FIDELITY ADVISOR SERIES I
497, 1998-05-29
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SUPPLEMENT TO THE FIDELITY ADVISOR FUNDS
CLASS A, CLASS T, CLASS B, AND CLASS C
FEBRUARY 28, 1998 PROSPECTUS
   As of May 28, 1998, Fidelity Advisor Short-Intermediate Municipal
Income Fund was merged into Fidelity Advisor Intermediate Municipal
Income Fund and shareholders of Fidelity Advisor Short-Intermediate
Municipal Income Fund became shareholders of Fidelity Advisor
Intermediate Municipal Income Fund. The merger was voted on and
approved at a shareholder meeting on May 4, 1998. Fidelity Advisor
Short-Intermediate Municipal Income Fund ceased to exist and is not
offered.    
The following information replaces similar information found in "Who
May Want to Invest" on page 3.
Each fund is composed of multiple classes of shares. All classes of a
fund have a common investment objective and investment portfolio.
Class A and Class T shares have a front-end sales charge and pay a
12b-1 fee. Class A and Class T shares may be subject to a contingent
deferred sales charge (CDSC). Class B and Class C shares do not have a
front-end sales charge, but do have a CDSC, and pay a 12b-1 fee.
Institutional Class shares have no sales charge and do not pay a 12b-1
fee, but are available only to certain types of investors. See "Sales
Charge Reductions and Waivers," page 82, for Institutional Class
eligibility information. You may obtain more information about
Institutional Class shares, which are not offered through this
prospectus, by calling 1-800-522-7297 if you are investing through a
broker-dealer or insurance representative, 1-800-843-3001 if you are
investing through a bank representative, or from your investment
professional.
   The following information replaces similar information for
    INTERMEDIATE MUNICIPAL INCOME    found in "Expenses" on page
8.    
MUNICIPAL FUNDS                   
 
 
 
 
<TABLE>
<CAPTION>
<S>               <C>                                                                   <C>     <C>     <C>     <C>        
                  Operating Expenses                                                    Class A Class T Class B Class C  
 
INTERMEDIATE      Management fee                                                         0.39%   0.39%   0.39%   0.39%     
MUNICIPAL INCOME                                                                                                        
 
                  12b-1 fee (including 0.25% Shareholder Service Fee for Class B and 
                  Class C shares)                                                        0.15%   0.25%   0.90%   1.00%     
 
                  Other expenses (after reimbursement)                                   0.36%   0.26%   0.36%   0.36%[A]  
 
                  Total operating expenses                                               0.90%   0.90%   1.65%   1.75%     
 
</TABLE>
 
   [A] BASED ON ESTIMATED EXPENSES FOR THE FIRST YEAR.    
   The following information replaces similar information for
    INTERMEDIATE MUNICIPAL INCOME    found in "Expenses" on page
11.    
MUNICIPAL FUNDS                   
 
 
<TABLE>
<CAPTION>
<S>                            <C>          <C>              <C>      <C>      <C>      <C>            <C>      
                               Examples                                                                         
 
                                            Full Redemption                             No Redemption           
 
                                            Class A          Class T  Class B  Class C  Class B        Class C  
 
INTERMEDIATE MUNICIPAL INCOME  1 year       $ 46             $ 36     $ 47[A]  $ 28[A]  $ 17           $ 18     
 
                               3 years      $ 65             $ 55     $ 62[A]  $ 55     $ 52           $ 55     
 
                               5 years[C]   $ 85             $ 76     $ 81     $ 95     $ 81           $ 95     
 
                               10 years[C]  $ 144            $ 135    $ 140    $ 206    $ 140          $ 206    
 
</TABLE>
 
   [A] REFLECTS DEDUCTION OF APPLICABLE CDSC.    
   [C] REFLECTS CONVERSION OF CLASS B SHARES TO CLASS A SHARES AFTER
FOUR YEARS.    
   The following information replaces similar information for
    INTERMEDIATE MUNICIPAL INCOME    found in "Expenses" on page
11.    
   FMR has voluntarily agreed to reimburse Class A, Class T, Class B,
and Class C of each fund to the extent that total operating expenses,
as a percentage of their respective average net assets, exceed the
following rates:     
 
       
 
 
 
<TABLE>
<CAPTION>
<S>                     <C>      <C>             <C>      <C>             <C>      <C>             <C>      <C>             
                        Class A  Effective Date  Class T  Effective Date  Class B  Effective Date  Class C  Effective Date  
 
Intermediate Municipal 
Income                  0.90%   8/30/96         0.90%   5/29/98          1.65%   1/1/96           1.75%   11/1/97         
 
</TABLE>
 
The following information replaces similar information found under the
heading "FMR and Its Affiliates" in the "Charter" section on page 56.
Ian Spreadbury is manager of Advisor Strategic Income's foreign bond
investments, which he has managed since May 1998. He also co-manages
another Fidelity fund. Additionally, Mr. Spreadbury is a director of
fixed income and a portfolio manager for Fidelity International
Limited (FIL). Prior to joining Fidelity in 1995, Mr. Spreadbury was a
senior manager with Legal & General, Limited, from 1981 to 1995.
The following information replaces similar information found under the
heading "Strategic Income Fund" in "Investment Principles and Risks"
on page 59.
The fund invests primarily in debt securities, including lower-quality
securities, allocated among four general investment categories: high
yield securities, U.S. Government and investment-grade securities,
emerging market securities, and foreign developed market securities.
The fund's neutral mix, or the benchmark for its combination of
investments in each category over time, is approximately 40% high
yield, 30% U.S. Government and investment-grade, 15% emerging markets
and 15% foreign developed markets. The fund also may invest a portion
of its assets in convertible securities and common and preferred
stocks.
The HIGH YIELD category includes high-yielding, lower-quality
securities consisting mainly of U.S. securities. The U.S. GOVERNMENT
AND INVESTMENT-GRADE category includes mortgage securities, U.S.
Government securities, government agency securities and other U.S.
dollar-denominated securities of investment-grade quality. The
EMERGING MARKET category includes corporate and governmental
securities of any quality of issuers located in emerging markets. The
FOREIGN DEVELOPED MARKET category includes corporate and governmental
securities of any quality of issuers located in developed foreign
markets. These investment categories are only general guidelines, and
FMR may use its judgment as to which category an investment falls
within. The fund may also make investments that do not fall within
these categories.
EFFECTIVE AUGUST 24, 1998, the following information replaces the
fourteenth and fifteenth paragraphs found under the heading "Other
Expenses" in the "Breakdown of Expenses" section beginning on page 69.
Class C shares of each fund (except Strategic Opportunities, Mortgage
Securities, and Short-Intermediate Municipal Income) have adopted a
DISTRIBUTION AND SERVICE PLAN. Under the plans, Class C of each fund
is authorized to pay FDC a monthly distribution fee as compensation
for its services and expenses in connection with the distribution of
Class C shares. Class C of each fund may pay FDC a distribution fee at
an annual rate of 0.75% of its average net assets, or such lesser
amount as the Trustees may determine from time to time. Class C of
each fund currently pays FDC a monthly distribution fee at an annual
rate of 0.75% of its average net assets throughout the month.
Normally, after the first year of investment, up to the full amount of
the Class C distribution fee may be reallowed to investment
professionals as compensation for their services in connection with
the distribution of Class C shares.
In addition, pursuant to each Class C plan, Class C of each fund pays
FDC a monthly service fee at an annual rate of 0.25% of Class C's
average net assets throughout the month. Normally, after the first
year of investment, the full amount of the Class C service fee is
reallowed to investment professionals for providing personal service
to and/or maintenance of Class C shareholder accounts.
For purchases of Class C shares made for an employee benefit plan,
during the first year of investment and thereafter, the full amount of
the Class C distribution fee and Class C service fee paid by such
shares is reallowed to investment professionals as compensation for
their services in connection with the distribution of Class C shares
and for providing personal service to and/or maintenance of Class C
shareholder accounts.
The following information replaces similar information found in "How
to Buy Shares" on page 72.
IF YOU ARE NEW TO THE FIDELITY ADVISOR FUNDS, complete and sign an
account application and mail it along with your check. If there is no
account application accompanying this prospectus, call your investment
professional or, if you are investing through a broker-dealer or
insurance representative, call 1-800-522-7297 or, if you are investing
through a bank representative, call 1-800-843-3001.
EFFECTIVE AUGUST 24, 1998, the following information replaces the
fifth paragraph under the heading "Contingent Deferred Sales Charge"
in the "Transactions Details" section on page 80.
Except as provided below, investment professionals with whom FDC has
agreements will receive as compensation from FDC, at the time of the
sale, a concession equal to 1.00% of your purchase of Class C shares.
For purchases of Class C shares made for an employee benefit plan,
investment professionals do not receive a concession at the time of
sale.
EFFECTIVE AUGUST 24, 1998, the following information replaces similar
information found in "Sales Charge Reductions and Waivers" on page 83.
A FRONT-END SALES CHARGE WILL NOT APPLY TO THE FOLLOWING CLASS A
SHARES:
5. Purchased for (i) an employee benefit plan that has $25 million or
more in plan assets or (ii) an employee benefit plan that is part of
an investment professional sponsored program that requires the
participating employee benefit plan to initially invest in Class C or
Class B shares and, upon meeting certain criteria, subsequently
requires the plan to invest in Class A shares; or
   The following information replaces similar information found in
"Sales Charge Reductions and Waivers" on page 83.    
       A FRONT-END SALES CHARGE WILL NOT APPLY TO THE FOLLOWING CLASS
T SHARES:       
   5. Purchased for an employee benefit plan, except certain small
employer retirement plans;    
 
SUPPLEMENT TO THE FIDELITY ADVISOR FUNDS
INSTITUTIONAL CLASS FEBRUARY 28,1998 PROSPECTUS
   As of May 28, 1998, Fidelity Advisor Short-Intermediate Municipal
Income Fund was merged into the corresponding class of Fidelity
Advisor Intermediate Municipal Income Fund and shareholders of
Fidelity Advisor Short-Intermediate Municipal Income Fund became
shareholders of Fidelity Advisor Intermediate Municipal Income Fund.
The merger was voted on and approved at a shareholder meeting on May
4, 1998. Fidelity Advisor Short-Intermediate Municipal Income Fund
ceased to exist and is not offered.    
The following information replaces each reference to 1-800-843-3001.
If you are investing through a broker-dealer or insurance
representative, call 1-800-522-7297. If you are investing through a
bank representative, call 1-800-843-3001.
The following information replaces the third paragraph under the
heading "FMR and Its Affiliates" in the "Charter" section on page 22.
Beginning January 1, 1999, Fidelity Investments Money Management, Inc.
(FIMM), located in Merrimack, New Hampshire, will select certain types
of investments for Balanced and Strategic Income. Beginning January 1,
1999, FIMM will have primary responsibility for providing investment
management services for Mortgage Securities, Government Investment,
Intermediate Bond, Short Fixed-Income, Municipal Income, Intermediate
Municipal Income, and Short-Intermediate Municipal Income.
The following information replaces similar information found under the
heading "FMR and Its Affiliates" in the "Charter" section on page 23.
Ian Spreadbury is manager of Advisor Strategic Income's foreign bond
investments, which he has managed since May 1998. He also co-manages
another Fidelity fund. Additionally, Mr. Spreadbury is a director of
fixed income and a portfolio manager for Fidelity International,
Limited (FIL). Prior to joining Fidelity in 1995, Mr. Spreadbury was a
senior manager with Legal & General, Limited, from 1981 to 1995.
The following information replaces the second and fourth paragraphs,
respectively, under the heading "Strategic Income Fund" in "Investment
Principles and Risks" on page 26.
The fund invests primarily in debt securities including lower-quality
securities, allocated among four general investment categories: high
yield securities, U.S. Government and investment-grade securities,
emerging market securities, and foreign developed market securities.
The fund's neutral mix, or the benchmark for its combination of
investments in each category over time, is approximately 40% high
yield, 30% U.S. Government and investment-grade, 15% emerging markets
and 15% foreign developed markets. The fund also may invest a portion
of its assets in convertible securities and common and preferred
stocks.
The HIGH YIELD category includes high-yielding, lower-quality
securities consisting mainly of U.S. securities. The U.S. GOVERNMENT
AND INVESTMENT-GRADE category includes mortgage securities, U.S.
Government securities, government agency securities and other U.S.
dollar-denominated securities of investment-grade quality. The
EMERGING MARKET category includes corporate and governmental
securities of any quality of issuers located in emerging markets. The
FOREIGN DEVELOPED MARKET category includes corporate and governmental
securities of any quality of issuers located in developed foreign
markets. These investment categories are only general guidelines, and
FMR may use its judgment as to which category an investment falls
within. The fund may also make investments that do not fall within
these categories.
 
SUPPLEMENT TO THE FIDELITY ADVISOR FUNDS:
CLASS A, CLASS T, CLASS B, CLASS C, INSTITUTIONAL CLASS, AND INITIAL
CLASS
FEBRUARY 28, 1998
STATEMENT OF ADDITIONAL INFORMATION
   THE FOLLOWING INFORMATION REPLACES FUNDAMENTAL INVESTMENT
LIMITATION (1) IN EACH OF "INVESTMENT LIMITATIONS OF BALANCED FUND,"
"INVESTMENT LIMITATIONS OF HIGH YIELD FUND," "INVESTMENT LIMITATIONS
OF GOVERNMENT INVESTMENT FUND," AND INVESTMENT LIMITATIONS OF SHORT
FIXED-INCOME FUND" FOUND ON PAGES 13, 15, 18, AND 20,
RESPECTIVELY.    
   The fund may not with respect to 75% of the fund's total assets,
purchase the securities of any issuer (other than securities issued or
guaranteed by the U.S. Government or any of its agencies or
instrumentalities, or securities of other investment companies) if, as
a result, (a) more than 5% of the fund's total assets would be
invested in the securities of that issuer, or (b) the fund would hold
more than 10% of the outstanding voting securities of that issuer.    
   THE FOLLOWING INFORMATION REPLACES FUNDAMENTAL INVESTMENT
LIMITATION (5) IN "INVESTMENT LIMITATIONS OF GOVERNMENT INVESTMENT
FUND" FOUND ON PAGE 18.    
   The fund may not purchase the securities of any issuer (other than
securities issued or guaranteed by the U.S. Government or any of its
agencies or instrumentalities) if, as a result, more than 25% of the
fund's total assets would be invested in the securities of companies
whose principal business activities are in the same industry.    
THE FOLLOWING INFORMATION SUPPLEMENTS THE INFORMATION FOUND IN THE
SAI.
SPECIAL CONSIDERATIONS REGARDING THE RUSSIAN FEDERATION
The Russian Federation is the largest republic of the Commonwealth of
Independent States with a 1995 population of 147,500,000. It is about
one and four fifths of the land area of the United States and occupies
most of eastern Europe and north Asia.
Russia has had a long history of political and economic turbulence.
The U.S.S.R. lasted 69 years and for more than half that time it
ranked as a nuclear superpower. In the 1930's tens of millions of its
citizens were collectivized under state agricultural and industrial
enterprises and millions died in political purges and the vast penal
and labor system or in state-created famines. During World War II, as
many as 20 million Soviet citizens died. After decades of communist
rule the Soviet Union was dissolved on December 8, 1991 following a
failed coup attempt against the government of Mikhail Gorbachev. On
the day that the leaders declared that the Soviet Union ceased to
exist, the Soviet republics were invited to join with Russia in the
Commonwealth of Independent states (CIS). At one time or another those
that have agreed to join have included the Ukraine, Belarus, Moldova,
Georgia, Armenia, Azerbaijan, Uzbekistan, Turkmenistan, Tajikistan,
Kazakhstan and Kyrgyzstan, but a number have dropped out since or have
only observer status. Each of the republics is a sovereign state that
controls its own economy and natural resources and collects its own
taxes, providing only minimal support to the CIS.
Boris Yeltsin, President of Russia, inherited the mantle of economic
and political chaos. With the freeing of most prices he staked his
political life on the rapid creation of a free market economy. Since
1991 Yeltsin and his Russian reformers have been faced with the
daunting task of stabilizing the Russian economy while transforming it
into a modern and efficient structure able to compete in international
markets and respond to the needs of the Russian people. To date, their
efforts have yielded widely mixed results. On the one hand, they have
made some impressive progress. Since 1992, they have abolished central
planning, decontrolled prices, unified the foreign exchange market,
made the ruble convertible, and privatized two thirds of the economy.
They have accomplished this in spite of the crushing burdens inherited
from the communist system: huge industrial enterprises that are
unprofitable; an obsolete capital stock; a crumbling energy sector,
huge external debt; and armies that had to be repatriated and
resettled at home.
Russia remains a paradox among the major economies of the world in
that it is a country marked by stagnation in production levels, but
has few constraints on growth. Labor supply is adequate and savings
are high. In addition, there is almost unlimited scope for increasing
productivity through the introduction of improved technologies,
production process and market-oriented managerial development. There
are 147 million consumers who are slowly increasing their buying power
and education standards are high. Russia is also rich in natural
resources. It has 40% of the world's natural gas reserves, 6% of its
oil, 25% of coal, diamonds, gold and nickel, and 30% of timber and
bauxite. Approximately ten million people are engaged in agriculture
and they produce half of the region's grain, meat, milk, and other
dairy products.
The main reason for the continued poor performance of the Russian
economy is the country's failure to mobilize the resources that are
available. While the official unemployment rate was at 10.6% in 1996,
up to half of the working population is, in effect, unemployed or, to
a significant degree, underemployed in inefficient and unproductive
industries. Much of the country's savings have been siphoned off
through capital flight. Russia's technological potential for
assimilating both domestic and foreign technologies is not being
exploited. Industry privatization and restructuring initiatives have
generally failed to mobilize the available factors of production as
the country's privatization program virtually ensures the predominance
of the old management teams that are largely non market-oriented in
their management approach. Approximately 80% of Russian privatized
companies continue to be majority-owned by insiders and only 10% are
owned by investors with large enough stakes to influence the running
of the company.
In July 1996, Boris Yeltsin was re-elected for a second term and it
was hoped that the election would mark the start of a more stable
period of economic growth. However, macroeconomic indicators in 1996
proved contradictory. On the one hand, the Russian government
continued its strict credit policies, and the annual inflation rate
for 1996 dropped to 23%, down from 131% in 1995. Inflation has since
remained below 3% a month through the first half of 1997. In addition,
expenditure cuts trimmed the budget deficit to 7% of GDP for the first
nine months of 1996. On the other hand, however, GDP fell by 6%
following 1995's 4% fall, while industrial production was down by 5%
and real investment dropped by approximately 19%. Non-payment
continues to rep[resent a serious problem for the economy,
particularly in the energy sector.
While Russia is widely believed to be one of the most risky markets in
eastern Europe, it is also recognized for its potential for positive
returns. In 1996 the Russian market delivered the world's best stock
market performance and was among the top performing markets in the
first half of 1997. However, the market has been essentially liquidity
driven and concentrated in a very few of the country's largest
companies. At just $65 billion, the total capitalization of the stock
market accounts for just 12 percent of GDP. The majority of investors
in Russian equities are small and medium-sized US hedge funds. In
addition, several country specific funds have been established to make
direct and portfolio investments in Russian companies. To facilitate
foreign investment, a number of the larger Russian companies have
issued equity in the form of American depositary receipts while six
big firms have issued securities in the form of Russian depositary
certificates. These certificates are issued and marketed by the Bank
of New York. Any investment in Russia is risky and deciding which
companies will perform well at this stage of the country's
transformation is far from easy. A combination of poor accounting
standards, inept management, limited shareholder rights and the
criminalization of large sectors of the economy pose a significant
risk, particularly to foreign investors.
   THE FOLLOWING INFORMATION SUPPLEMENTS THE INFORMATION FOUND IN THE
"PERFORMANCE" SECTION ON PAGE 108.    
   Balanced may compare its performance to that of the Fidelity
Balanced Composite Benchmark which is a hypothetical representation of
the performance of the fund's general investment categories using a
weighting of 60% equity and 40% bond. The following indices are used
to calculate the Fidelity Balanced Composite Benchmark: equity - the
Standard & Poor's 500 Index, a widely recognized, unmanaged index of
common stocks; and bond - the Lehman Brothers Aggregate Bond Index, a
benchmark of investment-grade bonds. The index weightings of the
Fidelity Balanced Composite Benchmark are rebalanced monthly.    
   THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND UNDER
"ADDITIONAL PURCHASE, EXCHANGE AND REDEMPTION INFORMATION" BEGINNING
ON PAGE 110.    
       CLASS A SHARES ONLY       
   2. to shares purchased by a trust institution or bank trust
department for a managed account that is charged an asset-based fee.
Employee benefit plans (including 403(b) programs, but otherwise as
defined in ERISA) and accounts managed by third parties do not qualify
for this waiver;    
   3. to shares purchased by a broker-dealer for a managed account
that is charged an asset-based fee. Employee benefit plans (including
403(b) programs, but otherwise as defined in ERISA) do not qualify for
this waiver;    
   4. to shares purchased by a registered investment adviser that is
not part of an organization primarily engaged in the brokerage
business for an account that is managed on a discretionary basis and
is charged an asset-based fee. Employee benefit plans (including
403(b) programs, but otherwise as defined in ERISA) do not qualify for
this waiver;    
   5. to shares purchased for an employee benefit plan (including
403(b) programs, but otherwise as defined in ERISA) having $25 million
or more in plan assets; or    
EFFECTIVE AUGUST 24, 1998, THE FOLLOWING INFORMATION REPLACES SIMILAR
INFORMATION FOUND UNDER "ADDITIONAL PURCHASE, EXCHANGE AND REDEMPTION
INFORMATION" ON PAGE 111.
CLASS A SHARES ONLY
5. to shares purchased for (i) a   n employee benefit plan (including
403(b) programs, but otherwise as defined in ERISA) having $25 million
or more in plan assets or (ii) an employee benefit plan (including
403(b) progr    ams, but otherwise as defined in ERISA) that is part
of an investment professional sponsored program that requires the
participating employee benefit plan to initially invest in Class C or
Class B shares and, upon meeting certain criteria, subsequently
requires the plan to invest in Class A shares; or
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND UNDER
"ADDITIONAL PURCHASE, EXCHANGE AND REDEMPTION INFORMATION"
   BEGINNING ON PAGE 111.    
       CLASS T SHARES ONLY       
   5. to shares purchased for an employee benefit plan (as defined by
ERISA (except SIMPLE IRA, SEP, and SARSEP plans and plans covering
self-employed individuals and their employees (formerly, Keogh/H.R. 10
plans), but including 403(b) programs));    
   6. to shares purchased for a Fidelity or Fidelity Advisor account
(including purchases by exchange) with the proceeds of a distribution
from (i) an insurance company separate account used to fund annuity
contracts for employee benefit plans (including 403(b) programs, but
otherwise as defined in ERISA) that are invested in Fidelity Advisor
or Fidelity funds, or (ii) an employee benefit plan (including 403(b)
programs, but otherwise as defined in ERISA) that is invested in
Fidelity Advisor or Fidelity funds. (Distributions other than those
transferred to an IRA account must be transferred directly into a
Fidelity account.);    
   S    TRATEGIC OPPORTUNITIES: INITIAL CLASS ONLY       
   3. to shares in a Fidelity account purchased (including purchases
by exchange) with the proceeds of a distribution from an employee
benefit plan (including 403(b) programs, but otherwise as defined in
ERISA) provided that: (i) at the time of the distribution, the
employer, or an affiliate (as described in exemption 1 above) of such
employer, maintained at least one employee benefit plan (including
403(b) programs, but otherwise as defined in ERISA) that qualified for
exemption (1) and that had at least some portion of its assets
invested in one or more mutual funds advised by FMR, or in one or more
accounts or pools advised by Fidelity Management Trust Company; and
(ii) either (a) the distribution is transferred from the plan to a
Fidelity IRA account within 60 days from the date of the distribution
or (b) the distribution is transferred directly from the plan into
another Fidelity account;    
   THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION UNDER THE
HEADING "FINDER'S FEE" IN THE "ADDITIONAL PURCHASE, EXCHANGE AND
REDEMPTION INFORMATION" SECTION BEGINNING ON PAGE 113.    
       FOR CLASS A AND CLASS T SHARES ONLY       
       FINDER'S FEE.    For all funds except the Short-Term Bond
Funds, on eligible purchases of (i) Class A shares in amounts of $1
million or more that qualify for a Class A load waiver, (ii) Class A
shares in amounts of $25 million or more, or (iii) Class T shares in
amounts of $1 million or more, investment professionals will be
compensated with a fee at the rate of 0.25% of the purchase amount.
Class A eligible purchases are the following purchases made through
broker-dealers and banks: an individual trade of $25 million or more;
an individual trade of $1 million or more that is load waived; a trade
which brings the value of the accumulated account(s) of an investor
(including an employee benefit plan (including 403(b) programs, but
otherwise as defined in ERISA)) past $25 million; a load waived trade
that brings the value of the accumulated account(s) of an investor
(including an employee benefit plan (including 403(b) programs, but
otherwise as defined in ERISA)) past $1 million; a trade for an
investor with an accumulated account value of $25 million or more; a
load waived trade for an investor with an accumulated account value of
$1 million or more; an incremental trade toward an investor's $25
million "Letter of Intent"; and an incremental load waived trade
toward an investor's $1 million "Letter of Intent". Class T eligible
purchases are the following purchases made through broker-dealers and
banks: an individual trade of $1 million or more; a trade which brings
the value of the accumulated account(s) of an investor (including an
employee benefit plan (including 403(b) programs, but otherwise as
defined in ERISA)) past $1 million; a trade for an investor with an
accumulated account value of $1 million or more; and an incremental
trade toward an investor's $1 million "Letter of Intent."    
   For the Short-Term Bond Funds, on eligible purchases of (i) Class A
shares in amounts of $1 million or more, or (ii) Class T shares in
amounts of $1 million or more, investment professionals will be
compensated with a fee at the rate of 0.25% of the purchase amount.
Class A eligible purchases are the following purchases made through
broker-dealers and banks: an individual trade of $1 million or more; a
trade which brings the value of the accumulated account(s) of an
investor (including an employee benefit plan (including 403(b)
programs, but otherwise as defined in ERISA)) past $1 million; a trade
for an investor with an accumulated account value of $1 million or
more; and an incremental trade toward an investor's $1 million "Letter
of Intent." Class T eligible purchases are the following purchases
made through broker-dealers and banks: an individual trade of $1
million or more; a trade which brings the value of the accumulated
account(s) of an investor (including an employee benefit plan
(including 403(b) programs, but otherwise as defined in ERISA)) past
$1 million; a trade for an investor with an accumulated account value
of $1 million or more; and an incremental trade toward an investor's
$1 million "Letter of Intent."    
   Any assets on which a finder's fee has been paid will bear a
contingent deferred sales charge (Class A or Class T CDSC) if they do
not remain in Class A or Class T shares of the Fidelity Advisor Funds,
or Daily Money Class shares of Treasury Fund, Prime Fund or Tax-Exempt
Fund, for a period of at least one uninterrupted year. The Class A or
Class T CDSC will be 0.25% of the lesser of the cost of the Class A or
Class T shares, as applicable, at the initial date of purchase or the
value of the Class A or Class T shares, as applicable, at redemption,
not including any reinvested dividends or capital gains. Class A and
Class T shares acquired through distributions (dividends or capital
gains) will not be subject to a Class A or Class T CDSC. In
determining the applicability and rate of any Class A or Class T CDSC
at redemption, Class A or Class T shares representing reinvested
dividends and capital gains, if any, will be redeemed first, followed
by those Class A or Class T shares, as applicable that have been held
for the longest period of time.    
   With respect to employee benefit plans (including 403(b) programs,
but otherwise as defined in ERISA), the Class A or Class T CDSC does
not apply to the following types of redemptions: (i) plan loans or
distributions or (ii) exchanges to non-Advisor fund investment
options. With respect to Individual Retirement Accounts, the Class A
or Class T CDSC does not apply to redemptions made for disability,
payment of death benefits, or required partial distributions starting
at age 70 1/2.    
EFFECTIVE AUGUST 24, 1998, THE FOLLOWING INFORMATION REPLACES THE
FIRST TWO PARAGRAPHS FOUND UNDER THE HEADING "FINDER'S FEE" IN THE
"ADDITIONAL PURCHASE, EXCHANGE AND REDEMPTION INFORMATION" SECTION
BEGINNING ON PAGE 113.
FOR CLASS A AND CLASS T SHARES ONLY
FINDER'S FEE. For all funds except the Short-Term Bond Funds, on
eligible purchases of (i) Class A shares in amounts of $1 million or
more that qualify for a Class A load waiver, (ii) Class A shares in
amounts of $25 million or more, or (iii) Class T shares in amounts of
$1 million or more, investment professionals will be compensated with
a fee at the rate of 0.25% of the purchase amount. Except as provided
below, Class A eligible purchases are the following purchases made
through broker-dealers and banks: an individual trade of $25 million
or more; an individual trade of $1 million or more that is load
waived; a trade which brings the value of the accumulated account(s)
of an investor (including an employee benefit plan    (including
403(b) programs, but otherwise as defined in ERISA)) past $25 million;
a load waived trade that brings the value of the accumulated
account(s) of an investor (including an employee benefit plan
(including 403(b) programs, but otherwise as defined in ERISA)) past
$1 million; a trade for an investor with an accumulated acc    ount
value of $25 million or more; a load waived trade for an investor with
an accumulated account value of $1 million or more; an incremental
trade toward an investor's $25 million "Letter of Intent"; and an
incremental load waived trade toward an investor's $1 million "Letter
of Intent". Except as provided below, Class T eligible purchases are
the following purchases made through broker-dealers and banks: an
individual trade of $1 million or more; a trade which brings the value
of the accumulated account(s) of an investor    (including an employee
benefit plan (including 403(b) programs, but otherwise as defined in
ERISA))     past $1 million; a trade for an investor with an
accumulated account value of $1 million or more; and an incremental
trade toward an investor's $1 million "Letter of Intent."
For the Short-Term Bond Funds, on eligible purchases of (i) Class A
shares in amounts of $1 million or more, or (ii) Class T shares in
amounts of $1 million or more, investment professionals will be
compensated with a fee at the rate of 0.25% of the purchase amount.
Except as provided below, Class A eligible purchases are the following
purchases made through broker-dealers and banks: an individual trade
of $1 million or more; a trade which brings the value of the
accumulated account(s) of an investor    (including an employee
benefit plan (including 403(b) programs, but otherwise as defined in
ERISA)) past $1 million; a trade for an inve    stor with an
accumulated account value of $1 million or more; and an incremental
trade toward an investor's $1 million "Letter of Intent." Except as
provided below, Class T eligible purchases are the following purchases
made through broker-dealers and banks: an individual trade of $1
million or more; a trade which brings the value of the accumulated
account(s) of an investor (including an employee benefit plan
(   including 403(b) programs, but otherwise as defined in ERISA)    )
past $1 million; a trade for an investor with an accumulated account
value of $1 million or more; and an incremental trade toward an
investor's $1 million "Letter of Intent."
For the purpose of determining the availability of Class A or Class T
finder's fees, purchases of Class A or Class T shares made with the
proceeds from the redemption of shares of any Fidelity fund will not
be considered "eligible purchases."
   THE FOLLOWING INFORMATION SUPPLEMENTS THE "MANAGEMENT CONTRACTS"
SECTION BEGINNING ON PAGE 127.    
   The following fee schedule is the current fee schedule for High
Yield, Government Investment and Short Fixed-Income, and replaces the
similar information for each fund on pages 129 and 130.    
GROUP FEE RATE SCHEDULE  EFFECTIVE ANNUAL FEE RATES  
 
Average Group    Annualized  Group Net       Effective Annual Fee  
Assets           Rate        Assets          Rate                  
 
 0 - $3 billion  .3700%       $ 0.5 billion  .3700%                
 
 3 - 6           .3400         25            .2664                 
 
 6 - 9           .3100         50            .2188                 
 
 9 - 12          .2800         75            .1986                 
 
 12 - 15         .2500         100           .1869                 
 
 15 - 18         .2200         125           .1793                 
 
 18 - 21         .2000         150           .1736                 
 
 21 - 24         .1900         175           .1690                 
 
 24 - 30         .1800         200           .1652                 
 
 30 - 36         .1750         225           .1618                 
 
 36 - 42         .1700         250           .1587                 
 
 42 - 48         .1650         275           .1560                 
 
 48 - 66         .1600         300           .1536                 
 
 66 - 84         .1550         325           .1514                 
 
 84 - 120        .1500         350           .1494                 
 
 120 - 156       .1450         375           .1476                 
 
 156 - 192       .1400         400           .1459                 
 
 192 - 228       .1350         425           .1443                 
 
 228 - 264       .1300         450           .1427                 
 
 264 - 300       .1275         475           .1413                 
 
 300 - 336       .1250         500           .1399                 
 
 336 - 372       .1225         525           .1385                 
 
 372 - 408       .1200         550           .1372                 
 
 408 - 444       .1175                                             
 
 444 - 480       .1150                                             
 
 480 - 516       .1125                                             
 
 Over 516        .1100                                             
 
   This fee schedule was approved by the shareholders of High Yield,
Government Investment and Short Fixed-Income.    
T   HE FOLLOWING C    HART REPLACES THE SIMILAR CHART FOUND IN THE
"MANAGEMENT CONTRACTS" SECTION ON PAGE 128.
 
<TABLE>
<CAPTION>
<S>                                  <C>                          <C>                           
FUND                                 DATE OF MANAGEMENT CONTRACT  DATE OF SHAREHOLDER APPROVAL  
 
TechnoQuant Growth                    12/1/96                      12/23/96*                    
 
International Capital Appreciation    10/16/97                     10/31/97*                    
 
Overseas                              10/31/97                     9/17/97                      
 
Mid Cap                               1/18/96                      1/18/96*                     
 
Equity Growth                         8/1/97                       7/16/97                      
 
Growth Opportunities                  2/28/98                      7/16/97                      
 
Strategic Opportunities               2/28/98                      6/18/97                      
 
Large Cap                             1/18/96                      1/18/96*                     
 
Growth & Income                       12/1/96                      12/23/96*                    
 
Equity Income                         8/1/86                       7/23/86                      
 
Balanced                              6/1/98                       5/13/98                      
 
Emerging Markets Income               7/1/97                       6/18/97                      
 
High Yield                            6/1/98                       5/13/98                      
 
Strategic Income                      10/31/97                     6/18/97                      
 
Mortgage Securities                   8/1/94                       7/13/94                      
 
Government Investment                 6/1/98                       5/13/98                      
 
Intermediate Bond                     1/1/95                       12/14/94                     
 
Short Fixed-Income                    6/1/98                       5/13/98                      
 
Municipal Income                      12/1/94                      11/16/94                     
 
Municipal Bond                        1/1/94                       12/15/93                     
 
Intermediate Municipal Income         7/1/95                       6/14/95                      
 
Short-Intermediate Municipal Income   7/1/95                       6/14/95                      
 
</TABLE>
 
   * Approved     by FMR, then the sole shareholder of the fund.
THE FOLLOWING INFORMATION REPLACES THE SECOND PARAGRAPH FOUND UNDER
"DISTRIBUTION AND SERVICE PLANS" BEGINNING ON PAGE 137.
Pursuant to the Class A Plans, FDC is paid a distribution fee as a
percentage of Class A's average net assets at an annual rate of up to
0.75% for each of TechnoQuant Growth, International Capital
Appreciation, Overseas, Mid Cap, Equity Growth, Growth Opportunities,
Strategic Opportunities, Large Cap, Growth & Income, Equity Income,
and Balanced (the Equity Funds); and up to 0.40% for each of Emerging
Markets Income, High Yield, Strategic Income, Government Investment,
Mortgage Securities, and Municipal Income (the Bond Funds),
Intermediate Bond and Intermediate Municipal Income (the
Intermediate-Term Bond Funds), and Short-Intermediate Municipal Income
and Short Fixed-Income (the Short-Term Bond Funds). Pursuant to the
Class T Plans, FDC is paid a distribution fee as a percentage of Class
T's average net assets at an annual rate of up to 0.75% for each of
TechnoQuant Growth, International Capital Appreciation, Equity Growth,
Mid Cap, Large Cap, Growth & Income, and Equity Income; up to 0.65%
for each of Overseas, Growth Opportunities, Strategic Opportunities,
and Balanced; up to 0.40% for each of Emerging Markets Income, High
Yield, Strategic Income, Intermediate Bond, Mortgage Securities,
Government Investment, Municipal Income, Short-Intermediate Municipal
Income, and Intermediate Municipal Income; and up to 0.15% for Short
Fixed-Income. Pursuant to the Class B Plans, FDC is paid a
distribution fee as a percentage of Class B's average net assets at an
annual rate of up to 0.75% for each fund with Class B shares. Pursuant
to the Class C Plans, FDC is paid a distribution fee as a percentage
of Class C's average net assets at an annual rate of up to 0.75% for
each fund with Class C shares. For the purpose of calculating the
distribution fees, average net assets are determined at the close of
business on each day throughout the month, but excluding assets
attributable to Class T shares of Equity Income purchased more than
144 months prior to such day and to Class B shares of Equity Income
purchased more than 144 months prior to such day.
EFFECTIVE AUGUST 24, 1998, THE FOLLOWING INFORMATION REPLACES THE
SIXTH PARAGRAPH FOUND UNDER "DISTRIBUTION AND SERVICE PLANS" ON PAGE
138.
Currently and except as provided below, for the first year of
investment, the full amount of distribution fees paid by Class C is
retained by FDC as compensation for its services and expenses in
connection with the distribution of Class C shares, and the full
amount of service fees paid by Class C is retained by FDC for
providing personal service to and/or maintenance of Class C
shareholder accounts. Normally, after the first year of investment,
the full amount of distribution fees paid by Class C is reallowed to
investment professionals (including FDC) as compensation for their
services in connection with the distribution of Class C shares, and
the full amount of service fees paid by Class C is reallowed to
investment professionals (including FDC) for providing personal
service to and/or maintenance of Class C shareholder accounts. For
purchases of Class C shares made for an employee benefit plan
   (including 403(b) programs, bu    t otherwise as defined in ERISA),
during the first year of investment and thereafter, the full amount of
distribution fees and service fees paid by such Class C shares is
reallowed to investment professionals (including FDC) as compensation
for their services in connection with the distribution of Class C
shares and for providing personal service to and/or maintenance of
Class C shareholder accounts.
THE FOLLOWING INFORMATION REPLACES THE SEVENTH PARAGRAPH FOUND UNDER
"CONTRACTS WITH FMR AFFILIATES" ON PAGE 144.
Each of the taxable funds has entered into a service agent agreement
with FSC. Under the terms of the agreements, FSC calculates the NAV
and dividends for each class of each fund, maintains each fund's
portfolio and general accounting records, and administers each fund's
securities lending program.
   THE FOLLOWING INFORMATION REPLACES THE FIRST PARAGRAPH OF THE
"SHAREHOLDER AND TRUSTEE LIABILITY" SECTION FOUND UNDER "DESCRIPTION
OF THE TRUSTS" ON PAGE 153.    
SHAREHOLDER AND TRUSTEE LIABILITY. Each trust is an entity of the type
commonly known as a "Massachusetts business trust." Under
Massachusetts law, shareholders of such a trust may, under certain
circumstances, be held personally liable for the obligations of the
trust. Each Declaration of Trust (except for Fidelity Advisor Series
II) provides that the trust shall not have any claim against
shareholders except for the payment of the purchase price of shares
and requires that each agreement, obligation, or instrument entered
into or executed by the trust or its Trustees shall include a
provision limiting the obligations created thereby to the trust and
its assets.    Fidelity Advisor Series II's Declaration of Trust
provides that the trust shall not have any claim against shareholders
except for the payment of the purchase price of shares and requires
that each agreement, obligation, or instrument entered into or
executed by the trust or the Trustees shall include a provision
limiting the obligations created thereby to the trust or to one or
more funds and its or their assets.     Each Declaration of Trust
provides for indemnification out of each fund's property of any
shareholder held personally liable for the obligations of the fund.   
    Each Declaration of Trust also provides that its funds shall, upon
request, assume the defense of any claim made against any shareholder
for any act or obligation of the fund and satisfy any judgment
thereon. Thus, the risk of a shareholder incurring financial loss on
account of shareholder liability is limited to circumstances in which
the fund itself would be unable to meet its obligations. FMR believes
that, in view of the above, the risk of personal liability to
shareholders is remote.
   THE FOLLOWING INFORMATION REPLACES THE "VOTING RIGHTS" SECTION
FOUND UNDER "DESCRIPTION OF THE TRUSTS" ON PAGE 153.    
VOTING RIGHTS. Each fund's capital consists of shares of beneficial
interest. As a shareholder, you receive one vote for each dollar value
of net asset value you own. The shares have no preemptive rights, and
Class A, Class T, Class C, Institutional Class, and Initial Class
shares have no conversion rights; the voting and dividend rights, the
conversion rights of Class B shares, the right of redemption, and the
privilege of exchange are described in the Prospectus. Shares are
fully paid and nonassessable, except as set forth under the heading
"Shareholder and Trustee Liability" above. Shareholders representing
10% or more of a trust, a fund, or class of a fund may, as set forth
in the Declaration of Trust, call meetings of a trust, fund or class,
as applicable, for any purpose related to the trust, fund, or class,
as the case may be, including, in the case of a meeting of an entire
trust, the purpose of voting on removal of one or more Trustees. Each
trust (except Fidelity Advisor Series II) or fund (except Balanced,
Government Investment, High Yield, Short Fixed-Income, and Strategic
Income) may be terminated upon the sale of its assets to another
open-end management investment company, or upon liquidation and
distribution of its assets, if approved by vote of the holders of a
majority of the trust or the fund, as determined by the current value
of each shareholder's investment in the funds or trusts.    Fidelity
Advisor Series II or any of its funds may be terminated upon sale of
its assets to, or merger with, another open-end management investment
company or series thereof, or upon liquidation and distribution of its
assets. Generally, the merger of the trust or a fund with another
entity or the sale of substantially all of the assets of the trust or
a fund to another entity requires the vote of a majority of the
outstanding shares of the trust or the fund, as determined by the
current value of each shareholder's investment in the fund or trust.
The Trustees of Fidelity Advisor Series II may, however, reorganize or
terminate the trust or any fund without prior shareholder approval.
    If not so terminated, each trust and fund will continue
indefinitely. Each fund (except Equity Income and Municipal Bond) may
invest all of their assets in another investment company.



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