<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
"Rule 24f-2 Notice"
Fidelity California Municipal Trust
(Name of Registrant)
File No. 2-83367
</PAGE>
<PAGE>
FILE NO. 2-83367
Fidelity California Municipal Trust
: Fidelity California Tax-Free High Yield Portfolio
RULE 24F-2 - FILED PURSUANT TO RULE
24f-2(b)(1) OF THE INVESTMENT COMPANY ACT OF 1940
(i) Fiscal Year for Which Notice Filed
Fiscal year ended February 28, 1994
(ii) Number of Securities Which Remained Unsold at Beginning of Fiscal Year
Registered Other Than Pursuant to Rule 24f-2
9,403,011 shares
(iii) Number of Securities Registered During Fiscal Year Other Than Pursuant
to Rule 24f-2
314,896 shares
(iv) Number of Securities Sold During Fiscal Year
12,515,698 shares
For information relating to the calculation of the filing fee,
see Note (1) below.
(v) Number of Securities Sold During Fiscal Year Pursuant to Rule 24f-2
12,515,698 shares
<TABLE>
<CAPTION>
Number of Shares
Aggregate Price
<S>
<C>
<C>
Sales Pursuant to Rule 24f-2:
12,515,698
$
155,444,832
Redemptions See Note (2) :
(12,515,698)
$
(155,444,832)
Note (2) : The total number of shares redeemed for the total dollar amount of
redemptions for the fiscal period ended February 28, 1994
, aggregated
14,926,974
and $185,364,588
, respectively. An additional filing
pursuant to Rule 24e-2 can be made to register a number of shares
that will include the share redemptions not utilized under Rule 24f-2.
Net Sales Pursuant to Rule 24f-2:
0
$
0
</TABLE>
Note (1) : Pursuant to Rule 24f-2(c), the filing fee, calculated in the
manner specified in Section 6(b) of the Securities Act
of 1933, amounted to: $0
Fidelity California Municipal Trust
:
Fidelity California Tax-Free High Yield Portfolio
By John H. Costello
Assistant Treasurer
</PAGE>
<PAGE>
FILE NO. 2-83367
Fidelity California Municipal Trust
: Fidelity California Tax-Free Insured Portfolio
RULE 24F-2 - FILED PURSUANT TO RULE
24f-2(b)(1) OF THE INVESTMENT COMPANY ACT OF 1940
(i) Fiscal Year for Which Notice Filed
Fiscal year ended February 28, 1994
(ii) Number of Securities Which Remained Unsold at Beginning of Fiscal Year
Registered Other Than Pursuant to Rule 24f-2
No shares
(iii) Number of Securities Registered During Fiscal Year Other Than Pursuant
to Rule 24f-2
No shares
(iv) Number of Securities Sold During Fiscal Year
17,343,548 shares
For information relating to the calculation of the filing fee,
see Note (1) below.
(v) Number of Securities Sold During Fiscal Year Pursuant to Rule 24f-2
17,343,548 shares
<TABLE>
<CAPTION>
Number of Shares
Aggregate Price
<S>
<C>
<C>
Sales Pursuant to Rule 24f-2:
17,343,548
$
191,511,206
Redemptions:
(16,625,614)
$
(183,505,791)
Net Sales Pursuant to Rule 24f-2:
717,934
$
8,005,415
</TABLE>
Note (1) : Pursuant to Rule 24f-2(c), the filing fee, calculated in the
manner specified in Section 6(b) of the Securities Act
of 1933, amounted to: $2,760.51
Fidelity California Municipal Trust
:
Fidelity California Tax-Free Insured Portfolio
By John H. Costello
Assistant Treasurer
</PAGE>
<PAGE>
FILE NO. 2-83367
Fidelity California Municipal Trust
: Spartan California Municipal High Yield Portfolio
RULE 24F-2 - FILED PURSUANT TO RULE
24f-2(b)(1) OF THE INVESTMENT COMPANY ACT OF 1940
(i) Fiscal Year for Which Notice Filed
Fiscal year ended February 28, 1994
(ii) Number of Securities Which Remained Unsold at Beginning of Fiscal Year
Registered Other Than Pursuant to Rule 24f-2
No shares
(iii) Number of Securities Registered During Fiscal Year Other Than Pursuant
to Rule 24f-2
No shares
(iv) Number of Securities Sold During Fiscal Year
13,616,855 shares
For information relating to the calculation of the filing fee,
see Note (1) below.
(v) Number of Securities Sold During Fiscal Year Pursuant to Rule 24f-2
13,616,855 shares
<TABLE>
<CAPTION>
Number of Shares
Aggregate Price
<S>
<C>
<C>
Sales Pursuant to Rule 24f-2:
13,616,855
$
153,539,687
Redemptions See Note (2) :
(13,616,855)
$
(153,539,687)
Note (2) : The total number of shares redeemed for the total dollar amount of
redemptions for the fiscal period ended February 28, 1994
, aggregated
16,596,175
and $186,891,146
, respectively. An additional filing
pursuant to Rule 24e-2 can be made to register a number of shares
that will include the share redemptions not utilized under Rule 24f-2.
Net Sales Pursuant to Rule 24f-2:
0
$
0
</TABLE>
Note (1) : Pursuant to Rule 24f-2(c), the filing fee, calculated in the
manner specified in Section 6(b) of the Securities Act
of 1933, amounted to: $0
Fidelity California Municipal Trust
:
Spartan California Municipal High Yield Portfolio
By John H. Costello
Assistant Treasurer
</PAGE>
<PAGE>
FILE NO. 2-83367
Fidelity California Municipal Trust
: Spartan California Municipal Money Market Portfolio
RULE 24F-2 - FILED PURSUANT TO RULE
24f-2(b)(1) OF THE INVESTMENT COMPANY ACT OF 1940
(i) Fiscal Year for Which Notice Filed
Fiscal year ended February 28, 1994
(ii) Number of Securities Which Remained Unsold at Beginning of Fiscal Year
Registered Other Than Pursuant to Rule 24f-2
No shares
(iii) Number of Securities Registered During Fiscal Year Other Than Pursuant
to Rule 24f-2
81,338,061 shares
(iv) Number of Securities Sold During Fiscal Year
1,234,266,731 shares
For information relating to the calculation of the filing fee,
see Note (1) below.
(v) Number of Securities Sold During Fiscal Year Pursuant to Rule 24f-2
1,152,928,670 shares
<TABLE>
<CAPTION>
Number of Shares
Aggregate Price
<S>
<C>
<C>
Sales Pursuant to Rule 24f-2:
1,152,928,670
$
1,152,928,670
Redemptions:
(1,047,318,874)
$
(1,047,318,874)
Net Sales Pursuant to Rule 24f-2:
105,609,796
$
105,609,796
</TABLE>
Note (1) : Pursuant to Rule 24f-2(c), the filing fee, calculated in the
manner specified in Section 6(b) of the Securities Act
of 1933, amounted to: $36,417.43
Fidelity California Municipal Trust
:
Spartan California Municipal Money Market Portfolio
By John H. Costello
Assistant Treasurer
</PAGE>
<PAGE>
FILE NO. 2-83367
Fidelity California Municipal Trust
: Spartan California Intermediate Municipal Portfolio
RULE 24F-2 - FILED PURSUANT TO RULE
24f-2(b)(1) OF THE INVESTMENT COMPANY ACT OF 1940
(i) Fiscal Year for Which Notice Filed
Fiscal year ended February 28, 1994
(ii) Number of Securities Which Remained Unsold at Beginning of Fiscal Year
Registered Other Than Pursuant to Rule 24f-2
No shares
(iii) Number of Securities Registered During Fiscal Year Other Than Pursuant
to Rule 24f-2
No shares
(iv) Number of Securities Sold During Fiscal Year
2,780,541 shares
For information relating to the calculation of the filing fee,
see Note (1) below.
(v) Number of Securities Sold During Fiscal Year Pursuant to Rule 24f-2
2,780,541 shares
<TABLE>
<CAPTION>
Number of Shares
Aggregate Price
<S>
<C>
<C>
Sales Pursuant to Rule 24f-2:
2,780,541
$
27,634,217
Redemptions:
(459,460)
$
(4,570,899)
Net Sales Pursuant to Rule 24f-2:
2,321,081
$
23,063,318
</TABLE>
Note (1) : Pursuant to Rule 24f-2(c), the filing fee, calculated in the
manner specified in Section 6(b) of the Securities Act
of 1933, amounted to: $7,952.92
Fidelity California Municipal Trust
:
Spartan California Intermediate Municipal Portfolio
By John H. Costello
Assistant Treasurer
</PAGE>
April 20, 1994
Mr. John Costello, Assistant Treasurer
Fidelity California Municipal Trust
82 Devonshire Street
Boston, MA 02109
Dear Mr. Costello:
Fidelity California Municipal Trust (the Trust) is a Massachusetts business
trust created under the name "Fidelity California Tax-Exempt Money Market
Trust" under a written Declaration of Trust dated April 28, 1983 and executed
and delivered in Boston, Massachusetts on April 28, 1983. Its name was
changed to "Fidelity California Tax-Free Fund" by a supplement to the
Declaration of Trust adopted by the Board of Trustees on February 27, 1984
(there being no shareholders of this Trust) and delivered in Boston,
Massachusetts on March 1, 1984. The Declaration of Trust was amended and
restated on June 20, 1984 and delivered in Boston, Massachusetts on
July 11, 1984. A supplement to the Declaration of Trust dated April 9, 1985
was filed with the Secretary of the Commonwealth of Massachusetts on
April 10, 1985. An additional supplement to the Declaration of Trust dated
November 30, 1987 was filed with the Secretary of the Commonwealth of
Massachusetts on December 2, 1987. The Trust's name was changed to "Fidelity
California Municipal Trust" by a Supplement to the Declaration of Trust
adopted by the Board of Trustees and delivered in Boston, Massachusetts on
October 13, 1989. The Declaration of Trust was amended and restated on March
17, 1994 and filed with the Secretary of the Commonwealth of Massachusetts on
April 14, 1994.
I have conducted such legal and factual inquiry as I deem necessary for the
purpose of rendering this opinion.
Under Article III, Section 1 of the Declaration of Trust, the beneficial
interest in the Trust shall be divided into such transferable Shares of one
or more separate and distinct Series as the Trustees shall from time to time
create and establish. The number of Shares is unlimited and each Share shall
be without par value and shall be fully paid and nonassessable. The Trustees
shall have full power and authority, in their sole discretion and, so far as
provided in the Declaration of Trust, 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 are empowered to accept investments
in the Trust in cash or securities from such persons and on such terms as they
may from time to time authorize. Such investments in the Trust, subsequent to
the initial contribution of capital, shall be credited to each Shareholder's
account in the form of full Shares at the Net Asset Value per Share next
determined after the investment is received; provided, however that the
Trustees may, in their sole discretion, (a) impose a sales charge upon
investments in the Trust and (b) issue fractional Shares.
By a vote adopted on December 14, 1984, and amended on February 22, 1985, the
Board of Trustees authorized the issue and sale of an unlimited number of
shares of beneficial interest of this Trust in accordance with the terms
included in the 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 number of shares
of beneficial interest under the Securities Act of 1933. I further understand
that, pursuant to the provisions of Rule 24f-2, the Trust is about to file
with the Securities and Exchange Commission a Notice making definite the
registration of 1,199,185,312 shares of the Trust (the "Shares") sold in
reliance upon Rule 24f-2 during the fiscal year ended February 28, 1994.
I am of the opinion that all necessary Trust action precedent to the issue of
the Shares has been duly taken, and that all the Shares were legally and
validly issued, and are fully paid and nonassessable, except as described in
the Trust's 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 Trust's
Declaration of Trust, and I express no opinion as to compliance with the
Securities Act of 1933, the Investment Company Act of 1940, or applicable
state "Blue Sky" or securities laws in connection with sales of the Shares.
I hereby consent to the filing of this opinion with the Securities and
Exchange Commission in connection with a Rule 24f-2 Notice which you are about
to file under the 1940 Act with said Commission.
Very truly yours,
s/s Arthur S. Loring
Arthur S. Loring, Esq.
Vice President - Legal
