
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
"Rule 24f-2 Notice"
Fidelity New York Municipal Trust
(Name of Registrant)
File No. 2-83295
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
Read instructions at end of Form Before preparing Form.
Please print or type.
1.
Name and address of issuer: Fidelity New York Municipal Trust
82 Devonshire Street, Boston, MA, 02109
2.
Name of each series or class of funds for which this notice is filed:
Fidelity New York Municipal Income Fund
3.
Investment Company Act File Number: 811-3723
Securities Act File Number: 2-83295
4.
Last day of fiscal year for which this notice is filed: January 31,
1997
5.
Check box if this notice is being filed more than 180 days after
the close of the issuer's fiscal year for purposes of reporting
securities
sold after the close of the fiscal year but before termination of
the issuer's 24f-2 declaration:
[ ]
6.
Date of termination of issuer's declaration under rule 24f-2(a)(1),
if applicable (see Instruction A.6):
7.
Number and amount of securities of the same class or series which
had been registered under the Securites Act of 1933 other than
pursuant
to rule 24f-2 in a prior fiscal year, but which remained unsold at
the beginning of the fiscal year:
Number of Shares: 10,552,420
Aggregate Price: 120,432,271
8.
Number and amount of securities registered during the fiscal year
other than pursuant to rule 24f-2:
Number of Shares: 88,097
Aggregate Price: 1,071,264
9.
Number and aggregate sale price of securities sold during the fiscal
year:
Number of Shares: 5,677,492
Aggregate Price: 69,249,633
10.
Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
Number of Shares: 5,677,492
Aggregate Price: 69,249,633
11.
Number and aggregate sale price of securities issued during the fiscal
year in connection with dividend reinvestment plans, if applicable
(see Instruction B.7):
12.
Calculation of registration fee:
(i)
Aggregate sale price of securities sold during the fiscal
year in reliance on rule 24f-2 (from Item 10): 69,249,633
(ii)
Aggregate price of shares issued in connection with
dividend reinvestment plans (from Item 11, if applicable): 0
(iii)
Aggregate price of shares redeemed or repurchased during
the fiscal year (if applicable): (69,249,633)
(iv)
Aggregate price of shares redeemed or repurchased and previously
applied as a reduction to filing fees pursuant to
rule 24e-2 (if applicable): 0
(v)
Net aggregate price of securities sold and issued during the fiscal
year in reliance on rule 24f-2 [line (i), plus
line (ii), less line (iii), plus line (iv)] (if applicable): 0
(vi)
Multiplier prescribed by Section 6(b) of the Securities Act of 1933
or other applicable law or regulation (see
Instruction C.6): 1/3300
(vii)
Fee due [line (i) or line (v) muliplied by line (vi)]: 0
Instruction: Issuers should complete lines (ii), (iii), (iv), and
(v) only if the form is being filed within 60
days after the close of the issuer's fiscal year. See Instruction
C.3.
13.
Check box if fees are being remitted to the Commission's lockbox
depository as described in section 3a of the Commission's Rules of
Informal and Other Procedures (17 CFR 202.3a).
[n]
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
March 19, 1997
SIGNATURES
This report has been signed below by the following persons on behalf
of the issuer and in the capacities and on the dates indicated.
By (Signature and Title)* John H. Costello
Assistant Treasurer
Date March 27, 1997
* Please print the name and title of the signing officer below the
signature.
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
Read instructions at end of Form Before preparing Form.
Please print or type.
1.
Name and address of issuer: Fidelity New York Municipal Trust
82 Devonshire Street, Boston, MA, 02109
2.
Name of each series or class of funds for which this notice is filed:
Fidelity New York Insured Municipal Income Fund
3.
Investment Company Act File Number: 811-3723
Securities Act File Number: 2-83295
4.
Last day of fiscal year for which this notice is filed: January 31,
1997
5.
Check box if this notice is being filed more than 180 days after
the close of the issuer's fiscal year for purposes of reporting
securities
sold after the close of the fiscal year but before termination of
the issuer's 24f-2 declaration:
[ ]
6.
Date of termination of issuer's declaration under rule 24f-2(a)(1),
if applicable (see Instruction A.6):
7.
Number and amount of securities of the same class or series which
had been registered under the Securites Act of 1933 other than
pursuant
to rule 24f-2 in a prior fiscal year, but which remained unsold at
the beginning of the fiscal year:
Number of Shares: 6,538,239
Aggregate Price: 73,816,724
8.
Number and amount of securities registered during the fiscal year
other than pursuant to rule 24f-2:
Number of Shares: 251,749
Aggregate Price: 2,905,188
9.
Number and aggregate sale price of securities sold during the fiscal
year:
Number of Shares: 4,137,642
Aggregate Price: 47,892,667
10.
Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
Number of Shares: 4,137,642
Aggregate Price: 47,892,667
11.
Number and aggregate sale price of securities issued during the fiscal
year in connection with dividend reinvestment plans, if applicable
(see Instruction B.7):
12.
Calculation of registration fee:
(i)
Aggregate sale price of securities sold during the fiscal
year in reliance on rule 24f-2 (from Item 10): 47,892,667
(ii)
Aggregate price of shares issued in connection with
dividend reinvestment plans (from Item 11, if applicable): 0
(iii)
Aggregate price of shares redeemed or repurchased during
the fiscal year (if applicable): (47,892,667)
(iv)
Aggregate price of shares redeemed or repurchased and previously
applied as a reduction to filing fees pursuant to
rule 24e-2 (if applicable): 0
(v)
Net aggregate price of securities sold and issued during the fiscal
year in reliance on rule 24f-2 [line (i), plus
line (ii), less line (iii), plus line (iv)] (if applicable): 0
(vi)
Multiplier prescribed by Section 6(b) of the Securities Act of 1933
or other applicable law or regulation (see
Instruction C.6): 1/3300
(vii)
Fee due [line (i) or line (v) muliplied by line (vi)]: 0
Instruction: Issuers should complete lines (ii), (iii), (iv), and
(v) only if the form is being filed within 60
days after the close of the issuer's fiscal year. See Instruction
C.3.
13.
Check box if fees are being remitted to the Commission's lockbox
depository as described in section 3a of the Commission's Rules of
Informal and Other Procedures (17 CFR 202.3a).
[n]
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
March 19, 1997
SIGNATURES
This report has been signed below by the following persons on behalf
of the issuer and in the capacities and on the dates indicated.
By (Signature and Title)* John H. Costello
Assistant Treasurer
Date March 27, 1997
* Please print the name and title of the signing officer below the
signature.
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
Read instructions at end of Form Before preparing Form.
Please print or type.
1.
Name and address of issuer: Fidelity New York Municipal Trust
82 Devonshire Street, Boston, MA, 02109
2.
Name of each series or class of funds for which this notice is filed:
Spartan New York Municipal Income Fund
3.
Investment Company Act File Number: 811-3723
Securities Act File Number: 2-83295
4.
Last day of fiscal year for which this notice is filed: January 31,
1997
5.
Check box if this notice is being filed more than 180 days after
the close of the issuer's fiscal year for purposes of reporting
securities
sold after the close of the fiscal year but before termination of
the issuer's 24f-2 declaration:
[ ]
6.
Date of termination of issuer's declaration under rule 24f-2(a)(1),
if applicable (see Instruction A.6):
7.
Number and amount of securities of the same class or series which
had been registered under the Securites Act of 1933 other than
pursuant
to rule 24f-2 in a prior fiscal year, but which remained unsold at
the beginning of the fiscal year:
Number of Shares: 11,132,525
Aggregate Price: 113,935,804
8.
Number and amount of securities registered during the fiscal year
other than pursuant to rule 24f-2:
Number of Shares: 0
Aggregate Price: 0
9.
Number and aggregate sale price of securities sold during the fiscal
year:
Number of Shares: 4,899,144
Aggregate Price: 51,392,320
10.
Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
Number of Shares: 4,899,144
Aggregate Price: 51,392,320
11.
Number and aggregate sale price of securities issued during the fiscal
year in connection with dividend reinvestment plans, if applicable
(see Instruction B.7):
12.
Calculation of registration fee:
(i)
Aggregate sale price of securities sold during the fiscal
year in reliance on rule 24f-2 (from Item 10): 51,392,320
(ii)
Aggregate price of shares issued in connection with
dividend reinvestment plans (from Item 11, if applicable): 0
(iii)
Aggregate price of shares redeemed or repurchased during
the fiscal year (if applicable): (51,392,320)
(iv)
Aggregate price of shares redeemed or repurchased and previously
applied as a reduction to filing fees pursuant to
rule 24e-2 (if applicable): 0
(v)
Net aggregate price of securities sold and issued during the fiscal
year in reliance on rule 24f-2 [line (i), plus
line (ii), less line (iii), plus line (iv)] (if applicable): 0
(vi)
Multiplier prescribed by Section 6(b) of the Securities Act of 1933
or other applicable law or regulation (see
Instruction C.6): 1/3300
(vii)
Fee due [line (i) or line (v) muliplied by line (vi)]: 0
Instruction: Issuers should complete lines (ii), (iii), (iv), and
(v) only if the form is being filed within 60
days after the close of the issuer's fiscal year. See Instruction
C.3.
13.
Check box if fees are being remitted to the Commission's lockbox
depository as described in section 3a of the Commission's Rules of
Informal and Other Procedures (17 CFR 202.3a).
[n]
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
March 19, 1997
SIGNATURES
This report has been signed below by the following persons on behalf
of the issuer and in the capacities and on the dates indicated.
By (Signature and Title)* John H. Costello
Assistant Treasurer
Date March 27, 1997
* Please print the name and title of the signing officer below the
signature.
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
Read instructions at end of Form Before preparing Form.
Please print or type.
1.
Name and address of issuer: Fidelity New York Municipal Trust
82 Devonshire Street, Boston, MA, 02109
2.
Name of each series or class of funds for which this notice is filed:
Spartan New York Intermediate Municipal Income Fund
3.
Investment Company Act File Number: 811-3723
Securities Act File Number: 2-83295
4.
Last day of fiscal year for which this notice is filed: January 31,
1997
5.
Check box if this notice is being filed more than 180 days after
the close of the issuer's fiscal year for purposes of reporting
securities
sold after the close of the fiscal year but before termination of
the issuer's 24f-2 declaration:
[ ]
6.
Date of termination of issuer's declaration under rule 24f-2(a)(1),
if applicable (see Instruction A.6):
7.
Number and amount of securities of the same class or series which
had been registered under the Securites Act of 1933 other than
pursuant
to rule 24f-2 in a prior fiscal year, but which remained unsold at
the beginning of the fiscal year:
Number of Shares: 0
Aggregate Price: 0
8.
Number and amount of securities registered during the fiscal year
other than pursuant to rule 24f-2:
Number of Shares: 0
Aggregate Price: 0
9.
Number and aggregate sale price of securities sold during the fiscal
year:
Number of Shares: 3,161,786
Aggregate Price: 30,941,058
10.
Number and aggregate sale price of securities sold during the fiscal
year in reliance upon registration pursuant to rule 24f-2:
Number of Shares: 3,161,786
Aggregate Price: 30,941,058
11.
Number and aggregate sale price of securities issued during the fiscal
year in connection with dividend reinvestment plans, if applicable
(see Instruction B.7):
12.
Calculation of registration fee:
(i)
Aggregate sale price of securities sold during the fiscal
year in reliance on rule 24f-2 (from Item 10): 30,941,058
(ii)
Aggregate price of shares issued in connection with
dividend reinvestment plans (from Item 11, if applicable): 0
(iii)
Aggregate price of shares redeemed or repurchased during
the fiscal year (if applicable): (29,826,626)
(iv)
Aggregate price of shares redeemed or repurchased and previously
applied as a reduction to filing fees pursuant to
rule 24e-2 (if applicable): 0
(v)
Net aggregate price of securities sold and issued during the fiscal
year in reliance on rule 24f-2 [line (i), plus
line (ii), less line (iii), plus line (iv)] (if applicable):
1,114,432
(vi)
Multiplier prescribed by Section 6(b) of the Securities Act of 1933
or other applicable law or regulation (see
Instruction C.6): 1/3300
(vii)
Fee due [line (i) or line (v) muliplied by line (vi)]: 337.71
Instruction: Issuers should complete lines (ii), (iii), (iv), and
(v) only if the form is being filed within 60
days after the close of the issuer's fiscal year. See Instruction
C.3.
13.
Check box if fees are being remitted to the Commission's lockbox
depository as described in section 3a of the Commission's Rules of
Informal and Other Procedures (17 CFR 202.3a).
[n]
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
March 19, 1997
SIGNATURES
This report has been signed below by the following persons on behalf
of the issuer and in the capacities and on the dates indicated.
By (Signature and Title)* John H. Costello
Assistant Treasurer
Date March 27, 1997
* Please print the name and title of the signing officer below the
signature.
Fidelity
Investments
Fidelity Management & Research Co.
82 Devonshire Street
Boston, MA 02109
617 570 7000
March 19, 1997
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, DC 20549
RE: Rule 24f-2 Notice
Fidelity New York Municipal Trust
File No. 2-83295
Gentlemen:
Pursuant to Rule 24f-2(b)(1) under the Investment Company Act of
1940,
enclosed herewith on behalf of the above fund is a Rule 24f-2 Notice
for
the fiscal year ended January 31, 1997
. In accordance with Rule 24f-2(c), the
required filing fee of $337.71
was wired to Mellon Bank, in Pittsburgh,
Pennsylvania on March 19, 1997
.
Very truly yours,
Fidelity New York Municipal Trust
By John H. Costello
Assistant Treasurer
Enclosures
March 19, 1997
Mr. John Costello, Assistant Treasurer
Fidelity New York Municipal Trust (the trust):
Fidelity New York Municipal Income Fund
Fidelity New York Insured Municipal Income Fund
Spartan New York Intermediate Municipal Income Fund
Spartan New York Municipal Income Fund (the funds)
82 Devonshire Street
Boston, Massachusetts 02109
Dear Mr. Costello:
Fidelity New York Municipal Trust is a Massachusetts business
trust created under the name "Fidelity New York Tax-Exempt
Money Market Trust" under a written Declaration of Trust
executed and delivered in Boston, Massachusetts on April 25,
1983. The trust's name was changed to "Fidelity New York Tax-
Free Fund" by a Supplement to the Declaration of Trust dated
February 27, 1984 and filed with the Secretary of the
Commonwealth of Massachusetts (The Commonwealth) on March
1, 1984. An Amended and Restated Declaration of Trust, dated
June 20, 1984, was filed with the Secretary of the Commonwealth
of Massachusetts on July 11, 1984. A supplement to the
Declaration of Trust was executed on April 9, 1985 and filed with
the Secretary of the Commonwealth on April 10, 1985. A
Supplement to the Declaration of Trust was executed on December
9, 1988 and filed with the Secretary of the Commonwealth on
December 12, 1988. The trust's name was further changed to
"Fidelity New York Municipal Trust" by a Supplement to the
Declaration of Trust executed on January 3, 1990 and filed with the
Secretary of the Commonwealth on January 8, 1990. Another
Supplement to the Declaration of Trust was executed and filed with
the Secretary of the Commonwealth of Massachusetts on April 9,
1990. An Amended and Restated Declaration of Trust dated
March 17, 1994 was filed with the Secretary of the Commonwealth
on April 14, 1994.
I have conducted such legal and factual inquiry as I have deemed
necessary for the purpose of rendering this opinion.
Capitalized terms used herein, and not otherwise herein defined, are
used as defined in the Declaration of Trust.
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 any 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 April 25, 1983, 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 from you that, pursuant to Rule 24f-2 under the
Investment Company Act of 1940, the trust has registered an
indefinite amount 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 intends to file with the
Securities and Exchange Commission a Notice making definite the
registration of 17,876,064 shares of the trust (the "Shares") sold in
reliance upon Rule 24f-2 during the fiscal year ended January 31,
1997.
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 non assessable,
except as described in the funds' Statements of Additional
Information under the heading "Shareholder and Trustee Liability"
Massachusetts Trust." 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 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.
Sincerely,
/s/Arthur S. Loring
Arthur S. Loring
Vice President-Legal
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