SUPPLEMENT TO THE
FIDELITY TARGET TIMELINESM FUNDS
FIDELITY TARGET TIMELINE 1999, FIDELITY TARGET TIMELINE 2001, FIDELITY
TARGET TIMELINE 2003
SEPTEMBER 26, 1998
STATEMENT OF ADDITIONAL INFORMATION
THE FOLLOWING INFORMATION REPLACES THE "VOTING RIGHTS" SECTION
FOUND UNDER THE HEADING "DESCRIPTION OF THE TRUST" BEGINNING ON PAGE
27:
VOTING RIGHTS. Each fund's capital consists of shares of
beneficial interest. As a shareholder, you are entitled to one vote
for each dollar of net asset value that you own. The voting rights of
shareholders can be changed only by a shareholder vote. Shares may be
voted in the aggregate, by fund and by class.
The shares have no preemptive or conversion rights. Shares are
fully paid and nonassessable, except as set forth under the heading
"Shareholder Liability" above.
The trust or any fund may be terminated upon the sale of its assets
to another open-end management investment company, or upon liquidation
and distribution of its assets. The Trustees may, without shareholder
vote, liquidate each of Fidelity Target Timeline 1999, Fidelity Target
Timeline 2001, and Fidelity Target Timeline 2003 Funds after its
maturity date as set forth in the then effective registration
statement for the fund. In the event of the dissolution or liquidation
of the trust, shareholders of each fund are entitled to receive the
underlying assets of such fund available for distribution. In the
event of the dissolution or liquidation of the trust, shareholders of
the fund are entitled to receive the underlying assets of the fund
available f or distribution.
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND UNDER THE
HEADING "INVESTMENT LIMITATIONS OF TARGET TIMELINE 1999" IN THE
"INVESTMENT POLICIES AND LIMITATIONS" SECTION ON PAGE 2:
(iv) The fund may borrow money only (a) from a bank or from a
registered investment company or portfolio for which FMR or an
affiliate serves as investment adviser or (b) by engaging in reverse
repurchase agreements with any party (reverse repurchase agreements
are treated as borrowings for purposes of fundamental investment
limitation (2)).
(vi) The fund does not currently intend to lend assets other than
securities to other parties, except by (a) lending money (up to 15% of
the fund's net assets) to a registered investment company or portfolio
for which FMR or an affiliate serves as investment adviser or (b)
acquiring loans, loan participations, or other forms of direct debt
instruments and, in connection therewith, assuming any associated
unfunded commitments of the sellers. (This limitation does not apply
to purchases of debt securities or to repurchase agreements.)
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND UNDER THE
HEADING "INVESTMENT LIMITATIONS OF TARGET TIMELINE 2001" IN THE
"INVESTMENT POLICIES AND LIMITATIONS" SECTION ON PAGE 3:
(iv) The fund may borrow money only (a) from a bank or from a
registered investment company or portfolio for which FMR or an
affiliate serves as investment adviser or (b) by engaging in reverse
repurchase agreements with any party (reverse repurchase agreements
are treated as borrowings for purposes of fundamental investment
limitation (2)).
(vi) The fund does not currently intend to lend assets other than
securities to other parties, except by (a) lending money (up to 15% of
the fund's net assets) to a registered investment company or portfolio
for which FMR or an affiliate serves as investment adviser or (b)
acquiring loans, loan participations, or other forms of direct debt
instruments and, in connection therewith, assuming any associated
unfunded commitments of the sellers. (This limitation does not apply
to purchases of debt securities or to repurchase agreements.)
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND UNDER THE
HEADING "INVESTMENT LIMITATIONS OF TARGET TIMELINE 2003" IN THE
"INVESTMENT POLICIES AND LIMITATIONS" SECTION ON PAGE 4:
(iv) The fund may borrow money only (a) from a bank or from a
registered investment company or portfolio for which FMR or an
affiliate serves as investment adviser or (b) by engaging in reverse
repurchase agreements with any party (reverse repurchase agreements
are treated as borrowings for purposes of fundamental investment
limitation (2)).
(vi) The fund does not currently intend to lend assets other than
securities to other parties, except by (a) lending money (up to 15% of
the fund's net assets) to a registered investment company or portfolio
for which FMR or an affiliate serves as investment adviser or (b)
acquiring loans, loan participations, or other forms of direct debt
instruments and, in connection therewith, assuming any associated
unfunded commitments of the sellers. (This limitation does not apply
to purchases of debt securities or to repurchase agreements.)
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND IN THE
"TRUSTEES AND OFFICERS" SECTION BEGINNING ON PAGE 19:
EDWARD C. JOHNSON 3d (68), Trustee and President, is Chairman, Chief
Executive Officer and a Director of FMR Corp.; a Director and Chairman
of the Board and of the Executive Committee of FMR; Chairman and a
Director of Fidelity Investments Money Management, Inc. (1998),
Fidelity Management & Research (U.K.) Inc., and Fidelity Management &
Research (Far East) Inc. Abigail Johnson, Member of the Advisory Board
of Fidelity Boston Street Trust (1999), is Mr. Johnson's daughter.
STANLEY N. GRIFFITH (51), Assistant Vice President (1998), is
Assistant Vice President of Fidelity's Fixed-Income Funds (1998) and
an employee of FMR Corp.
THE FOLLOWING INFORMATION SUPPLEMENTS THE INFORMATION FOUND IN THE
"TRUSTEES AND OFFICERS" SECTION BEGINNING ON PAGE 19:
ABIGAIL P. JOHNSON (37), Member of the Advisory Board of Fidelity
Boston Street Trust (1999), is Vice President of certain Equity Funds
(1997), and is a Director of FMR Corp. (1994). Before assuming her
current responsibilities, Ms. Johnson managed a number of Fidelity
funds. Edward C. Johnson 3d, Trustee and President of the Funds, is
Ms. Johnson's father.
THOMAS J. SIMPSON (40), Assistant Treasurer (1996), is Assistant
Treasurer of Fidelity's Fixed-Income Funds (1998) and an employee of
FMR (1996). Prior to joining FMR, Mr. Simpson was Vice President and
Fund Controller of Liberty Investment Services (1987-1995).
THE FOLLOWING INFORMATION REPLACES THE INFORMATION FOUND UNDER THE
HEADING "COMPENSATION TABLE" IN THE "TRUSTEES AND OFFICERS" SECTION
BEGINNING ON PAGE 19:
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Trustees and Members of the Aggregate Compensation from Aggregate Compensation from Aggregate Compensation from
Advisory Board Target Timeline 1999B Target Timeline 2001B Target Timeline 2003B
Edward C. Johnson 3d** $ 0 $ 0 $ 0
Abigail P. Johnson** $ 0 $ 0 $ 0
J. Gary Burkhead** $ 0 $ 0 $ 0
Ralph F. Cox $ 5 $ 4 $ 6
Phyllis Burke Davis $ 5 $ 4 $ 6
Robert M. Gates*** $ 5 $ 4 $ 6
E. Bradley Jones $ 5 $ 4 $ 6
Donald J. Kirk $ 5 $ 4 $ 6
Peter S. Lynch** $ 0 $ 0 $ 0
William O. McCoy**** $ 5 $ 4 $ 6
Gerald C. McDonough $ 6 $ 5 $ 7
Marvin L. Mann $ 5 $ 4 $ 6
Robert C. Pozen** $ 0 $ 0 $ 0
Thomas R. Williams $ 5 $ 4 $ 6
</TABLE>
<TABLE>
<CAPTION>
<S> <C>
Trustees and Members of the Total Compensation from the
Advisory Board Fund Complex*,A
Edward C. Johnson 3d** $ 0
Abigail P. Johnson** $ 0
J. Gary Burkhead** $ 0
Ralph F. Cox $ 214,500
Phyllis Burke Davis $ 210,000
Robert M. Gates*** $ 176,000
E. Bradley Jones $ 211,500
Donald J. Kirk $ 211,500
Peter S. Lynch** $ 0
William O. McCoy**** $ 214,500
Gerald C. McDonough $ 264,500
Marvin L. Mann $ 214,500
Robert C. Pozen** $ 0
Thomas R. Williams $ 214,500
</TABLE>
* Information is for the calendar year ended December 31, 1997 for 230
funds in the complex.
** Interested Trustees of the funds, Ms. Johnson and Mr. Burkhead are
compensated by FMR.
*** Mr. Gates was elected to the Board of Trustees of Boston Street
Trust on July 16, 1997.
**** Mr. McCoy was elected to the Board of Trustees of Boston Street
Trust on July 16, 1997.
A Compensation figures include cash, amounts required to be deferred,
and may include amounts deferred at the election of Trustees. For the
calendar year ended December 31, 1997, the Trustees accrued required
deferred compensation from the funds as follows: Ralph F. Cox,
$75,000; Phyllis Burke Davis, $75,000; Robert M. Gates, $62,500; E.
Bradley Jones, $75,000; Donald J. Kirk, $75,000; William O. McCoy,
$75,000; Gerald C. McDonough, $87,500; Marvin L. Mann, $75,000; and
Thomas R. Williams, $75,000. Certain of the non-interested Trustees
elected voluntarily to defer a portion of their compensation as
follows: Ralph F. Cox, $53,699; Marvin L. Mann, $53,699; and Thomas R.
Williams, $62,462.
B Compensation figures include cash.
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND UNDER THE
HEADING "AUDITOR" IN THE "DESCRIPTION OF THE TRUST" SECTION ON PAGE
28:
AUDITOR. PricewaterhouseCoopers LLP, One Post Office Square, Boston,
Massachusetts served as independent accountant for each fund for the
most recent fiscal period. The auditor examined financial statements
for the funds and provided other audit, tax, and related services.
AUDITOR. Effective February 18, 1999, Deloitte & Touche LLP, 125
Summer Street, Boston, Massachusetts serves as independent accountant
for each fund for the next fiscal period. The auditor examines
financial statements for the funds and provides other audit, tax, and
related services.
