SUPPLEMENT TO THE
FIDELITY MICHIGAN MUNICIPAL MONEY MARKET FUND
A FUND OF FIDELITY MUNICIPAL TRUST II
SPARTAN(registered trademark) MICHIGAN MUNICIPAL INCOME FUND
A FUND OF FIDELITY MUNICIPAL TRUST
FEBRUARY 19, 1999
STATEMENT OF ADDITIONAL INFORMATION
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND UNDER
THE HEADING "INVESTMENT POLICIES AND LIMITIATIONS" ON PAGE 10.
SOURCES OF LIQUIDITY OR CREDIT SUPPORT. Issuers may employ
various forms of credit and liquidity enhancements, including letters
of credit, guarantees, puts, and demand features, and insurance
provided by domestic or foreign entities such as banks and other
financial institutions. FMR may rely on its evaluation of the credit
of the liquidity or credit enhancement provider in determining whether
to purchase a security supported by such enhancement. In evaluating
the credit of a foreign bank or other foreign entities, FMR will
consider whether adequate public information about the entity is
available and whether the entity may be subject to unfavorable
political or economic developments, currency controls, or other
government restrictions that might affect its ability to honor its
commitment. Changes in the credit quality of the entity providing the
enhancement could affect the value of the security or a fund's share
price.
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND UNDER THE
HEADING "TRUSTEES AND OFFICERS" ON PAGE 25.
*EDWARD C. JOHNSON 3d (68), Trustee and President, is Chairman, Chief
Executive Officer and a Director of FMR Corp.; a Director and Chairman
of the Board and of the Executive Committee of FMR; Chairman and a
Director of Fidelity Investments Money Management, Inc. (1998),
Fidelity Management & Research (U.K.) Inc., and Fidelity Management &
Research (Far East) Inc.; and a Director of FDC. Abigail Johnson,
Member of the Advisory Board of Fidelity Municipal Trust and Fidelity
Municipal Trust II, is Mr. Johnson's daughter.
THE FOLLOWING INFORMATION SUPPLEMENTS THE INFORMATION FOUND UNDER THE
HEADING "TRUSTEES AND OFFICERS" ON PAGE 25.
ABIGAIL P. JOHNSON (37), Member of the Advisory Board of Fidelity
Municipal Trust and Fidelity Municipal Trust II (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.
THE FOLLOWING INFORMATION REPLACES THE "COMPENSATION TABLE" FOUND IN
THE "TRUSTEES AND OFFICERS" SECTION BEGINNING ON PAGE 25.
The following table sets forth information describing the compensation
of each Trustee and Member of the Advisory Board of each fund for his
or her services for the fiscal year ended December 31, 1998.
<TABLE>
<CAPTION>
<S> <C> <C> <C>
COMPENSATION TABLE
Trustees and Members of the Aggregate Compensation from Aggregate Compensation from Total Compensation from the
Advisory Board Fidelity Michigan Municipal Spartan Michigan Municipal Fund Complex*,A
Money MarketB IncomeB
Edward C. Johnson 3d** $ 0 $ 0 $ 0
Abigail P. Johnson** $ 0 $ 0 $ 0
J. Gary Burkhead** $ 0 $ 0 $ 0
Ralph F. Cox $ 111 $ 166 $ 223,500
Phyllis Burke Davis $ 109 $ 164 $ 220,500
Robert M. Gates $ 111 $ 166 $ 223,500
E. Bradley Jones $ 110 $ 165 $ 222,000
Donald J. Kirk $ 112 $ 168 $ 226,500
Peter S. Lynch** $ 0 $ 0 $ 0
William O. McCoy $ 111 $ 166 $ 223,500
Gerald C. McDonough $ 136 $ 203 $ 273,500
Marvin L. Mann $ 109 $ 164 $ 220,500
Robert C. Pozen** $ 0 $ 0 $ 0
Thomas R. Williams $ 111 $ 166 $ 223,500
</TABLE>
* Information is for the calendar year ended December 31, 1998 for 237
funds in the complex.
** Interested Trustees of the funds, Ms. Johnson and Mr. Burkhead are
compensated by FMR.
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, 1998, the Trustees accrued required
deferred compensation from the funds as follows: Ralph F. Cox,
$75,000; Phyllis Burke Davis, $75,000; Robert M. Gates, $75,000; 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, $55,039; Marvin L. Mann, $55,039; Thomas R.
Williams, $63,433; and William O. McCoy, $55,039.
B Compensation figures include cash.
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND IN THE
FIRST PARAGRAPH IN THE "TRANSFER AND SERVICE AGENT AGREEMENTS" SECTION
ON PAGE 31.
Each fund has entered into a transfer agent agreement with Citibank,
N.A., which is located at 111 Wall Street, New York, New York. Under
the terms of the agreements, Citibank, N.A. provides transfer agency,
dividend disbursing, and shareholder services for each fund. Citibank,
N.A. in turn has entered into sub-transfer agent agreements with
Fidelity Service Company, Inc. (FSC), an affiliate of FMR. Under the
terms of the sub-agreements, FSC performs all processing activities
associated with providing these services for each fund and receives
all related transfer agency fees paid to Citibank, N.A.
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND IN THE
FOURTH PARAGRAPH IN THE "TRANSFER AND SERVICE AGENT AGREEMENTS"
SECTION ON PAGE 31.
In addition, Citibank, N.A. receives the pro rata portion of the
transfer agency fees applicable to shareholder accounts in a qualified
state tuition program (QSTP), as defined under the Small Business Job
Protection Act of 1996, managed by FMR or an affiliate and each
Fidelity Freedom Fund, a fund of funds managed by an FMR affiliate,
according to the percentage of the QSTP's or Freedom Fund's assets
that is invested in a fund.
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND IN THE
SIXTH PARAGRAPH IN THE "TRANSFER AND SERVICE AGENT AGREEMENTS" SECTION
ON PAGE 31.
Each fund has also entered into a service agent agreement with
Citibank, N.A. Under the terms of the agreements, Citibank, N.A.
provides pricing and bookkeeping services for each fund. Citibank,
N.A. in turn has entered into sub-service agent agreements with FSC.
Under the terms of the sub-agreements, FSC performs all processing
activities associated with providing these services, including
calculating the NAV and dividends for each fund and maintaining each
fund's portfolio and general accounting records, and receives all
related pricing and bookkeeping fees paid to Citibank, N.A.
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND IN THE
"DESCRIPTION OF THE TRUSTS" SECTION BEGINNING ON PAGE 32.
CUSTODIAN. Citibank, N.A., 111 Wall Street, New York, New York, is
custodian of the assets of the funds. The custodian is responsible for
the safekeeping of a fund's assets and the appointment of any
subcustodian banks and clearing agencies.
SUPPLEMENT TO THE
FIDELITY OHIO MUNICIPAL MONEY MARKET FUND
A FUND OF FIDELITY MUNICIPAL TRUST II
SPARTAN(registered trademark) OHIO MUNICIPAL INCOME FUND
A FUND OF FIDELITY MUNICIPAL TRUST
FEBRUARY 19, 1999
STATEMENT OF ADDITIONAL INFORMATION
THE FOLLOWING NON-FUNDAMENTAL LIMITATION REPLACES NON-FUNDAMENTAL
INVESTMENT LIMITATION (II) FOUND IN THE "INVESTMENT LIMITATIONS OF
FIDELITY OHIO MUNICIPAL MONEY MARKET FUND" SECTION ON PAGE 2.
(ii) The fund may borrow money only (a) from a bank or from a
registered investment company or portfolio for which FMR or an
affiliate serves as investment adviser or (b) by engaging in reverse
repurchase agreements with any party (reverse repurchase agreements
are treated as borrowings for purposes of fundamental investment
limitation (5)).
THE FOLLOWING NON-FUNDAMENTAL LIMITATION REPLACES NON-FUNDAMENTAL
INVESTMENT LIMITATION (IV) FOUND IN THE "INVESTMENT LIMITATIONS OF
SPARTAN OHIO MUNICIPAL INCOME FUND" SECTION BEGINNING ON PAGE 3.
(ii) The fund may borrow money only (a) from a bank or from a
registered investment company or portfolio for which FMR or an
affiliate serves as investment adviser or (b) by engaging in reverse
repurchase agreements with any party (reverse repurchase agreements
are treated as borrowings for purposes of fundamental investment
limitation (2)).
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION IN
THE"INVESTMENT POLICIES AND LIMITATIONS" SECTION ON PAGE 9.
SOURCES OF LIQUIDITY OR CREDIT SUPPORT. Issuers may employ
various forms of credit and liquidity enhancements, including letters
of credit, guarantees, puts, and demand features, and insurance
provided by domestic or foreign entities such as banks and other
financial institutions. FMR may rely on its evaluation of the credit
of the liquidity or credit enhancement provider in determining whether
to purchase a security supported by such enhancement. In evaluating
the credit of a foreign bank or other foreign entities, FMR will
consider whether adequate public information about the entity is
available and whether the entity may be subject to unfavorable
political or economic developments, currency controls, or other
government restrictions that might affect its ability to honor its
commitment. Changes in the credit quality of the entity providing the
enhancement could affect the value of the security or a fund's share
price.
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND IN THE
"PERFORMANCE" SECTION ON PAGE 20.
The tax equivalent yields for each fund are based on a combined
effective federal and state income tax rate of 40.35% and reflects
that, as of December 31, 1998, 0.23% of Ohio Municipal Money Market's
income and 0.00% of Spartan Ohio Municipal Income's income was subject
to state taxes. Note that each fund may invest in securities whose
income is subject to the federal alternative minimum tax.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
Average Annual Returns
Seven-Day Yield Tax- Equivalent Yield One Year Five Years Life of Fund*
OH Municipal Money Market 3.22% 5.40% 3.09% 3.09% 3.52%
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Cumulative Returns
One Year Five Years Life of Fund*
OH Municipal Money Market 3.09% 16.42% 38.13%
</TABLE>
* From August 29, 1989 (commencement of operations).
Note: If FMR had not reimbursed certain fund expenses during these
periods, the fund's return would have been lower.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
Average Annual Returns
Thirty-Day Yield Tax- Equivalent Yield One Year Five Years Ten Years
Spartan OH Municipal Income 3.98% 6.67% 5.79% 5.68% 7.83%
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Cumulative Returns
One Year Five Years Ten Years
Spartan OH Municipal Income 5.79% 31.81% 112.43%
</TABLE>
Note: If FMR had not reimbursed certain fund expenses during these
periods, the fund's return would have been lower.
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND IN THE
"TRUSTEES AND OFFICERS" SECTION ON PAGE 24.
*EDWARD C. JOHNSON 3d (68), Trustee and President, is Chairman,
Chief Executive Officer and a Director of FMR Corp.; a Director and
Chairman of the Board and of the Executive Committee of FMR; Chairman
and a Director of Fidelity Investments Money Management, Inc. (1998),
Fidelity Management & Research (U.K.) Inc., and Fidelity Management &
Research (Far East) Inc.; and a Director of FDC. Abigail Johnson,
Member of the Advisory Board of Fidelity Municipal Trust and Fidelity
Municipal Trust II, is Mr. Johnson's daughter.
THE FOLLOWING INFORMATION SUPPLEMENTS THE INFORMATION FOUND IN THE
"TRUSTEES AND OFFICERS" SECTION ON PAGE 24.
ABIGAIL P. JOHNSON (37), Member of the Advisory Board of Fidelity
Municipal Trust and Fidelity Municipal Trust II (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.
THE FOLLOWING INFORMATION REPLACES THE COMPENSATION TABLE FOUND IN
THE "TRUSTEES AND OFFICERS" ON PAGE 27.
The following table sets forth information describing the
compensation of each Trustee and Member of the Advisory Board of each
fund for his or her services for the fiscal year ended December 31,
1998.
<TABLE>
<CAPTION>
<S> <C> <C> <C>
COMPENSATION TABLE
Trustees and Members of the Aggregate Compensation from Aggregate Compensation from Total Compensation from the
Advisory Board OH Muni Money MarketB Spartan OH Muni IncomeB Fund Complex*,A
Edward C. Johnson 3d** $ 0 $ 0 $ 0
Abigail P. Johnson** $ 0 $ 0 $ 0
J. Gary Burkhead** $ 0 $ 0 $ 0
Ralph F. Cox $ 133 $ 140 $ 223,500
Phyllis Burke Davis $ 132 $ 138 $ 220,500
Robert M. Gates $ 133 $ 140 $ 223,500
E. Bradley Jones $ 132 $ 139 $ 222,000
Donald J. Kirk $ 135 $ 142 $ 226,500
Peter S. Lynch** $ 0 $ 0 $ 0
William O. McCoy $ 133 $ 140 $ 223,500
Gerald C. McDonough $ 163 $ 171 $ 273,500
Marvin L. Mann $ 131 $ 138 $ 220,500
Robert C. Pozen** $ 0 $ 0 $ 0
Thomas R. Williams $ 133 $ 140 $ 223,500
</TABLE>
* Information is for the calendar year ended December 31, 1998 for
237 funds in the complex.
** Interested Trustees of the funds, Ms. Johnson and Mr. Burkhead
are compensated by FMR.
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, 1998, the Trustees
accrued required deferred compensation from the funds as follows:
Ralph F. Cox, $75,000; Phyllis Burke Davis, $75,000; Robert M. Gates,
$75,000; 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, $55,039; Marvin L. Mann,
$55,039; Thomas R. Williams, $63,433; and William O. McCoy,
$55,039.
B Compensation figures include cash.
THE FOLLOWING INFORMATION REPLACES THE FIRST PARAGRAPH IN THE"TRANSFER
AND SERVICE AGENT AGREEMENTS" SECTION ON PAGE 31.
Each fund has entered into a transfer agent agreement with Citibank,
N.A., which is located at 111 Wall Street, New York, New York. Under
the terms of the agreements, Citibank, N.A. provides transfer agency,
dividend disbursing, and shareholder services for each fund. Citibank,
N.A. in turn has entered into sub-transfer agent agreements with FSC,
an affiliate of FMR. Under the terms of the sub-agreements, FSC
performs all processing activities associated with providing these
services for each fund and receives all related transfer agency fees
paid to Citibank, N.A.
THE FOLLOWING INFORMATION REPLACES THE FOURTH PARAGRAPH IN
THE"TRANSFER AND SERVICE AGENT AGREEMENTS" SECTION ON PAGE 31.
In addition, Citibank, N.A. receives the pro rata portion of the
transfer agency fees applicable to shareholder accounts in a qualified
state tuition program (QSTP), as defined under the Small Business Job
Protection Act of 1996, managed by FMR or an affiliate and each
Fidelity Freedom Fund, a fund of funds managed by an FMR affiliate,
according to the percentage of the QSTP's or Freedom Fund's assets
that is invested in a fund.
THE FOLLOWING INFORMATION REPLACES THE SIXTH PARAGRAPH IN THE"TRANSFER
AND SERVICE AGENT AGREEMENTS" SECTION ON PAGE 31.
Each fund has also entered into a service agent agreement with
Citibank, N.A. Under the terms of the agreements, Citibank, N.A.
provides pricing and bookkeeping services for each fund. Citibank,
N.A. in turn has entered into sub-service agent agreements with FSC.
Under the terms of the sub-agreements, FSC performs all processing
activities associated with providing these services, including
calculating the NAV and dividends for each fund and maintaining each
fund's portfolio and general accounting records, and receives all
related pricing and bookkeeping fees paid to Citibank, N.A.
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND IN THE
"DESCRIPTION OF THE TRUSTS" SECTION ON PAGE 33.
CUSTODIAN. Citibank, N.A., 111 Wall Street, New York, New York, is
custodian of the assets of the funds. The custodian is responsible for
the safekeeping of a fund's assets and the appointment of any
subcustodian banks and clearing agencies.
SUPPLEMENT TO THE
SPARTAN(registered trademark) PENNSYLVANIA MUNICIPAL
MONEY MARKET FUND
AND
SPARTAN(registered trademark) PENNSYLVANIA MUNICIPAL INCOME FUND
FEBRUARY 19, 1999
STATEMENT OF ADDITIONAL INFORMATION
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND IN THE
"INVESTMENT POLICIES AND LIMITATIONS" SECTION FOR SPARTAN PENNSYLVANIA
MUNICIPAL MONEY MARKET FUND BEGINNING ON PAGE 2.
(ii) The fund may borrow money only (a) from a bank or from a
registered investment company or portfolio for which FMR or an
affiliate serves as investment adviser or (b) by engaging in reverse
repurchase agreements with any party (reverse repurchase agreements
are treated as borrowings for purposes of fundamental investment
limitation (5)).
THE FOLLOWING INFORMATION SUPPLEMENTS THE INFORMATION FOUND IN THE
"INVESTMENT POLICIES AND LIMITATIONS" SECTION FOR SPARTAN PENNSYLVANIA
MUNICIPAL MONEY MARKET FUND ON PAGE 3.
For purposes of investing at least 65% of the fund's total assets
in municipal securities whose interest is exempt from Pennsylvania
personal income tax, FMR interprets "total assets" to exclude
collateral received for securities lending transactions.
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND IN THE
"INVESTMENT POLICIES AND LIMITATIONS" SECTION FOR SPARTAN PENNSYLVANIA
MUNICIPAL INCOME FUND 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)).
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND IN THE
"INVESTMENT POLICIES AND LIMITATIONS" SECTION ON PAGE 9.
SOURCES OF CREDIT OR LIQUIDITY SUPPORT. Issuers may employ
various forms of credit and liquidity enhancements, including letters
of credit, guarantees, puts, and demand features, and insurance
provided by domestic or foreign entities such as banks and other
financial institutions. FMR may rely on its evaluation of the credit
of the liquidity or credit enhancement provider in determining whether
to purchase a security supported by such enhancement. In evaluating
the credit of a foreign bank or other foreign entities, FMR will
consider whether adequate public information about the entity is
available and whether the entity may be subject to unfavorable
political or economic developments, currency controls, or other
government restrictions that might affect its ability to honor its
commitment. Changes in the credit quality of the entity providing the
enhancement could affect the value of the security or a fund's share
price.
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND IN THE
"TRUSTEES AND OFFICERS" SECTION ON PAGE 25.
*EDWARD C. JOHNSON 3d (68), Trustee and President, is Chairman,
Chief Executive Officer and a Director of FMR Corp.; a Director and
Chairman of the Board and of the Executive Committee of FMR; Chairman
and a Director of Fidelity Investments Money Management, Inc. (1998),
Fidelity Management & Research (U.K.) Inc., and Fidelity Management &
Research (Far East) Inc.; and a Director of FDC. Abigail Johnson,
Member of the Advisory Board of Fidelity Municipal Trust and Fidelity
Municipal Trust II, is Mr. Johnson's daughter.
THE FOLLOWING INFORMATION SUPPLEMENTS THE INFORMATION FOUND IN THE
"TRUSTEES AND OFFICERS" SECTION ON PAGE 25.
ABIGAIL P. JOHNSON (37), Member of the Advisory Board of Fidelity
Municipal Trust and Fidelity Municipal Trust II (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.
THE FOLLOWING INFORMATION REPLACES THE "COMPENSATION TABLE" FOUND
IN THE "TRUSTEES AND OFFICERS" SECTION ON PAGE 28.
The following table sets forth information describing the
compensation of each Trustee and Member of the Advisory Board of each
fund for his or her services for the fiscal year ended December 31,
1998.
<TABLE>
<CAPTION>
<S> <C> <C> <C>
COMPENSATION TABLE
Trustees and Members of the Aggregate Compensation from Aggregate Compensation from Total Compensation from the
Advisory Board Spartan Pennsylvania Spartan Pennsylvania Fund Complex*,A
Municipal Money MarketB Municipal IncomeB
Edward C. Johnson 3d** $ 0 $ 0 $ 0
Abigail P. Johnson** $ 0 $ 0 $ 0
J. Gary Burkhead** $ 0 $ 0 $ 0
Ralph F. Cox $ 79 $ 95 $ 223,500
Phyllis Burke Davis $ 78 $ 94 $ 220,500
Robert M. Gates $ 79 $ 95 $ 223,500
E. Bradley Jones $ 78 $ 95 $ 222,000
Donald J. Kirk $ 80 $ 96 $ 226,500
Peter S. Lynch** $ 0 $ 0 $ 0
William O. McCoy $ 79 $ 95 $ 223,500
Gerald C. McDonough $ 96 $ 116 $ 273,500
Marvin L. Mann $ 78 $ 94 $ 220,500
Robert C. Pozen** $ 0 $ 0 $ 0
Thomas R. Williams $ 79 $ 95 $ 223,500
</TABLE>
* Information is for the calendar year ended December 31, 1998 for
237 funds in the complex.
** Interested Trustees of the funds, Ms. Johnson, and Mr. Burkhead
are compensated by FMR.
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, 1998, the Trustees
accrued required deferred compensation from the funds as follows:
Ralph F. Cox, $75,000; Phyllis Burke Davis, $75,000; Robert M. Gates,
$75,000; 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, $55,039; Marvin L. Mann,
$55,039; Thomas R. Williams, $63,433; and William O. McCoy,
$55,039.
B Compensation figures include cash.
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND IN THE
"TRANSFER AND SERVICE AGENT AGREEMENTS" SECTION ON PAGE 32.
Each fund has entered into a transfer agent agreement with Citibank,
N.A., which is located at 111 Wall Street, New York, New York. Under
the terms of the agreements, Citibank, N.A. provides transfer agency,
dividend disbursing, and shareholder services for each fund. Citibank,
N.A. in turn has entered into sub-transfer agent agreements with FSC,
an affiliate of FMR. Under the terms of the sub-agreements, FSC
performs all processing activities associated with providing these
services for each fund and receives all related transfer agency fees
paid to Citibank, N.A.
In addition, Citibank, N.A. receives the pro rata portion of the
transfer agency fees applicable to shareholder accounts in a qualified
state tuition program (QSTP), as defined under the Small Business Job
Protection Act of 1996, managed by FMR or an affiliate and each
Fidelity Freedom Fund, a fund of funds managed by an FMR affiliate,
according to the percentage of the QSTP's or Freedom Fund's assets
that is invested in a fund.
Each fund has also entered into a service agreement with Citibank,
N.A. Under the terms of the agreements, Citibank, N.A. provides
pricing and bookkeeping services for each fund. Citibank, N.A. in turn
has entered into sub-service agent agreements with FSC. Under the
terms of the sub-agreements, FSC performs all processing activities
associated with providing these services, including calculating the
NAV and dividends for each fund and maintaining each fund's portfolio
and general accounting records, and receives all related pricing and
bookkeeping fees paid to Citibank, N.A.
THE FOLLOWING INFORMATION REPLACES SIMILAR INFORMATION FOUND IN THE
"DESCRIPTION OF THE TRUSTS" SECTION ON PAGE 34.
CUSTODIAN. Citibank, N.A., 111 Wall Street, New York, New York, is
custodian of the assets of the funds. The custodian is responsible for
the safekeeping of a fund's assets and the appointment of any
subcustodian banks and clearing agencies.
