FIDELITY HEREFORD STREET TRUST
485APOS, 1994-03-31
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT (NO. 33-52577)
               UNDER THE SECURITIES ACT OF 1933        [  ]   
 
                                                              
 
               Pre-Effective Amendment No.             [  ]   
 
                                                              
 
               Post-Effective Amendment No.  1         [x]    
 
and
REGISTRATION STATEMENT UNDER THE INVESTMENT
               COMPANY ACT OF 1940   [x]   
 
               Amendment No.  1          
 
Fidelity Hereford Street Trust   
(Exact Name of Registrant as Specified in Charter)
82 Devonshire St., Boston, MA   02109  
(Address of Principal Executive Offices)
Registrant's Telephone Number  (617) 570-7000  
Arthur S. Loring, Secretary
82 Devonshire Street,
Boston, Massachusetts 02109  
(Name and Address of Agent for Service)
It is proposed that this filing will become effective
 (  ) Immediately upon filing pursuant to paragraph (b)
 (  ) On             , 1994 pursuant to paragraph (b) of Rule 485
 (  ) 60 days after filing pursuant to paragraph (a) of Rule 485
 (x) On June 17, 1994 pursuant to paragraph (a) of Rule 485
Registrant has filed a declaration pursuant to Rule 24f-2 under the
Investment Company Act of 1940 and intends to file the notice required by
such Rule before June 30, 1994.  Registrant is succeeding to the
Registration Statement on Form N-1A of Fidelity Summer Street Trust (File
No. 2-58542) ("Predecessor Trust"), insofar as such Registration Statement
relates to Spartan U.S. Government Money Market Fund and Spartan Money
Market Fund of the Predecessor Trust.  The Predecessor Trust has registered
an indefinite number of shares of its Spartan U.S. Government Money Market
Fund and Spartan Money Market Fund under the Securities Act of 1933
pursuant to Rule 24f-2 under the Investment Company Act of 1940.  A Rule
24f-2 Notice for the fiscal year ended April 30, 1993 was filed by the
Predecessor Trust with the Commission on June 17, 1993.
SPARTAN MONEY MARKET FUND
SPARTAN U. S. GOVERNMENT MONEY MARKET FUND
CROSS REFERENCE SHEET
FORM N-1A
ITEM NUMBER PROSPECTUS SECTION
 
<TABLE>
<CAPTION>
<S>                                     <C>                                                   
1...................................    Cover Page                                            
...                                                                                           
 
2a..................................    Expenses                                              
..                                                                                            
 
  b,                                    Contents; The Fund at a Glance; Who May Want to       
c................................       Invest                                                
 
3a..................................    Financial History                                     
..                                                                                            
 
                                        *                                                     
b...................................                                                          
.                                                                                             
 
                                        Performance                                           
c....................................                                                         
 
4a                                      Charter                                               
i.................................                                                            
 
                                        The Funds at a Glance; Investment Principles;         
ii...............................       Securities & Investment Practices                 
 
                                        Securities & Investment Practices                 
b..................................                                                           
 
                                        Who May Want to Invest; Investment Principles;        
c....................................   Securities & Investment Practices                 
 
5a..................................    Charter                                               
..                                                                                            
 
b                                       Doing Business with Fidelity; Charter                 
(i)................................                                                           
 
   (ii)..............................   Charter; Breakdown of Expenses                        
 
  (iii)...........................      Expenses; Breakdown of Expenses                       
 
  c,                                    Charter; Breakdown of Expenses, Cover Page            
d................................                                                             
 
                                        Expenses; Breakdown of Expenses                       
e....................................                                                         
 
                                        Charter                                               
f....................................                                                         
 
                                        Expenses                                              
g...................................                                                          
.                                                                                             
 
                                                                                              
5A.................................     Performance                                           
..                                                                                            
 
6a                                      Charter                                               
i.................................                                                            
 
                                        How to Buy Shares; How to Sell Shares; Transaction    
ii................................      Details; Exchange Restrictions                        
 
                                        *                                                     
iii...............................                                                            
 
                                        *                                                     
b...................................                                                          
.                                                                                             
 
                                        Exchange Restrictions                                 
c....................................                                                         
 
                                        *                                                     
d...................................                                                          
.                                                                                             
 
                                        Doing Business with Fidelity; How to Buy Shares;      
e....................................   How to Sell Shares; Investor Services                 
 
f,g.................................    Dividends, Capital Gains, and Taxes                   
..                                                                                            
 
7a..................................    Cover Page; Charter                                   
..                                                                                            
 
                                        How to Buy Shares; Transaction Details                
b...................................                                                          
.                                                                                             
 
                                        *                                                     
c....................................                                                         
 
                                        How to Buy Shares                                     
d...................................                                                          
.                                                                                             
 
                                        *                                                     
e....................................                                                         
 
  f ................................    Breakdown of Expenses                                 
 
8...................................    How to Sell Shares; Investor Services; Transaction    
...                                     Details; Exchange Restrictions                        
 
9...................................    *                                                     
...                                                                                           
 
</TABLE>
 
*  Not Applicable
SPARTAN MONEY MARKET FUND
SPARTAN U.S. GOVERNMENT MONEY MARKET FUND
CROSS REFERENCE SHEET
(continued)
FORM N-1A
ITEM NUMBER  STATEMENT OF ADDITIONAL INFORMATION SECTION
 
<TABLE>
<CAPTION>
<S>                                    <C>                                                
10, 11..........................       Cover Page                                         
 
12..................................   *                                                  
..                                                                                        
 
13a -                                  Investment Policies and Limitations                
c............................                                                             
 
                                       *                                                  
d..................................                                                       
 
14a -                                  Trustees and Officers                              
c............................                                                             
 
15a,                                   *                                                  
b..............................                                                           
 
                                       Trustees and Officers                              
c..................................                                                       
 
16a                                    FMR                                                
i................................                                                         
 
                                       Trustees and Officers                              
ii..............................                                                          
 
                                       Management Contracts                               
iii.............................                                                          
 
                                       Management Contracts                               
b.................................                                                        
 
     c,                                Contracts with Companies Affiliated with FMR       
d.............................                                                            
 
     e ...........................     *                                                  
 
     f...........................      Distribution and Service Plans                     
 
     g...........................      *                                                  
 
                                       Description of the Trust                           
h.................................                                                        
 
                                       Contracts with Companies Affiliated with FMR       
i.................................                                                        
 
17a............................        Portfolio Transactions                             
 
    b..............................    *                                                  
 
    c..............................    Portfolio Transactions                             
 
                                       *                                                  
d,e..............................                                                         
 
18a................................    Description of the Trust                           
..                                                                                        
 
                                       *                                                  
b.................................                                                        
 
19a................................    Additional Purchase and Redemption Information     
..                                                                                        
 
                                       Additional Purchase and Redemption Information;    
b..................................    Valuation of Portfolio Securities                  
 
                                       *                                                  
c..................................                                                       
 
20..................................   Distributions and Taxes                            
..                                                                                        
 
21a,                                   Contracts with Companies Affiliated with FMR       
b..............................                                                           
 
                                       *                                                  
c.................................                                                        
 
22..................................   Performance                                        
..                                                                                        
 
23..................................   Financial Statements                               
..                                                                                        
 
</TABLE>
 
* Not Applicable
Please read this prospectus before investing, and keep it on file for
future reference. It contains important information, including how each
fund invests and the services available to shareholders.
A Statement of Additional Information dated June __, 1994 has been filed
with the Securities and Exchange Commission, and is incorporated herein by
reference (is legally considered a part of this prospectus). The Statement
of Additional Information is available free upon request by calling
Fidelity at 1-800-544-8888.
Investments in the funds are neither insured nor guaranteed by the U.S.
government, and there can be no assurance that a fund will maintain a
stable $1.00 share price.
   Mutual fund shares are not deposits or obligations of, or guaranteed by,
any depository institution.  Shares are not insured by the FDIC, the
Federal Reserve Board, or any other agency, and are subject to investment
risk, including the possible loss of principal.    
   SPARTAN(Registered trademark)
U.S. GOVERNMENT
MONEY MARKET
FUND
AND
SPARTAN(Registered trademark)
MONEY MARK    ET
FUND
 
 
These funds seek high current income while maintaining a stable $1.00 share
price by investing in short-term money market securities.     Spartan U.S.
Government Money Market     invests    mainly in U.S. government or related
instruments.        Spartan Money Market invests in a broad range of money
market securities.      
PROSPECTUS
JUNE __, 1994(FIDELITY_LOGO_GRAPHIC) 82 DEVONSHIRE STREET, BOSTON, MA 02109
LIKE ALL MUTUAL 
FUNDS, THESE 
SECURITIES HAVE NOT 
BEEN APPROVED OR 
DISAPPROVED BY THE 
SECURITIES AND 
EXCHANGE 
COMMISSION OR ANY 
STATE SECURITIES 
COMMISSION, NOR HAS 
THE SECURITIES AND 
EXCHANGE 
COMMISSION OR ANY 
STATE SECURITIES 
COMMISSION PASSED 
UPON THE  ACCURACy 
OR ADEQUACY OF THIS 
PROSPECTUS. ANY 
REPRESENTATION TO 
THE CONTRARY IS A 
CRIMINAL OFFENSE.
SPM/SPU-pro-69
4
CONTENTS
 
 
 
KEY FACTS                   THE FUNDS AT A GLANCE                 
 
                            WHO MAY WANT TO INVEST                
 
                            EXPENSES Each fund's yearly           
                            operating expenses.                   
 
                            FINANCIAL HIGHLIGHTS A summary        
                            of each fund's financial data.        
 
                            PERFORMANCE How each fund has         
                            done over time.                       
 
THE FUNDS IN DETAIL         CHARTER How each fund is              
                            organized.                            
 
                            INVESTMENT PRINCIPLES AND RISKS       
                            Each fund's overall approach to       
                            investing.                            
 
                            BREAKDOWN OF EXPENSES How             
                            operating costs are calculated and    
                            what they include.                    
 
YOUR ACCOUNT                DOING BUSINESS WITH FIDELITY          
 
                            TYPES OF ACCOUNTS Different           
                            ways to set up your account,          
                            including tax-sheltered retirement    
                            plans.                                
 
                            HOW TO BUY SHARES Opening an          
                            account and making additional         
                            investments.                          
 
                            HOW TO SELL SHARES Taking money       
                            out and closing your account.         
 
                            INVESTOR SERVICES  Services to        
                            help you manage your account.         
 
SHAREHOLDER AND             DIVIDENDS, CAPITAL GAINS, AND         
ACCOUNT POLICIES            TAXES                                 
 
                            TRANSACTION DETAILS Share price       
                            calculations and the timing of        
                            purchases and redemptions.            
 
                            EXCHANGE RESTRICTIONS                 
 
<r>KEY FACTS</r>
 
 
THE FUNDS AT A GLANCE
   GOAL:     Income and    while maintaining a stable share price    .  As
with any mutual fund, there is no assurance that    a     fund will achieve
its goal.
MANAGEMENT: Fidelity Management & Research Company (FMR) is the
management arm of Fidelity Investments, which was established in 1946 and
is now America's largest mutual fund manager. FMR Texas Inc. (FTX), a
subsidiary of FMR, chooses investments for the funds.
Although the funds share the same goal and the same management, they follow
different strategies and have different histories.
       SPARTAN U.S. GOVERNMENT MONEY MARKET       
   STRATEGY: Invests in high-quality, short-term instruments issued or
guaranteed by the U.S. government or government agencies.    
SIZE: As of April 30, 1994, the fund had over $__ [m/b]illion in assets. 
SPARTAN MONEY MARKET
STRATEGY: Invests in    high-quality, short-term     instruments of all
types.
SIZE: As of April 30, 1994, the fund had over $__ [m/b]illion in assets. 
WHO MAY WANT TO INVEST
Either fund may be appropriate for investors who would like to earn income
at current money market rates while preserving the value of their
investment. The rate of income will vary from day to day, generally
reflecting short-term interest rates. 
Each fund is managed to keep its share price stable at $1.00 Spartan U.S.
Government Money    Market offers a    n added measure of safety with its
focus on U.S. government securities.
   By themselves, t    hese funds do not constitute a balanced investment
plan. However, because they emphasize stability, they could be well-suited
for a portion of your savings. Both funds offer checkwriting to give you
easy access to your money.
The Spartan family of funds is designed for cost-conscious investors
looking for higher yields through lower costs. The Spartan
Approach(Registered trademark) requires investors to make high minimum
investments and, in some cases, to pay for individual transactions.
 
THE SPECTRUM OF 
FIDELITY FUNDS 
Broad categories of Fidelity 
funds are presented here in 
order of ascending risk. 
Generally, investors seeking 
to maximize return must 
assume greater risk. The 
funds in this prospectus are 
in the MONEY MARKET 
category. 
(arrow) MONEY MARKET Seeks 
income and stability by 
investing in high-quality, 
short-term investments.
(bullet) INCOME Seeks income by 
investing in bonds. 
(bullet) GROWTH AND INCOME 
Seeks long-term growth and 
income by investing in stocks 
and bonds.
(bullet) GROWTH Seeks long-term 
growth by investing mainly in 
stocks. 
(checkmark)
EXPENSES 
SHAREHOLDER TRANSACTION EXPENSES are charges you pay when you buy or sell
shares of a fund. See page  for more information. 
Maximum sales charge on purchases and 
reinvested dividends None
Deferred sales charge on redemptions None
Exchange and wire transaction fees $5.00
Checkwriting fee, per check written $2.00
Account closeout fee $5.00
THESE FEES ARE WAIVED if your account balance at the time of the
transaction is $50,000 or more. 
ANNUAL FUND OPERATING EXPENSES are paid out of each fund's assets. Each
fund pays a management fee to FMR. Expenses are factored into each fund's
share price or dividends and are not charged directly to shareholder
accounts (see page ). 
The following are projections based on historical expenses, and are
calculated as a percentage of average net assets.
SPARTAN U.S. GOVERNMENT MONEY MARKET
Management fee    0.45    %
12b-1 fee None
Other expenses        %
Total fund operating expenses ___%
       SPARTAN MONEY MARKET       
   Management fee (after reimbursement) 0.45%
12b-1 fee None
Other expenses       %
Total fund operating expenses ___%    
EXAMPLES: Let's say, hypothetically, that each fund's annual return is 5%
and that its operating expenses are exactly as just described. For every
$1,000 you invested, here's how much you would pay in total expenses after
the number of years indicated, first assuming that you leave your account
open, and then assuming that you close your account at the end of the
period: 
       SPARTAN U.S. GOVERNMENT MONEY MARKET        
    Account open Account closed     
    After 1 year $  $ 
 After 3 years $  $ 
 After 5 years $  $ 
 After 10 years $  $     
SPARTAN MONEY MARKET
 Account open Account closed 
 After 1 year $     $    
 After 3 years $     $    
 After 5 years $     $    
 After 10 years $     $    
These examples illustrate the effect of expenses, but are not meant to
suggest actual or expected costs or returns, all of which may vary.
FMR has voluntarily agreed to temporarily limit    Spartan Money Market
Fund's     operating expenses to    .37%     of average net assets. If this
agreement were not in effect, the management fee, other expenses, and total
operating expenses would be .45   %    ,    .00    %, and .45   %    ,
respectively. Expenses eligible for reimbursement do not include interest,
taxes, brokerage commissions, or extraordinary expenses   .    
FINANCIAL HIGHLIGHTS
The tables that follow have been audited b   y _______________,
in    dependent accountants. Their unqualified reports are included in   
    each fund's Annual Report.     E    ach fund's Annual Report is
incorporated by reference into (is legally a part of) the Statement of
Additional Information.
[Financial Highlights to be filed by subsequent amendment.]
PERFORMANCE
Money market fund performance can be measured as TOTAL RETURN or YIELD. The
total returns and yields that follow are based on historical fund results
and do not reflect the effect of taxes or any transaction fees you may have
paid. The figures would be lower if fees were taken into account.
Each fund's fiscal year runs from May 1 through April 30. The tables below
show each fund's performance over past fiscal years compared to a measure
of inflation. The charts on page __ help you compare the yields of these
funds to those of their competitors. 
       SPARTAN U.S. GOVERNMENT MONEY MARKET       
   Fiscal periods ended
April 30, 1994                Past 1 year         Life of fundA    
   Average annual
total return        
   Cumulative
total return       
   Consumer Price
Index        
SPARTAN MONEY MARKET
   Fiscal periods ended
April 30, 1994                Past 1 year         Life of fundB    
Average annual
total return    
Cumulative
total return   
Consumer Price
Index    
   A     FROM FEBRUARY 5, 1990
   B FROM     JANUARY 23, 1989       
 
UNDERSTANDING
PERFORMANCE
SEVEN-DAY YIELD illustrates 
the income earned by a 
money market fund over a 
recent seven-day period. 
TOTAL RETURN reflects both the 
reinvestment of income and 
the change in a fund's share 
price. Since money market 
funds maintain a stable $1.00 
share price, current 
seven-day yields are the 
most common illustration of 
money market fund 
performance.
(checkmark)
EXPLANATION OF TERMS
TOTAL RETURN is the change in value of an investment in a fund over a given
period, assuming reinvestment of any dividends and capital gains. A
CUMULATIVE TOTAL RETURN reflects actual performance over a stated period of
time. An AVERAGE ANNUAL TOTAL RETURN is a hypothetical rate of return that,
if achieved annually, would have produced the same cumulative total return
if performance had been constant over the entire period. Average annual
total returns smooth out variations in performance; they are not the same
as actual year-by-year results   .    
YIELD refers to the income generated by an investment in a fund over a
given period of time, expressed as an annual percentage rate. When a yield
assumes that income earned is reinvested, it is called an EFFECTIVE
YIELD.       
   SPARTAN U.S. GOVERNMENT MONEY MARKET    
   7-day yields    
   Percentage (%)    
Row: 1, Col: 1, Value: nil
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Row: 32, Col: 1, Value: nil
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        Spartan 
Money Market 
Fund       
    Competitive 
    
   funds average    
       
1992
1993
   1994    
       
THE CONSUMER PRICE INDEX is a widely recognized measure of inflation
calculated by the U.S. government.
THE COMPETITIVE FUNDS AVERAGES are the IBC/Donoghue's MONEY FUND
AVERAGES(trademark), which assume reinvestment of distributions. Spartan
Money Market Fund compares its performance to the All Taxable category, and
Spartan U.S. Government Money Market Fund compares to the Government
category. These averages, which currently reflect the performance of over
___ and ___ mutual funds with similar objectives, respectively, are
published in the MONEY FUND REPORT(Registered trademark) by IBC USA
(Publications), Inc.
   SPARTAN MONEY MARKET    
7-day yields
Percentage (%)
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Row: 31, Col: 1, Value: nil
Row: 31, Col: 2, Value: nil
Row: 32, Col: 1, Value: nil
Row: 32, Col: 2, Value: nil
 Spartan U.S. 
Government 
Money Market 
Fund
 Competitive 
funds average
1994
1993
1992
   
THE CHARTS SHOW THE 7-DAY EFFECTIVE YIELDS FOR THE FUNDS AND THEIR 
COMPETITIVE FUNDS AVERAGES AS OF THE LAST TUESDAY OF EACH MONTH FROM 
JANUARY 199   2     THROUGH    APRIL 1994    .         YIELDS FOR THE FUNDS
WOULD HAVE BEEN 
LOWER IF FIDELITY HAD NOT REIMBURSED CERTAIN FUND EXPENSES.
The funds' recent strategies, performance, and holdings are detailed twice
a year in financial reports, which are sent to all shareholders. For
current performance call 1-800-544-8888.
TOTAL RETURNS AND YIELDS ARE BASED ON PAST RESULTS AND ARE NOT AN
INDICATION OF FUTURE PERFORMANCE.
<r>THE FUNDS IN DETAIL</r>
 
 
CHARTER 
        EACH FUND IS A MUTUAL FUND: an investment that pools shareholders'
money and invests it toward a specified goal. In technical terms, each fund
   currently     is a        diversified fund of Fidelity Hereford Street
Trust, an open-end management investment company organized    as a Delaware
business trust on November 18, 1993.    
EACH FUND IS GOVERNED BY A BOARD OF TRUSTEES, which is responsible for
protecting the interests of shareholders. The trustees are experienced
executives who meet throughout the year to oversee the funds' activities,
review contractual arrangements with companies that provide services to the
funds, and review performance. The majority of trustees are not otherwise
affiliated with Fidelity.
THE FUNDS MAY HOLD SPECIAL MEETINGS AND MAIL PROXY MATERIALS. These
meetings may be called to elect or remove trustees, change fundamental
policies, approve a management contract, or for other purposes.
Shareholders not attending these meetings are encouraged to vote by proxy.
Fidelity will mail proxy materials in advance, including a voting card and
information about the proposals to be voted on. The number of votes you are
entitled to is based upon the dollar value of your investment   .    
FMR AND ITS AFFILIATES 
The funds are managed by FMR, which handles their business affairs. FTX has
primary responsibility for providing investment management services.
   Fidelity Distributors Corporation (    FDC   )     distributes and
markets Fidelity's funds and services. Fidelity Service Co. (FSC) performs
transfer agent servicing functions for the funds.
FMR Corp. is the parent company of these organizations. Through ownership
of voting common stock, Edward C. Johnson 3d (President and a trustee of
the trust), Johnson family members, and various trusts for the benefit of
the Johnson family form a controlling group with respect to FMR Corp. 
To carry out the funds' transactions, FMR may use its broker-dealer
affiliates and other firms that sell fund shares, provided that a fund
receives services and commission rates comparable to those of other
broker-dealers. 
INVESTMENT PRINCIPLES AND RISKS
       SPARTAN U.S. GOVERNMENT MONEY MARKET FUND    seeks to earn a high
level of current income while maintaining a stable $1.00 share price by
investing in short-term, high-quality instruments. The fund normally
invests at least 65% of its total assets in obligations issued or
guaranteed as to principal and interest by the U.S. government or by any of
its agencies or instrumentalities, and in repurchase agreements secured by
these obligations. The fund currently intends to invest only in these
instruments, privately stripped government securities, and reverse
repurchase agreements.     
       SPARTAN MONEY MARKET FUND    seeks to earn a high level of current
income while maintaining a stable $1.00 share price by investing in
short-term, high-quality instruments. The fund buys U.S. dollar-denominated
instruments of domestic and foreign issuers, including banks and other
financial institutions, governments and their agencies or
instrumentalities, and corporations.    
   EACH FUND earns income at current money market rates, and when you sell
your shares, they should be worth the same amount as when you bought them.
Of course, there is no guarantee that either fund will maintain a stable
$1.00 share price. Spartan Money Market has the flexibility to invest more
broadly in pursuit of a high level of current income, while Spartan U.S.
Government Money Market offers added safety by focusing on U.S. government
securities.     
   The funds follow industry-standard guidelines on the quality and
maturity of their investments, which are designed to help maintain a stable
$1.00 share price. The funds will purchase only high-quality securities
that FMR believes present minimal credit risks and will observe maturity
restrictions on securities they buy. In general, securities with longer
maturities are more vulnerable to price changes, although they may provide
higher yields. It is possible that a major change in interest rates or a
default on the funds' investments could cause their share prices (and the
value of your investment) to change.    
   Each fund stresses income, preservation of capital, and liquidity, and
does not seek the higher yields or capital appreciation that more
aggressive investments may provide. Each fund's yield will vary from day to
day, generally reflecting current short-term interest rates and other
market conditions.    
SECURITIES AND INVESTMENT PRACTICES 
The following pages contain more detailed information about types of
instruments in which a fund may invest, and strategies FMR may employ in
pursuit of a fund's investment objective. A summary of risks and
restrictions associated with these instrument types and investment
practices is included as well. Policies and limitations are considered at
the time of purchase; the sale of instruments is not required in the event
of a subsequent change in circumstances. 
FMR may not buy all of these instruments or use all of these techniques to
the full extent permitted unless it believes that doing so will help the
funds achieve their goals. As a shareholder, you will receive financial
reports every six months detailing fund holdings and describing recent
investment activities. 
U.S. GOVERNMENT SECURITIES are high-quality debt securities issued or
guaranteed by the U.S. Treasury or by an agency or instrumentality of the
U.S. government. Not all U.S. government securities are backed by the full
faith and credit of the United States. For example, securities issued by
the Federal Farm Credit Bank or by the Federal National Mortgage
Association are supported by the instrumentality's right to borrow money
from the U.S. Treasury under certain circumstances. However, securities
issued by the Financing Corporation are supported only by the credit of the
entity that issued them.
   F    OREIGN OBLIGATIONS, including obligations of foreign banks, U.S.
branches and agencies of foreign banks, and foreign branches of U.S. banks,
may involve different risks than domestic obligations, including risks
relating to the political and economic conditions of the foreign country
involved, which could affect the payment of principal or interest.
          ASSET-BACKED SECURITIES may include pools of mortgages, loans,
receivables, or other assets. Payment of principal and interest may be
largely dependent upon the cash flows generated by the assets backing the
securities.    
OTHER MONEY MARKET INSTRUMENTS may include commercial paper, certificates
of deposit, bankers' acceptances, time deposits, and short-term corporate
obligations. These instruments may carry fixed or variable interest rates.
   S    TRIPPED SECURITIES are the separate income or principal components
of a debt instrument. These involve risks that are similar to those of
other debt securities, although they may be more volatile.
WHEN-ISSUED AND DELAYED-DELIVERY TRANSACTIONS are trading practices in
which payment and delivery for the securities take place at a future date.
The market value of a security could change during this period, which could
affect the market value of a fund's assets.
REPURCHASE AGREEMENTS. In a repurchase agreement, a fund buys a security at
one price and simultaneously agrees to sell it back at a higher price.
Delays or losses could result if the other party to the agreement defaults
or becomes insolvent. 
   R    EVERSE REPURCHASE AGREEMENTS. In a reverse repurchase agreement, a
fund temporarily transfers possession of a portfolio instrument to another
party in return for cash. This could increase the risk of fluctuation in a
fund's yield or in the market value of its assets.
ILLIQUID        AND RESTRICTED SECURITIES. Some investments may be
determined by FMR, under the supervision of the Board of Trustees, to be
illiquid, which means that they may be difficult to sell promptly at an
acceptable price. The sale of other securities may be subject to legal
restrictions.  Difficulty in selling securities may result in a loss or may
be costly to a fund. 
RESTRICTIONS: A fund may not purchase a security if, as a result, more than
10% of its assets would be invested in illiquid  securities. 
 DIVERSIFICATION. Diversifying a fund's investment portfolio can reduce the
risks of investing. This may include limiting the amount of money invested
in any one issuer or, on a broader scale, in any one industry.
RESTRICTIONS:  A fund may not invest more than 5% of its total assets in
any one issuer, except that each fund may invest up to 25% of its total
assets in the highest quality securities of a single issuer for up to three
days.  A fund may not invest more than 25% of its total assets in any one
industry (other than the financial services industry for Spartan Money
Market; see below).  These limitations do not apply to U.S. government
securities. 
 FINANCIAL SERVICES INDUSTRY. Companies in the financial services industry
are subject to various risks related to that industry, such as government
regulation, changes in interest rates, and exposure on loans, including
loans to foreign borrowers. If a fund invests substantially in this
industry, its performance may be affected by conditions affecting the
industry.
          RESTRICTIONS:      Spartan Money Market will not invest less than
25% of its assets in the financial services industry.
BORROWING. A fund may borrow from banks or from other funds advised by FMR,
or through reverse repurchase agreements, and may make additional
investments while borrowings are outstanding.
RESTRICTIONS: A fund may borrow only for temporary or emergency purposes,
but not in an amount exceeding 33% of its total assets.
    L    ENDING. Lending securities to broker-dealers and institutions,
including    Fidelity Brokerage Services, Inc. (    FBSI   )    , an
affiliate of FMR, is a means of earning income. This practice could result
in a loss or a delay in recovering a fund's securities.         A fund may
also lend money to other funds advised by FMR   .    
RESTRICTIONS: Loans, in the aggregate, may not exceed 33% of a fund's total
assets.
FUNDAMENTAL INVESTMENT POLICIES AND RESTRICTIONS  
Some of the policies and restrictions discussed on the preceding pages are
fundamental, that is, subject to change only by shareholder approval. The
following paragraphs restate all those that are fundamental. All policies
stated throughout this prospectus, other than those identified in the
following paragraphs, can be changed without shareholder approval. 
   SPARTAN MONEY MARKET seeks     as high a level of current income as is
consistent with preservation of capital and liquidity by investing
principally in money market instruments.  The fund will not purchase a
security if, as a result, more than 25% of its total assets would be
invested in a particular industry, except that the fund will invest more
than 25% of its assets in the financial services industry under normal
conditions.
SPARTAN U.S. GOVERNMENT MONEY MARKET        seeks as high a level of
current income as is consistent with preservation of capital and liquidity.
   EACH FUND may borrow money only for temporary or emergency purposes or
engage in reverse repurchase agreements, but not in an amount exceeding 33%
of its total assets.  Loans, in the aggregate, may not exceed 33% of the
fund's total assets.    
BREAKDOWN OF EXPENSES 
Like all mutual funds, the funds pay fees related to their daily
operations. Expenses paid out of a fund's assets are reflected in its share
price or dividends; they are neither billed directly to shareholders nor
deducted from shareholder accounts. 
Each fund pays a MANAGEMENT FEE to FMR for managing its investments and
business affairs. FMR in turn pays fees to an affiliate who provides
assistance with these services.
FMR may, from time to time, agree to reimburse the funds for management
fees above a specified limit. FMR retains the ability to be repaid by a
fund if expenses fall below the specified limit prior to the end of the
fiscal year. Reimbursement arrangements, which may be terminated at any
time without notice, can decrease a fund's expenses and boost its
performance.
MANAGEMENT FEE 
The management fee is calculated and paid to FMR every month. Each fund
pays a management fee at the annual rate of .45% of the fund's average net
assets.  The total management fee rate for __________ for fiscal 1994,
after reimbursement, was __%.
FMR HAS SUB-ADVISORY AGREEMENTS with FTX, which has primary responsibility
for providing investment management    for the funds    , while FMR retains
responsibility for providing other management services. FMR pays FTX 50% of
its management fee (before expense reimbursements) for these services. 
FSC performs many transaction and accounting functions for the funds. These
services include processing shareholder transactions and calculating each
fund's share price. FMR, and not the funds, pays for these services. 
To offset shareholder service costs, FMR or its affiliates also collect the
funds' $5.00 exchange fee, $5.00 account closeout fee, $5.00 fee for wire
purchases and redemptions, and the $2.00 checkwriting charge. For fiscal
19   94    , these fees amounted to $_____, $_____, $______, and $_____,
respectively, for Spartan Money Market Fund and $_____, $_____, $_____, and
$_____, respectively, for Spartan U.S. Government Money Market Fund.
   E    ach fund has adopted a Distribution and Service Plan. These plans
recognize that FMR may use its resources, including management fees, to pay
expenses associated with the sale of fund shares. This may include payments
to third parties, such as banks or broker-dealers, that provide shareholder
support services or engage in the sale of the fund's shares. It is
important to note, however, that the funds do not pay FMR any separate fees
for this service.
<r>YOUR ACCOUNT</r>
 
 
DOING BUSINESS WITH FIDELITY
Fidelity Investments was established in 1946 to manage one of America's
first mutual funds. Today, Fidelity is the largest mutual fund company in
the country, and is known as an innovative provider of high-quality
financial services to individuals and institutions.
In addition to its mutual fund business, the company operates one of
America's leading discount brokerage firms, Fidelity Brokerage Services,
Inc. (FBSI). Fidelity is also a leader in providing tax-sheltered
retirement plans for individuals investing on their own or through their
employer.
Fidelity is committed to providing investors with practical information to
make investment decisions. Based in Boston, Fidelity provides customers
with complete service 24 hours a day, 365 days a year, through a network of
telephone service centers around the country. 
To reach Fidelity for general information, call these numbers:
(bullet)  For mutual funds, 1-800-544-8888
(bullet)  For brokerage, 1-800-544-7272
If you would prefer to speak with a representative in person, Fidelity has
over __ walk-in Investor Centers across the country.
TYPES OF ACCOUNTS
You may set up an account directly in a fund or, if you own or intend to
purchase individual securities as part of your total investment portfolio,
you may consider investing in a fund through a brokerage account.
If you are investing through FBSI or another financial institution or
investment professional, refer to its program materials for any special
provisions regarding your investment in the fund.
The different ways to set up (register) your account with Fidelity are
listed    on the next page.    
The account guidelines that follow may not apply to certain retirement
accounts. If your employer offers a fund through a retirement program,
contact your employer for more information. Otherwise, call Fidelity
directly.
FIDELITY FACTS
Fidelity offers the broadest
selection of mutual funds
in the world.
(bullet) Number of Fidelity mutual 
funds: over ___
(bullet) Assets in Fidelity mutual 
funds: over $___ billion
(bullet) Number of shareholder 
accounts: over __ million
(bullet) Number of investment 
analysts and portfolio 
managers: over ___
(checkmark)
WAYS TO SET UP YOUR ACCOUNT
INDIVIDUAL OR JOINT TENANT
FOR YOUR GENERAL INVESTMENT NEEDS 
Individual accounts are owned by one person. Joint accounts can have two or
more owners (tenants).
RETIREMENT 
TO SHELTER YOUR RETIREMENT SAVINGS FROM TAXES 
 Retirement plans allow individuals to shelter investment income and
capital gains from current taxes. In addition, contributions to these
accounts may be tax deductible. Retirement accounts require special
applications and typically have lower minimums. 
(bullet) INDIVIDUAL RETIREMENT ACCOUNTS (IRAS) allow anyone of legal age
and under 70 with earned income to invest up to $2,000 per tax year.
Individuals can also invest in a spouse's IRA if the spouse has earned
income of less than $250.
(bullet) ROLLOVER IRAS retain special tax advantages for certain
distributions from employer-sponsored retirement plans. 
(bullet) KEOGH OR CORPORATE PROFIT SHARING AND MONEY PURCHASE PENSION PLANS
allow self-employed individuals or small business owners (and their
employees) to make tax-deductible contributions for themselves and any
eligible employees up to $30,000 per year. 
(bullet) SIMPLIFIED EMPLOYEE PENSION PLANS (SEP-IRAS) provide small
business owners or those with self-employed income (and their eligible
employees) with many of the same advantages as a Keogh, but with fewer
administrative requirements. 
(bullet) 403(B) CUSTODIAL ACCOUNTS are available to employees of most
tax-exempt institutions, including schools, hospitals, and other charitable
organizations. 
GIFTS OR TRANSFERS TO A MINOR (UGMA, UTMA) 
TO INVEST FOR A CHILD'S EDUCATION OR OTHER FUTURE NEEDS 
These custodial accounts provide a way to give money to a child and obtain
tax benefits. An individual can give up to $10,000 a year per child without
paying federal gift tax. Depending on state laws, you can set up a
custodial account under the Uniform Gifts to Minors Act (UGMA) or the
Uniform Transfers to Minors Act (UTMA).
TRUST 
FOR MONEY BEING INVESTED BY A TRUST 
The trust must be established before an account can be opened.
BUSINESS OR ORGANIZATION 
FOR INVESTMENT NEEDS OF CORPORATIONS, ASSOCIATIONS, PARTNERSHIPS, OR OTHER
GROUPS
Requires a special application.
HOW TO BUY SHARES
EACH FUND'S SHARE PRICE, called net asset value (NAV), is calculated every
business day. The funds are managed to keep share prices stable at $1.00.
Each fund's shares are sold without a sales charge.
Shares are purchased at the next share price calculated after your
investment is received and accepted.         Share price is normally
calculated at 4 p.m. Eastern time.
IF YOU ARE NEW TO FIDELITY, complete and sign an account application and
mail it along with your check. You may also open your account in person or
by wire as described on page . If there is no application accompanying this
prospectus, call 1-800-544-8888.
IF YOU ALREADY HAVE MONEY INVESTED IN A FIDELITY FUND, you can:
(bullet)  Mail in an application with a check, or
(bullet)  Open your account by exchanging from another Fidelity fund.
IF YOU ARE INVESTING THROUGH A TAX-SHELTERED RETIREMENT PLAN, such as an
IRA, for the first time, you will need a special application. Retirement
investing also involves its own investment procedures. Call 1-800-544-8888
for more information and a retirement application.
If you buy shares by check or Fidelity Money Line(Registered trademark),
and then sell those shares by any method other than by exchange to another
Fidelity fund, the payment may be delayed for up to seven business days to
ensure that your previous investment has cleared.
MINIMUM INVESTMENTS 
TO OPEN AN ACCOUNT  $20,000
For Fidelity retirement accounts  $10,000
TO ADD TO AN ACCOUNT  $1,000
For Fidelity retirement accounts $1,000
Through automatic investment plans $500
MINIMUM BALANCE $10,000
For Fidelity retirement accounts $5,000
 
UNDERSTANDING THE
SPARTAN 
APPROACH(Registered trademark)
Fidelity's Spartan Approach is 
based on the principle that 
lower fund expenses can 
increase returns. The Spartan 
funds keep expenses low in 
two ways. First, higher 
investment minimums reduce 
the effect of a fund's fixed 
costs, many of which are paid 
on a per-account basis. 
Second, unlike most mutual 
funds that include transaction 
costs as part of overall fund 
expenses, Spartan 
shareholders pay directly for 
the transactions they make. 
(checkmark)
 
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<S>                                   <C>                                <C>                                
                                      TO OPEN AN ACCOUNT                 TO ADD TO AN ACCOUNT               
 
Phone 1-800-544-777 (phone_graphic)   (bullet)  Exchange from another    (bullet)  Exchange from another    
                                      Fidelity fund account              Fidelity fund account              
                                      with the same                      with the same                      
                                      registration, including            registration, including            
                                      name, address, and                 name, address, and                 
                                      taxpayer ID number.                taxpayer ID number.                
                                                                         (bullet)  Use Fidelity Money       
                                                                         Line to transfer from              
                                                                         your bank account. Call            
                                                                         before your first use to           
                                                                         verify that this service           
                                                                         is in place on your                
                                                                         account. Maximum                   
                                                                         Money Line: $50,000.               
 
</TABLE>
 
 
<TABLE>
<CAPTION>
<S>                   <C>                                <C>                                 
Mail (mail_graphic)   (bullet)  Complete and sign the    (bullet)  Make your check           
                      application. Make your             payable to the complete             
                      check payable to the               name of the fund.                   
                      complete name of the               Indicate your fund                  
                      fund of your choice.               account number on                   
                      Mail to the address                your check and mail to              
                      indicated on the                   the address printed on              
                      application.                       your account statement.             
                                                         (bullet)  Exchange by mail: call    
                                                         1-800-544-6666 for                  
                                                         instructions.                       
 
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<CAPTION>
<S>                        <C>                                 <C>                                
In Person (hand_graphic)   (bullet)  Bring your application    (bullet)  Bring your check to a    
                           and check to a Fidelity             Fidelity Investor Center.          
                           Investor Center. Call               Call 1-800-544-9797 for            
                           1-800-544-9797 for the              the center nearest you.            
                           center nearest you.                                                    
 
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<CAPTION>
<S>                   <C>                                  <C>                               
Wire (wire_graphic)   (bullet)  There may be a $5.00       (bullet)  There may be a $5.00    
                      fee for each wire                    fee for each wire                 
                      purchase.                            purchase.                         
                      (bullet)  Call 1-800-544-7777 to     (bullet)  Not available for       
                      set up your account                  retirement accounts.              
                      and to arrange a wire                (bullet)  Wire to:                
                      transaction. Not                     Bankers Trust                     
                      available for retirement             Company,                          
                      accounts.                            Bank Routing                      
                      (bullet)  Wire within 24 hours to:   #021001033,                       
                      Bankers Trust                        Account #00163053.                
                      Company,                             Specify the complete              
                      Bank Routing                         name of the fund and              
                      #021001033,                          include your account              
                      Account #00163053.                   number and your                   
                      Specify the complete                 name.                             
                      name of the fund and                                                   
                      include your new                                                       
                      account number and                                                     
                      your name.                                                             
 
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<CAPTION>
<S>                                 <C>                        <C>                                 
Automatically (automatic_graphic)   (bullet)  Not available.   (bullet)  Use Fidelity Automatic    
                                                               Account Builder. Sign               
                                                               up for this service                 
                                                               when opening your                   
                                                               account, or call                    
                                                               1-800-544-6666 to add               
                                                               it.                                 
 
</TABLE>
 
 
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<CAPTION>
<S>                                                                             <C>   <C>   
(tdd_graphic) TDD - Service for the Deaf and Hearing Impaired: 1-800-544-0118               
 
</TABLE>
 
HOW TO SELL SHARES 
You can arrange to take money out of your fund account at any time by
selling (redeeming) some or all of your shares. Your shares will be sold at
the next share price calculated after your order is received and accepted.
Share price is normally calculated at 4 p.m. Eastern time. 
TO SELL SHARES IN A NON-RETIREMENT ACCOUNT, you may use any of the methods
described on these two pages. 
TO SELL SHARES IN A FIDELITY RETIREMENT ACCOUNT, your request must be made
in writing, except for exchanges to other Fidelity funds, which can be
requested by phone or in writing. Call 1-800-544-6666 for a retirement
distribution form. 
IF YOU ARE SELLING SOME BUT NOT ALL OF YOUR SHARES, leave at least $10,000
worth of shares in the account to keep it open. 
TO SELL SHARES BY BANK WIRE OR FIDELITY MONEY LINE, you will need to sign
up for these services in advance. 
CERTAIN REQUESTS MUST INCLUDE A SIGNATURE GUARANTEE. It is designed to
protect you and Fidelity from fraud. Your request must be made in writing
and include a signature guarantee if any of the following situations apply: 
(bullet)  You wish to redeem more than $100,000 worth of shares, 
(bullet)  Your account registration has changed within the last 30 days,
(bullet)  The check is being mailed to a different address than the one on
your account (record address), 
(bullet)  The check is being made payable to someone other than the account
owner, or  
(bullet)  The redemption proceeds are being transferred to a Fidelity
account with a different registration. 
You should be able to obtain a signature guarantee from a bank, broker
(including Fidelity Investor Centers), dealer, credit union (if authorized
under state law), securities exchange or association, clearing agency, or
savings association. A notary public cannot provide a signature guarantee. 
SELLING SHARES IN WRITING 
Write a "letter of instruction" with: 
(bullet)  Your name, 
(bullet)  The fund's name, 
(bullet)  Your fund account number, 
(bullet)  The dollar amount or number of shares to be redeemed, and 
(bullet)  Any other applicable requirements listed in the table at right. 
Unless otherwise instructed, Fidelity will send a check to the record
address. Deliver your letter to a Fidelity Investor Center, or mail it to: 
Fidelity Investments
P.O. Box 660602
Dallas, TX  75266-0602 
CHECKWRITING 
If you have a checkbook for your account, you may write an unlimited number
of checks. Do not, however, try to close out your account by check.
      ACCOUNT TYPE   SPECIAL REQUIREMENTS   
 
 
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IF YOUR ACCOUNT BALANCE IS LESS THAN $50,000, THERE ARE FEES FOR INDIVIDUAL REDEMPTION                
TRANSACTIONS: $2.00 FOR EACH CHECK YOU WRITE AND $5.00 FOR EACH EXCHANGE, BANK WIRE,                  
AND ACCOUNT CLOSEOUT.                                                                                 
 
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<S>                                              <C>                   <C>                                         
Phone 1-800-544-777 (phone_graphic)              All account types     (bullet)  Maximum check request:            
                                                 except retirement     $100,000.                                   
                                                                       (bullet)  For Money Line transfers to       
                                                 All account types     your bank account; minimum:                 
                                                                       $10; maximum: $100,000.                     
                                                                       (bullet)  You may exchange to other         
                                                                       Fidelity funds if both                      
                                                                       accounts are registered with                
                                                                       the same name(s), address,                  
                                                                       and taxpayer ID number.                     
 
Mail or in Person (mail_graphic)(hand_graphic)   Individual, Joint     (bullet)  The letter of instruction must    
                                                 Tenant,               be signed by all persons                    
                                                 Sole Proprietorship   required to sign for                        
                                                 , UGMA, UTMA          transactions, exactly as their              
                                                 Retirement account    names appear on the                         
                                                                       account.                                    
                                                                       (bullet)  The account owner should          
                                                 Trust                 complete a retirement                       
                                                                       distribution form. Call                     
                                                                       1-800-544-6666 to request                   
                                                                       one.                                        
                                                 Business or           (bullet)  The trustee must sign the         
                                                 Organization          letter indicating capacity as               
                                                                       trustee. If the trustee's name              
                                                                       is not in the account                       
                                                                       registration, provide a copy of             
                                                                       the trust document certified                
                                                 Executor,             within the last 60 days.                    
                                                 Administrator,        (bullet)  At least one person               
                                                 Conservator,          authorized by corporate                     
                                                 Guardian              resolution to act on the                    
                                                                       account must sign the letter.               
                                                                       (bullet)  Include a corporate               
                                                                       resolution with corporate seal              
                                                                       or a signature guarantee.                   
                                                                       (bullet)  Call 1-800-544-6666 for           
                                                                       instructions.                               
 
Wire (wire_graphic)                              All account types     (bullet)  You must sign up for the wire     
                                                 except retirement     feature before using it. To                 
                                                                       verify that it is in place, call            
                                                                       1-800-544-6666. Minimum                     
                                                                       wire: $5,000.                               
                                                                       (bullet)  Your wire redemption request      
                                                                       must be received by Fidelity                
                                                                       before 4 p.m. Eastern time                  
                                                                       for money to be wired on the                
                                                                       next business day.                          
 
</TABLE>
 
 
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<CAPTION>
<S>                     <C>                  <C>                                       
Check (check_graphic)   All account types    (bullet)  Minimum check: $1,000.          
                        except retirement    (bullet)  All account owners must sign    
                                             a signature card to receive a             
                                             checkbook.                                
 
</TABLE>
 
 
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<S>                                                                             <C>   <C>   
(tdd_graphic) TDD - Service for the Deaf and Hearing Impaired: 1-800-544-0118               
 
</TABLE>
 
INVESTOR SERVICES
Fidelity provides a variety of services to help you manage your account.
INFORMATION SERVICES
FIDELITY'S TELEPHONE REPRESENTATIVES are available 24 hours a day, 365 days
a year. Whenever you call, you can speak with someone equipped to provide
the information or service you need.
STATEMENTS AND REPORTS that Fidelity sends to you include the following:
(bullet)  Confirmation statements (after every transaction, except
reinvestments, that affects your account balance or your account
registration)
(bullet)  Account statements (quarterly)
(bullet)  Financial reports (every six months)
To reduce expenses, only one copy of most financial reports will be mailed
to your household, even if you have more than one account in the fund. Call
1-800-544-6666 if you need copies of financial reports or historical
account information.
TRANSACTION SERVICES 
EXCHANGE PRIVILEGE. You may sell your fund shares and buy shares of other
Fidelity funds by telephone or in writing. There may be a $5.00 fee for
each exchange out of the funds, unless you place your transaction on
Fidelity's automated exchange services.
Note that exchanges out of a fund are limited to four per calendar year,
and that they may have tax consequences for you. For complete policies and
restrictions governing exchanges, including circumstances under which a
shareholder's exchange privilege may be suspended or revoked, see page .
FIDELITY MONEY LINE(Registered trademark) enables you to transfer money by
phone between your bank account and your fund account. Most transfers are
complete within three business days of your call.
REGULAR INVESTMENT PLANS
Fidelity offers services that let you transfer money into your fund
account, or between fund accounts, automatically. Certain restrictions
apply for retirement accounts. Call 1-800-544-6666 for more information.
FIDELITY AUTOMATIC ACCOUNT BUILDERSM
TO MOVE MONEY FROM YOUR BANK ACCOUNT TO A FIDELITY FUND
MINIMUM      $500                   
 
FREQUENCY    Monthly or quarterly   
 
SETTING UP   Complete the           
             appropriate section    
             on the fund            
             application. For       
             existing accounts,     
             call 1-800-544-6666    
             for an application.    
 
DIRECT DEPOSIT 
TO SEND ALL OR A PORTION OF YOUR PAYCHECK OR GOVERNMENT CHECK TO A FIDELITY
FUND 
MINIMUM      $500                     
 
FREQUENCY    Every pay period         
 
SETTING UP   Check the                
             appropriate box on       
             the fund application,    
             or call                  
             1-800-544-6666 for       
             an authorization form.   
 
FIDELITY AUTOMATIC EXCHANGE SERVICE
TO MOVE MONEY FROM A FIDELITY MONEY MARKET FUND TO ANOTHER FIDELITY FUND 
MINIMUM      $500                     
 
FREQUENCY    Monthly, bimonthly,      
             quarterly, or annually   
 
SETTING UP   To establish, call       
             1-800-544-6666 after     
             both accounts are        
             opened.                  
 
<r>SHAREHOLDER AND ACCOUNT POLICIES</r>
 
 
DIVIDENDS, CAPITAL GAINS, AND TAXES 
Each fund distributes substantially all of its net investment income and
capital gains, if any, to shareholders each year. Income dividends are
declared daily and paid monthly.  
DISTRIBUTION OPTIONS 
When you open an account, specify on your application how you want to
receive your distributions. If the option you prefer is not listed on the
application, call 1-800-544-6666 for instructions. Each fund offers three
options: 
1. REINVESTMENT OPTION. Your dividend and capital gain distributions, if
any, will be automatically reinvested in additional shares of the fund. If
you do not indicate a choice on your application, you will be assigned this
option. 
2. CASH OPTION. You will be sent a check for your dividend and capital gain
distributions, if any. 
3. DIRECTED DIVIDENDS(Registered trademark) OPTION. Your dividend and
capital gain distributions, if any, will be automatically invested in
another identically registered Fidelity fund.
FOR RETIREMENT ACCOUNTS, all distributions are automatically reinvested.
When you are over 59 years old, you can receive distributions in cash. 
Dividends will be reinvested at the fund's NAV on the last day of the
month. Capital gain distributions, if any, will be reinvested at the NAV as
of the record date of the distribution. The mailing of distribution checks
will begin within seven days.
UNDERSTANDING
DISTRIBUTIONS
As a fund shareholder, you 
are entitled to your share of 
the fund's net income and 
gains on its investments. A 
fund passes its earnings 
along to its investors as 
DISTRIBUTIONS.
Each fund earns interest from 
its investments. These are 
passed along as DIVIDEND 
DISTRIBUTIONS. The fund may 
realize capital gains if it sells 
securities for a higher price 
than it paid for them. These 
are passed along as CAPITAL 
GAIN DISTRIBUTIONS. Money 
market funds usually don't 
make capital gain 
distributions.
(checkmark)
TAXES 
As with any investment, you should consider how your investment in a fund
will be taxed. If your account is not a tax-deferred retirement account, be
aware of these tax implications. 
Distributions are subject to federal income tax, and may also be subject to
state or local taxes. If you live outside the United States, your
distributions could also be taxed by the country in which you reside. Your
distributions are taxable when they are paid, whether you take them in cash
or reinvest them. However, distributions declared in December and paid in
January are taxable as if they were paid on December 31.  
For federal tax purposes, each fund's income and short-term capital gain
distributions are taxed as dividends; long-term capital gain distributions,
if any, are taxed as long-term capital gains. Every January, Fidelity will
send you and the IRS a statement showing the taxable distributions paid to
you in the previous year.
TRANSACTION DETAILS 
THE FUNDS ARE OPEN FOR BUSINESS each day the New York Stock Exchange (NYSE)
is open. Fidelity normally calculates each fund's NAV as of the close of
business of the NYSE, normally 4 p.m. Eastern time.
EACH FUND'S NAV is the value of a single share. The NAV is computed by
adding the value of the fund's investments, cash, and other assets,
subtracting its liabilities, and then dividing the result by the number of
shares outstanding. 
Like most money market funds, each fund values the securities it owns on
the basis of amortized cost. This method minimizes the effect of changes in
a security's market value and helps each fund to maintain a stable $1.00
share price.
EACH FUND'S OFFERING PRICE (price to buy one share) and REDEMPTION PRICE
(price to sell one share) are its NAV. 
WHEN YOU SIGN YOUR ACCOUNT APPLICATION, you will be asked to certify that
your Social Security or taxpayer identification number is correct and that
you are not subject to 31% backup withholding for failing to report income
to the IRS. If you violate IRS regulations, the IRS can require a fund to
withhold 31% of your taxable distributions and redemptions. 
YOU MAY INITIATE MANY TRANSACTIONS BY TELEPHONE. Note that Fidelity will
not be responsible for any losses resulting from unauthorized transactions
if it follows reasonable procedures designed to verify the identity of the
caller. Fidelity will request personalized security codes or other
information, and may also record calls. You should verify the accuracy of
your confirmation statements immediately after you receive them. If you do
not want the ability to redeem and exchange by telephone, call Fidelity for
instructions.
IF YOU ARE UNABLE TO REACH FIDELITY BY PHONE (for example, during periods
of unusual market activity), consider placing your order by mail or by
visiting a Fidelity Investor Center. 
EACH FUND RESERVES THE RIGHT TO SUSPEND THE OFFERING OF SHARES for a period
of time. Each fund also reserves the right to reject any specific purchase
order, including certain purchases by exchange. See "Exchange Restrictions"
on page . Purchase orders may be refused if, in FMR's opinion, they are of
a size that would disrupt management of a fund. 
WHEN YOU PLACE AN ORDER TO BUY SHARES, your order will be processed at the
next offering price calculated after your order is received and accepted.
Note the following: 
(bullet)  All of your purchases must be made in U.S. dollars and checks
must be drawn on U.S. banks. 
(bullet)  Fidelity does not accept cash. 
(bullet)  When making a purchase with more than one check, each check must
have a value of at least $50. 
(bullet)  Each fund reserves the right to limit the number of checks
processed at one time.
(bullet)  If your check does not clear, your purchase will be cancelled and
you could be liable for any losses or fees a fund or its transfer agent has
incurred. 
(bullet)     Each fund res    erves the right to limit all accounts
maintained or controlled by any one person to a maximum total balance of
   $10     million   .    
(bullet)  You begin to earn dividends as of the first business day
following the day of your purchase. 
TO AVOID THE COLLECTION PERIOD associated with check and Money Line
purchases, consider buying shares by bank wire, U.S. Postal money order,
U.S. Treasury check, Federal Reserve check, or direct deposit instead. 
YOU MAY BUY OR SELL SHARES OF THE FUNDS THROUGH A BROKER, who may charge
you a fee for this service. If you invest through a broker or other
institution, read its program materials for any additional service features
or fees that may apply. 
WHEN YOU PLACE AN ORDER TO SELL SHARES, your shares will be sold at the
next NAV calculated after your request is received and accepted. Note the
following: 
(bullet)  Normally, redemption proceeds will be mailed to you on the next
business day, but if making immediate payment could adversely affect a
fund, it may take up to seven days to pay you. 
(bullet)  Shares will earn dividends through the date of redemption;
however, shares redeemed on a Friday or prior to a holiday will continue to
earn dividends until the next business day. 
(bullet)  Fidelity Money Line redemptions generally will be credited to
your bank account on the second or third business day after your phone
call.
(bullet)  Each fund may hold payment on redemptions until it is reasonably
satisfied that investments made by check or Fidelity Money Line have been
collected, which can take up to seven business days.
(bullet)  Redemptions may be suspended or payment dates postponed when the
NYSE is closed (other than weekends or holidays), when trading on the NYSE
is restricted, or as permitted by the SEC.
(bullet)  If you sell shares by writing a check and the amount of the check
is greater than the value of your account, your check will be returned to
you and you may be subject to additional charges.
THE FEES FOR INDIVIDUAL TRANSACTIONS are waived if your account balance at
the time of the transaction is $50,000 or more. Otherwise, you should note
the following: 
(bullet)  The $2.00 checkwriting charge will be deducted from your account. 
(bullet)  The $5.00 exchange fee will be deducted from the amount of your
exchange.
(bullet)  The $5.00 wire fee will be deducted from the amount of your wire. 
(bullet)  The $5.00 account closeout fee does not apply to exchanges or
wires, but it will apply to checkwriting. 
IF YOUR ACCOUNT BALANCE FALLS BELOW $10,000, you will be given 30 days'
notice to reestablish the minimum balance. If you do not increase your
balance, Fidelity reserves the right to close your account and send the
proceeds to you. Your shares will be redeemed at the NAV on the day your
account is closed and the $5.00 account closeout fee will be charged. 
FIDELITY MAY CHARGE A FEE FOR SPECIAL SERVICES, such as providing
historical account documents, that are beyond the normal scope of its
services. 
EXCHANGE RESTRICTIONS
As a shareholder, you have the privilege of exchanging shares of a fund for
shares of other Fidelity funds. However, you should note the following:
(bullet)  The fund you are exchanging into must be registered for sale in
your state.
(bullet)  You may only exchange between accounts that are registered in the
same name, address, and taxpayer identification number.
(bullet)  Before exchanging into a fund, read its prospectus.
(bullet)  If you exchange into a fund with a sales charge, you pay the
percentage-point difference between that fund's sales charge and any sales
charge you have previously paid in connection with the shares you are
exchanging. For example, if you had already paid a sales charge of 2% on
your shares and you exchange them into a fund with a 3% sales charge, you
would pay an additional 1% sales charge.
(bullet)  Exchanges may have tax consequences for you.
(bullet)  Because excessive trading can hurt fund performance and
shareholders, each fund reserves the right to temporarily or permanently
terminate the exchange privilege of any investor who makes more than four
exchanges out of the fund per calendar year. Accounts under common
ownership or control, including accounts with the same taxpayer
identification number, will be counted together for purposes of the four
exchange limit.
(bullet)  The exchange limit may be modified for accounts in certain
institutional retirement plans to conform to plan exchange limits and
Department of Labor regulations. See your plan materials for further
information. 
(bullet)  Each fund reserves the right to refuse exchange purchases by any
person or group if, in FMR's judgment, the fund would be unable to invest
the money effectively in accordance with its investment objective and
policies, or would otherwise potentially be adversely affected.
(bullet)  Your exchanges may be restricted or refused if a fund receives or
anticipates simultaneous orders affecting significant portions of the
fund's assets. In particular, a pattern of exchanges that coincide with a
"market timing" strategy may be disruptive to a fund.
Although the funds will attempt to give you prior notice whenever they are
reasonably able to do so, they may impose these restrictions at any time.
The funds reserve the right to terminate or modify the exchange privilege
in the future. 
OTHER FUNDS MAY HAVE DIFFERENT EXCHANGE RESTRICTIONS, and may impose
administrative fees of up to $7.50 and redemption fees of up to 1.50% on
exchanges. Check each fund's prospectus for details.
 
 
From Filler pages
 
   SPARTAN(registered trademark)  U.S. GOVERNMENT MONEY MARKET FUND    
SPARTAN(registered trademark)  MONEY MARKET FUND
 FUNDS OF FIDELITY    HEREFORD     STREET TRUST
STATEMENT OF ADDITIONAL INFORMATION
JUNE __, 199   4    
This Statement is not a prospectus but should be read in conjunction with
the funds' current Prospectus (dated June __, 199   4    ).  Please retain
this document for future reference.  Each fund's Annual Report for the
fiscal year ended April 30, 1994 is incorporated herein by reference.  To
obtain an additional copy of the Prospectus or an Annual Report, please
call Fidelity Distributors Corporation at
1   -    800   -    544   -    8888.
TABLE OF CONTENTS PAGE
Investment Policies and Limitations                    
 
Portfolio Transactions                                 
 
Valuation of Portfolio Securities                      
 
Performance                                            
 
Additional Purchase and Redemption Information         
 
Distributions and Taxes                                
 
FMR                                                    
 
Trustees and Officers                                  
 
Management Contracts                                   
 
Distribution and Service Plans                         
 
Contracts with Companies Affiliated with FMR           
 
Description of the Trust                               
 
Financial Statements                                   
 
Appendix                                               
 
INVESTMENT ADVISER
Fidelity Management & Research Company  (FMR)
INVESTMENT SUB   -    ADVISER
FMR Texas Inc. (   FTX    )
DISTRIBUTOR
Fidelity Distributors Corporation (FDC)
TRANSFER AGENT
Fidelity Service Co. (FSC)
SPM/SPU   -    ptb   -    694
 
INVESTMENT POLICIES AND LIMITATIONS
The following policies and limitations supplement those set forth in the
Prospectus.  Unless otherwise noted, whenever an investment policy or
limitation states a maximum percentage of a fund's assets that may be
invested in any security or other asset, or sets forth a policy regarding
quality standards, such standard or percentage limitation will be
determined immediately after and as a result of the fund's acquisition of
such security or other asset.  Accordingly, any subsequent change in
values, net assets, or other circumstances will not be considered when
determining whether the investment complies with a fund's investment
policies and limitations.
A fund's fundamental investment policies and limitations cannot be changed
without approval by a "majority of the outstanding voting securities" (as
defined in the Investment Company Act of 1940) of the fund.  However,
except for the fundamental investment limitations set forth below, the
investment policies and limitations described in this Statement of
Additional Information are not fundamental and may be changed without
shareholder approval.
INVESTMENT LIMITATIONS OF SPARTAN MONEY MARKET FUND
 THE FOLLOWING ARE THE FUND'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH
IN THEIR ENTIRETY.  THE FUND MAY NOT:
(1) purchase the securities of any issuer (other than obligations issued or
guaranteed by the government of the United States or its agencies or
instrumentalities) if, as a result, (a) more than 25% of the value of its
total assets would be invested in the securities of a single issuer, or (b)
with respect to 75% of its total assets, more than 5% of the value of its
total assets would be invested in the securities of a single issuer, or it
would own more than 10% of the outstanding voting securities of a single
issuer;
(2)    issue senior securities, except as permitted under the Investment
Company Act of 1940.    
(3) sell securities short, unless it owns, or by virtue of ownership of
other securities has the right to obtain, securities equivalent in kind and
amount to the securities sold short, and provided that transactions in
futures contracts and options are not deemed to constitute selling
securities short;
(4) purchase securities on margin, except that the fund may obtain such
short   -    term credits as are necessary for the clearance of
transactions, and provided that payment of initial and variation margin
payments in connection with transactions in futures contracts and options
on futures contracts shall not constitute purchasing securities on margin; 
(5)     borrow money, except that the fund may (i) borrow money for
temporary or emergency purposes (not for leveraging or investment) and (ii)
engage in reverse repurchase agreements for any purpose; provided that (i)
and (ii) in combination do not exceed 33 1/3% of the fund's total assets
(including the amount borrowed) less liabilities (other than borrowings).
Any borrowings that come to exceed this amount will be reduced within three
days (not including Sundays and holidays) to the extent necessary to comply
with the 33 1/3% limitation;    
(6) underwrite securities issued by others (except to the extent that the
fund may be deemed to be an underwriter within the meaning of the
Securities Act of 1933 in the disposition of restricted securities);
(7)    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, except that the fund will
invest more than 25% of its total assets in the financial services
industry;    
(8)    purchase or sell real estate unless acquired as a result of
ownership of securities or other instruments (but this shall not prevent
the fund from investing in securities or other instruments backed by real
estate or securities of companies engaged in the real estate business).    
(9) purchase or sell physical commodities unless acquired as a result of
ownership of securities (but this shall not prevent the fund from
purchasing and selling futures contracts);
(10) lend any security or make any other loan if, as a result, more than 33
1/3% of the value of its total assets would be lent to other parties,
   but this limitation does not apply to purchases of debt securities or to
repurchase agreements; or    
   (11) The fund may, notwithstanding any other fundamental investment
policy or limitation, invest all of its assets in the securities of a
single open-end management investment company with substantially the same
fundamental investment objective, policies, and limitations as the
fund.    
THE FOLLOWING LIMITATIONS ARE NOT FUNDAMENTAL AND MAY BE CHANGED WITHOUT
SHAREHOLDER APPROVAL.
(i) The fund does not currently intend to purchase a security (other than a
security issued or guaranteed by the U.S. government or any of its agencies
or instrumentalities) if, as a result, more than 5% of its total assets
would be invested in the securities of a single issuer; provided that the
fund may invest up to 25% of its total assets in the first tier securities
of a single issuer for up to three business days.
(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.  The fund will not purchase any security while borrowings
(excluding reverse repurchase agreements) representing more than 5% of its
total assets are outstanding.  The fund will not borrow from other funds
advised by FMR or its affiliates if total outstanding borrowings
immediately after such borrowing would exceed 15% of the fund's total
assets.
(iii) The fund does not currently intend to purchase any security if, as a
result, more than 10% of its net assets would be invested in securities
that are deemed to be illiquid because they are subject to legal or
contractual restrictions on resale or because they cannot be sold or
disposed of in the ordinary course of business at approximately the prices
at which they are valued.
(iv) The fund does not currently intend to invest in securities of real
estate investment trusts that are not readily marketable, or to invest in
securities of real estate limited partnerships that are not listed on the
New York Stock Exchange or the American Stock Exchange or traded on the
NASDAQ National Market System.
(v) The fund does not currently intend to purchase or sell futures
contracts or call options.  This limitation does not apply to options
attached to, or acquired or traded together with, their underlying
securities, and does not apply to securities that incorporate features
similar to options or futures contracts.
(vi) The fund does not currently intend to lend assets other than
securities to other parties, except by lending money (up to 10% of the
fund's net assets) to a registered investment company or portfolio for
which FMR or an affiliate serves as investment adviser.  (This limitation
does not apply to purchases of debt securities or to repurchase
agreements.)
(vii) The fund does not currently intend to (a) purchase securities of
other investment companies, except in the open market where no commission
except the ordinary broker's commission is paid, or (b) purchase or retain
securities issued by other open   -    end investment companies. 
Limitations (a) and (b) do not apply to securities received as dividends,
through offers of exchange, or as a result of a reorganization,
consolidation, or merger.
(viii) The fund does not currently intend to purchase the securities of any
issuer (other than securities issued or guaranteed by domestic or foreign
governments or political subdivisions thereof) if, as a result, more than
5% of its total assets would be invested in the securities of business
enterprises that, including predecessors, have a record of less than three
years of continuous operation.
(ix) The fund does not currently intend to invest in oil, gas, or other
mineral exploration or development programs or leases.
   (x) The fund does not currently intend to invest all of its assets in
the securities of a single open-end management investment company with
substantially the same fundamental investment objective, policies, and
limitations as the fund.    
For the fund's limitations on quality and maturity, see the section
entitled    "    Quality and Maturity" on page 6.
 
INVESTMENT LIMITATIONS OF SPARTAN U.S. GOVERNMENT MONEY MARKET FUND
THE FOLLOWING ARE THE FUND'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH
IN THEIR ENTIRETY.  THE FUND MAY NOT:
(1) purchase the securities of any issuer (other than obligations issued or
guaranteed by the government of the United States or its agencies or
instrumentalities) if, as a result, (a) more than 25% of the value of its
total assets would be invested in the securities of a single issuer, or (b)
with respect to 75% of its total assets, more than 5% of the value of its
total assets would be invested in the securities of a single issuer;
(2)    issue senior securities, except as permitted under the Investment
Company Act of 1940;    
(3) sell securities short, unless it owns, or by virtue of ownership of
other securities has the right to obtain, securities equivalent in kind and
amount to the securities sold short, and provided that transactions in
futures contracts and options are not deemed to constitute selling
securities short;
(4) purchase securities on margin, except that the fund may obtain such
short   -    term credits as are necessary for the clearance of
transactions, and provided that payment of initial and variation margin
payments in connection with transactions in futures contracts and options
on futures contracts shall not constitute purchasing securities on margin;
(5) borrow money, except that the fund may (i) borrow money for temporary
or emergency purposes (not for leveraging or investment), or (ii) engage in
reverse repurchase agreements, provided that (i) and (ii) in combination
("borrowings"), do not exceed 33 1/3% of the value of the fund's total
assets (other than borrowings).  Any borrowings that come to exceed 33 1/3%
of the value of the fund's total assets will be reduced within three days
(exclusive of Sundays and holidays) to the extent necessary to comply with
the 33 1/3% limitation;
(6) underwrite securities issued by others (except to the extent that the
fund may be deemed to be an underwriter within the meaning of the
Securities Act of 1933 in the disposition of restricted securities);
(7)    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.    
(8)    purchase or sell real estate unless acquired as a result of
ownership of securities or other instruments (but this shall not prevent
the fund from investing in securities or other instruments backed by real
estate or securities of companies engaged in the real estate business).    
(9) purchase or sell physical commodities unless acquired as a result of
ownership of securities (but this shall not prevent the fund from
purchasing and selling futures contracts); 
(10) lend any security or make any other loan if, as a result, more than 33
1/3% of the value of its total assets would be lent to other parties,
   but this limitation does not apply to purchases of debt securities or to
repurchase agreements; or    
   (11) The fund may, notwithstanding any other fundamental investment
policy or limitation, invest all of its assets in the securities of a
single open-end management investment company with substantially the same
fundamental investment objective, policies, and limitations as the
fund.    
THE FOLLOWING LIMITATIONS ARE NOT FUNDAMENTAL AND MAY BE CHANGED WITHOUT
SHAREHOLDER APPROVAL.
(i) The fund does not currently intend to purchase a security (other than a
security issued or guaranteed by the U.S. government or any of its agencies
or instrumentalities) if, as a result, more than 5% of its total assets
would be invested in the securities of a single issuer; provided that the
fund may invest up to 25% of its total assets in the first tier securities
of a single issuer for up to three business days.
 
(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.  The fund will not purchase any security while borrowings
(excluding reverse repurchase agreements) representing more than 5% of its
total assets are outstanding.  The fund will not borrow from other funds
advised by FMR or its affiliates if total outstanding borrowings
immediately after such borrowing would exceed 15% of the fund's total
assets.
(iii) The fund does not currently intend to purchase any security if, as a
result, more than 10% of its net assets would be invested in securities
that are deemed to be illiquid because they are subject to legal or
contractual restrictions on resale or because they cannot be sold or
disposed of in the ordinary course of business at approximately the prices
at which they are valued.
(iv) The fund does not currently intend to invest in securities of real
estate investment trusts that are not readily marketable, or to invest in
securities of real estate limited partnerships that are not listed on the
New York Stock Exchange or the American Stock Exchange or traded on the
NASDAQ National Market System.
(v) The fund does not currently intend to purchase or sell futures
contracts or call options.  This limitation does not apply to options
attached to, or acquired or traded together with, their underlying
securities, and does not apply to securities that incorporate features
similar to options or futures contracts.
(vi) The fund does not currently intend to lend assets other than
securities to other parties, except by lending money (up to 10% of the
fund's net assets) to a registered investment company or portfolio for
which FMR or an affiliate serves as investment adviser. (This limitation
does not apply to purchases of debt securities or to repurchase
agreements.)
(vii) The fund does not currently intend to (a) purchase securities of
other investment companies, except in the open market where no commission
except the ordinary broker's commission is paid, or (b) purchase or retain
securities issued by other open   -    end investment companies. 
Limitations (a) and (b) do not apply to securities received as dividends,
through offers of exchange, or as a result of a reorganization,
consolidation, or merger.
(viii) The fund does not currently intend to purchase the securities of any
issuer (other than securities issued or guaranteed by domestic or foreign
governments or political subdivisions thereof) if, as a result, more than
5% of its total assets would be invested in the securities of business
enterprises that, including predecessors, have a record of less than three
years of continuous operation.
(ix) The fund does not currently intend to purchase warrants.  Warrants
acquired by the fund in units or attached to securities are not subject to
this limitation.
(x) The fund does not currently intend to invest in oil, gas, or other
mineral exploration or development programs or leases.
   (xi) The fund does not currently intend to invest all of its assets in
the securities of a single open-end management investment company with
substantially the same fundamental investment objective, policies, and
limitations as the fund.    
For the fund's limitations on quality and maturity, see the section
entitled    "    Quality and Maturity" on page 6.
INVESTMENT POLICIES OF SPARTAN MONEY MARKET FUND ONLY:
DOMESTIC AND FOREIGN ISSUERS.  Investments may be made in U.S.
dollar   -    denominated time deposits, certificates of deposit, and
bankers' acceptances of U.S. banks and their branches located outside of
the U.S., U.S. branches and agencies of foreign banks, and foreign branches
of foreign banks.  The fund may also invest in U.S.
dollar   -    denominated securities issued or guaranteed by other U.S. or
foreign issuers, including U.S. and foreign corporations or other business
organizations, foreign governments, foreign government agencies or
instrumentalities, and U.S. and foreign financial institutions, including
savings and loan institutions, insurance companies, mortgage bankers, and
real estate investment trusts, as well as banks.  The fund may purchase
obligations of banks, savings and loan institutions, and other financial
institutions whose creditworthiness might not otherwise meet the fund's
standards, provided that (i) t-he principal amount of the instrument
acquired by the fund is insured in full by the FDIC, and (ii) the aggregate
investment made in any one such bank or institution does not exceed
$100,000.  
The obligations of foreign branches of U.S. banks may be general
obligations of the parent bank in addition to the issuing branch, or may be
limited by the terms of a specific obligation and by governmental
regulation.  Payment of interest and principal on these obligations may
also be affected by governmental action in the country of domicile of the
branch (generally referred to as sovereign risk).  In addition, evidences
of ownership of portfolio securities may be held outside of the U.S. and
the fund may be subject to the risks associated with the holding of such
property overseas.  Various provisions of federal law governing the
establishment and operation of U.S. branches do not apply to foreign
branches of U.S. banks.
Obligations of U.S. branches and agencies of foreign banks may be general
obligations of the parent bank in addition to the issuing branch, or may be
limited by the terms of a specific obligation and by federal and state
regulation as well as by governmental action in the country in which the
foreign bank has its head office.
Obligations of foreign issuers involve certain additional risks.  These
risks may include future unfavorable political and economic developments,
withholding taxes, seizures of foreign deposits, currency controls,
interest limitations, or other governmental restrictions that might affect
payment of principal or interest.  Additionally, there may be less public
information available about foreign banks and their branches.  Foreign
issuers may be subject to less governmental regulation and supervision than
U.S. issuers.  Foreign issuers also generally are not bound by uniform
accounting, auditing, and financial reporting requirements comparable to
those applicable to U.S. issuers.
RESTRICTED SECURITIES generally can be sold in privately negotiated
transactions, pursuant to an exemption from registration under the
Securities Act of 1933, or in a registered public offering.  Where
registration is required, the fund may be obligated to pay all or part of
the registration expense and a considerable period may elapse between the
time it decides to seek registration and the time the fund may be permitted
to sell a security under an effective registration statement.  If during
such a period, adverse market conditions were to develop, the fund might
obtain a less favorable price than prevailed when it decided to seek
registration of the security.  However, in general, the fund anticipates
holding restricted securities to maturity or selling them in an exempt
transaction.
INVESTMENT POLICIES OF SPARTAN MONEY MARKET FUND AND SPARTAN U.S.
GOVERNMENT MONEY MARKET FUND:
QUALITY AND MATURITY.  Pursuant to procedures adopted by the Board of
Trustees, the funds may purchase only high   -     quality securities that
FMR believes present minimal credit risks.  To be considered high quality,
a security must be    a     U.S. government security; rated in accordance
with applicable rules in one of the two highest categories for
short   -    term securities by at least two nationally recognized rating
services (or by one, if only one rating service has rated the security);
or, if unrated, judged to be of equivalent quality by FMR. 
High   -    quality securities, other than U.S. government securities, are
divided into    "    first tier" and    "    second tier" securities. 
First tier securities have received the highest rating (e.g., Standard
& Poor's    Corporation's     A   -    1 rating) from at least two
rating services (or one, if only one has rated the security).  Second tier
securities have received ratings within the two highest rating categories
(e.g.,    S&P's     A   -    1 or A   -    2) from at least two rating
services (or one, if only one has rated the security), but do not qualify
as first tier securities.  If a security has been assigned different
ratings by different rating services, at least two ratings services must
have assigned the higher rating in order for FMR to determine eligibility
on the basis of that higher rating.  Based on procedures adopted by the
Board of Trustees, FMR may determine that an unrated security is of
equivalent quality to a rated first or second tier security.
   Spartan Money Market     may not invest more than 5% of its total assets
in second tier securities.  In addition, each fund may not invest more than
1% of its total assets or $1 million (whichever is greater) in the second
tier securities of a single issuer.
Each fund currently intends to limit its investments to securities with
remaining maturities of 397 days or less, and to maintain    a
dollar-weighted average maturity of 90 days or less.    
   AFFILIATED BANK TRANSACTIONS.  A fund may engage in transactions with
financial institutions that are, or may be considered to be, "affiliated
persons" of the funds under the Investment Company Act of 1940.  These
transactions may include repurchase agreements with custodian banks;
short-term obligations of, and repurchase agreements with, the 50 largest
U.S. banks (measured by deposits); municipal securitities; U.S. government
securities with affiliated financial institutions that are primary dealers
in these securities; short-term currency transactions; and short-term
borrowings. In accordance with exemptive orders issued by the Securities
and Exchange Commission, the Board of Trustees has established and
periodically reviews procedures applicable to transactions involving
affiliated financial institutions.    
   ASSET-BACKED SECURITES may include pools of mortgages, loans,
receivables or other assets.  Payment of principal and interest may be
largely dependent upon the cash flows generated by the assets backing the
securities, and, in certain cases, supported by letters of credit, surety
bonds, or other credit enhancements.  The value of asset-backed securities
may also be affected by the creditworthiness of the servicing agent for the
pool, the originator of the loans or receivables, or the financial
institution(s) providing the credit support.    
ILLIQUID INVESTMENTS are investments that cannot be sold or disposed of in
the ordinary course of business at approximately the prices at which they
are valued.  Under the supervision of the Board of Trustees, FMR determines
the liquidity of the funds' investments and, through reports from FMR, the
Board monitors investments in illiquid instruments.  In determining the
liquidity of the funds' investments, FMR may consider various factors,
including (1) the frequency of trades and quotations, (2) the number of
dealers and prospective purchasers in the marketplace, (3) dealer
undertakings to make a market, (4) the nature of the security (including
any demand or tender features), and (5) the nature of the marketplace for
trades (including the ability to assign or offset the funds' rights and
obligations relating to the investment).  Investments currently considered
by    the funds to     be illiquid include repurchase agreements not
entitling the holder to payment of principal and interest within seven
days.  Also,    with respect to Spartan Money Market Fund,     FMR may
determine some restricted securities and time deposits to be illiquid. 
   I    n the absence of market quotations, illiquid investments are valued
for purposes of monitoring amortized cost valuation at fair value as
determined in good faith by a committee appointed by the Board of Trustees. 
If through a change in values, net assets, or other circumstances, a fund
were in a position where more than 10% of its net assets were invested in
illiquid securities, it would seek to take appropriate steps to protect
liquidity.
DELAYED   -    DELIVERY TRANSACTIONS.  Each fund may buy and sell
securities on a delayed   -    delivery or when   -    issued basis.  These
transactions involve a commitment by a fund to purchase or sell specific
securities at a predetermined price or yield, with payment and delivery
taking place after the customary settlement period for that type of
security (and more than seven days in the future).  Typically, no interest
accrues to the purchaser until the security is delivered.  
When purchasing securities on a delayed   -    delivery basis,    a    
fund assumes the rights and risks of ownership, including the risk of price
and yield fluctuations.  Because    a fund is     not required to pay for
securities until the delivery date, these risks are in addition to the
risks associated with    each     fund'   s     other investments.  If a
fund remains substantially fully invested at a time when
delayed   -    delivery purchases are outstanding, the
delayed   -    delivery purchases may result in a form of leverage.  When
delayed   -    delivery purchases are outstanding, the funds will set aside
appropriate liquid assets in a segregated custodial account to cover its
purchase obligations.  When a fund has sold a security on a
delayed   -    delivery basis, the fund does not participate in further
gains or losses with respect to the security.  If the other party to a
delayed   -    delivery transaction fails to deliver or pay for the
securities, a fund could miss a favorable price or yield opportunity, or
could suffer a loss.
Each fund may renegotiate delayed   -    delivery transactions after they
are entered into, and may sell underlying securities before they are
delivered, which may result in capital gains or losses.
VARIABLE OR FLOATING RATE INSTRUMENTS    bear variable or floating interest
rates and carry rights that permit holders to demand payment of the unpaid
principal balance plus accrued interest from the issuers or certain
financial intermediaries. Floating rate instruments have interest rates
that change whenever there is a change in a designated base rate while
variable rate instruments provide for a specified periodic adjustment in
the interest rate. These formulas are designed to result in a market value
for the instrument that approximates its par value.      
   A demand instrument with a conditional demand feature must have received
both a short-term and a long-term high-quality rating or, if unrated, have
been determined to be of comparable quality pursuant to procedures adopted
by the Board of Trustees. A demand instrument with an unconditional demand
feature may be acquired solely in reliance upon a short-term high-quality
rating or, if unrated, upon a finding of comparable short-term quality
pursuant to procedures adopted by the Board of Trustees.    
   A fund may invest in variable or floating rate instruments that
ultimately mature in more than 397 days, if the fund acquires a right to
sell the instruments that meets certain requirements set forth in Rule
2a-7.  Variable rate instruments (including instruments subject to a demand
feature) that mature in 397 days or less and U.S. government securities
with a variable rate of interest adjusted no less frequently than 762 days
may be deemed to have maturities equal to the period remaining until the
next readjustment of the interest rate.  Other variable rate instruments
with demand features may be deemed to have a maturity equal to the period
remaining until the next adjustment of the interest rate or the period
remaining until the principal amount can be recovered through demand.  A
floating rate instrument subject to a demand feature may be deemed to have
a maturity equal to the period remaining until the principal amount can be
recovered through demand.    
REPURCHASE AGREEMENTS. In a repurchase agreement, a fund purchases a
security and simultaneously commits to resell that security to the seller
at an agreed   -    upon price on an agreed   -    upon date within a
number of days from the date of purchase.  The resale price reflects the
purchase price plus an agreed   -    upon incremental amount which is
unrelated to the coupon rate or maturity of the purchased security.  A
repurchase agreement involves the obligation of the seller to pay the
agreed   -    upon price, which obligation is in effect secured by the
value (at least equal to the amount of the agreed   -    upon resale price
and marked to market daily) of the underlying security.  A fund may engage
in repurchase agreement   s     with respect to any security in which it is
authorized to invest, even if the underlying security matures in more than
397 days.  While it does not presently appear possible to eliminate all
risks from these transactions (particularly the possibility of a decline in
the market value of the underlying securities, as well as delays and costs
to a fund in connection with bankruptcy proceedings), it is each fund's
current policy to limit repurchase agreement transactions to those parties
whose creditworthiness has been reviewed and found satisfactory by FMR.
REVERSE REPURCHASE AGREEMENTS.  In a reverse repurchase agreement, a fund
sells a portfolio instrument to another party, such as a bank or
broker   -    dealer, in return for cash and agrees to repurchase the
instrument at a particular price and time.  While a reverse repurchase
agreement is outstanding, the fund will maintain appropriate liquid assets
in a segregated custodial account to cover its obligation under the
agreement.     The     fund will enter into reverse repurchase agreements
only with parties whose creditworthiness has been found satisfactory by
FMR.  Such transactions may increase fluctuations in the market value of
   a     fund's assets and may be viewed as a form of leverage.
STRIPPED GOVERNMENT SECURITIES.  Stripped securities are created by
separating the income and principal components of a debt instrument and
selling them separately.  Each fund may purchase U.S. Treasury STRIPS
(Separate Trading of Registered Interest and Principal of Securities),
which are created when the coupon payments and the principal payment are
stripped from an outstanding Treasury bond by the Federal Reserve Bank. 
Bonds issued by the Resolution Funding Corporation can also be stripped in
this fashion and are eligible investments for the funds.
Each fund can purchase privately stripped government securities, which are
created when a dealer deposits a Treasury security or federal agency
security with a custodian for safekeeping and then sells the coupon
payments and principal payment that will be generated by this security. 
Proprietary receipts, such as Certificates of Accrual on Treasury
Securities (CATS), Treasury Investment Growth Receipts (TIGRS), and generic
Treasury Receipts (TRs), are stripped U.S. Treasury securities that are
separated into their component parts through trusts created by their broker
sponsors.  Bonds issued by the Financing Corporation (FICO) can also be
stripped in this fashion.
Because of the SEC's views on privately stripped government securities, the
funds must evaluate them as they would non   -    government securities
pursuant to regulatory guidelines applicable to all money market funds. 
Accordingly, Spartan U.S. Government Money Market Fund will not treat such
obligations as U.S. government securities for purposes of the 65% portfolio
composition test.   In addition, both funds currently intend to purchase
only those privately stripped government securities that have either
received the highest rating from two nationally recognized rating services
(or one, if only one has rated the security) or, if unrated, been judged to
be of equivalent quality by FMR pursuant to procedures adopted by the Board
of Trustees.
INTERFUND BORROWING PROGRAM.  Each fund has received permission from the
SEC to lend money to and borrow money from other funds advised by FMR or
its affiliates.  Interfund loans and borrowings normally will extend
overnight, but can have a maximum duration of seven days.  Loans may be
called on one day's notice.  The funds will lend through the program only
when the returns are higher than those available at the same time from
other short   -    term instruments (such as repurchase agreements), and
will borrow through the program only when the costs are equal to or lower
than the cost of bank loans.  The fund may have to borrow from a bank at a
higher interest rate if an interfund loan is called or not renewed.    
    Any delay in repayment to a lending fund could result in a lost
investment opportunity or additional borrowing costs.  
 SHORT SALES    "    AGAINST THE BOX".  A fund may sell securities short
when it owns or has the right to obtain securities equivalent in kind or
amount to the securities sold short.  Short sales could be used to protect
the net asset value per share of the fund in anticipation of increased
interest rates, without sacrificing the current yield of the securities
sold short.  If a fund enters into a short sale against the box, it will be
required to set aside securities equivalent in kind and amount to the
securities sold short (or securities convertible or exchangeable into such
securities) and will be required to hold such securities while the short
sale is outstanding.  The fund will incur transaction costs, including
interest expense   s    , in connection with opening, maintaining, and
closing short sales against the box.
PORTFOLIO TRANSACTIONS
All orders for the purchase or sale of portfolio securities are placed on
behalf of each fund by FMR (either directly or through affiliated
sub   -    advisers) pursuant to authority contained in the
   m    anagement    c    ontracts.  FMR is also responsible for the
placement of transaction orders for other investment companies and accounts
for which it or its affiliates act as investment adviser.  Securities
purchased and sold by the funds generally will be traded on a net basis
(i.e., without commission).  In selecting broker   -    dealers, subject to
applicable limitations of the federal securities laws, FMR will consider
various relevant factors, including, but not limited to, the size and type
of the transaction; the nature and character of the markets for the
security to be purchased or sold; the execution efficiency, settlement
capability, and financial condition of the broker   -    dealer firm; the
broker   -    dealer's execution services rendered on a continuing basis;
and the reasonableness of any commissions.  Commissions for foreign
investments traded on foreign exchanges will generally be higher than for
U.S. investments and may not be subject to negotiation.
The funds may execute portfolio transactions with broker   -    dealers who
provide research and execution services to the funds or other accounts over
which FMR or its affiliates exercise investment discretion.  Such services
may include advice concerning the value of securities; the advisability of
investing in, purchasing, or selling securities; the availability of
securities or the purchasers or sellers of securities; furnishing analyses
and reports concerning issuers, industries, securities, economic factors
and trends, portfolio strategy, and performance of accounts; and effecting
securities transactions and performing functions incidental thereto (such
as clearance and settlement).  FMR maintains a listing of
broker   -    dealers who provide such services on a regular basis. 
However, as many transactions on behalf of the funds are placed with
broker   -    dealers (including broker   -    dealers on the list) without
regard to the furnishing of such services, it is not possible to estimate
the proportion of such transactions directed to such broker   -    dealers
solely because such services were provided.  The selection of such
broker   -    dealers is generally made by FMR (to the extent possible
consistent with execution considerations), based upon the quality of
research and execution services provided.
The receipt of research from broker   -    dealers that execute
transactions on behalf of the funds may be useful to FMR in rendering
investment management services to the funds or its other clients, and,
conversely, such research provided by broker   -    dealers who have
executed transaction orders on behalf of other FMR clients may be useful to
FMR in carrying out its obligations to the funds.  The receipt of such
research has not reduced FMR's normal independent research activities;
however, it enables FMR to avoid additional expenses that could be incurred
if FMR tried to develop comparable information through its own efforts.
Subject to applicable limitations of the federal securities laws,
broker   -    dealers may receive commissions for agency transactions that
are in excess of the amount of commissions charged by other
broker   -    dealers in recognition of their research and execution
services.  In order to cause the funds to pay such higher commissions, FMR
must determine in good faith that such commissions are reasonable in
relation to the value of the brokerage and research services provided by
such executing broker   -    dealers, viewed in terms of a particular
transaction or FMR's overall responsibilities to each fund and its other
clients.  In reaching this determination, FMR will not attempt to place a
specific dollar value on the brokerage and research services provided, or
to determine what portion of the compensation should be related to those
services.
FMR is authorized to use research services provided by and to place
portfolio transactions with brokerage firms that have provided assistance
in the distribution of shares of the funds or shares of other Fidelity
funds to the extent permitted by law.  FMR may use research services
provided by and place agency transactions with Fidelity Brokerage Services,
Inc. (FBSI),    and Fidelity Brokerage Services, Ltd. (FBSL),
subsidiaries     of FMR Corp., if the commissions are fair, reasonable, and
comparable to commissions charged by non   -    affiliated, qualified
brokerage firms for similar services.     During fiscal 1994 the funds did
not pay any brokerage commissions.    
Section 11(a) of the Securities Exchange Act of 1934 prohibits members of
national securities exchanges from executing exchange transactions for
accounts which they or their affiliates manage, except    if certain
requirements are satisfied    .  Pursuant to such re   quirement    s, the
Board of Trustees has a   uthorized     FBSI to e   xecute fund    
portfolio transactions on national securities exchanges    in accordance
with approved procedures and applicable SEC rules.      
The Trustees periodically review FMR's performance of its responsibilities
in connection with the placement of portfolio transactions on behalf of
each fund and review the commissions paid by each fund over representative
periods of time to determine if they are reasonable in relation to the
benefits to each fund.
From time to time the Trustees will review whether the recapture for the
benefit of the funds of some portion of the brokerage commissions or
similar fees paid by the funds on portfolio transactions is legally
permissible and advisable. Each fund seeks to recapture soliciting
broker   -    dealer fees on the tender of portfolio securities, but at
present no other recapture arrangements are in effect.  The Trustees intend
to continue to review whether recapture opportunities are available and are
legally permissible and, if so, to determine in the exercise of their
business judgment whether it would be advisable for the funds to seek such
recapture.
Although the Trustees and officers of the funds are substantially the same
as those of other funds managed by FMR, investment decisions for each fund
are made independently from those of other funds managed by FMR or accounts
managed by FMR affiliates.  It sometimes happens that the same security is
held in the portfolio of more than one of these funds or accounts. 
Simultaneous transactions are inevitable when several funds are managed by
the same investment adviser, particularly when the same security is
suitable for the investment objective of more than one fund.
When two or more funds are simultaneously engaged in the purchase or sale
of the same security, the prices and amounts are allocated in accordance
with a formula considered by the officers of the funds involved to be
equitable to each fund.  In some cases this system could have a detrimental
effect on the price or value of the security as far as the funds are
concerned.  In other cases, however, the ability of the funds to
participate in volume transactions will produce better executions and
prices for the funds.  It is the current opinion of the Trustees that the
desirability of retaining FMR as investment adviser to the funds outweighs
any disadvantages that may be said to exist from exposure to simultaneous
transactions.
VALUATION OF PORTFOLIO SECURITIES
Each fund values its investments on the basis of amortized cost.  This
technique involves valuing an instrument at its cost as adjusted for
amortization of premium or accretion of discount rather than its value
based on current market quotations or appropriate substitutes which reflect
current market conditions.  The amortized cost value of an instrument may
be higher or lower than the price the fund would receive if it sold the
instrument.
Valuing a fund's instruments on the basis of amortized cost and use of the
term    "    money market fund" are permitted by Rule 2a   -    7 under the
Investment Company Act of 1940.  The funds must adhere to certain
conditions under Rule 2a   -    7.
The Board of Trustees of the trust oversees FMR's adherence to SEC rules
concerning money market funds, and has established procedures designed to
stabilize the fund   s'        net asset value     (NAV) at $1.00.  At such
intervals as they deem appropriate, the Trustees consider the extent to
which NAV calculated by using market valuations would deviate from $1.00
per share.  If the Trustees believe that a deviation from a fund's
amortized cost per share may result in material dilution or other unfair
results to shareholders, the Trustees have agreed to take such corrective
action, if any, as they deem appropriate to eliminate or reduce, to the
extent reasonably practicable, the dilution or unfair results.  Such
corrective action could include selling portfolio instruments prior to
maturity to realize capital gains or losses or to shorten average portfolio
maturity; withholding dividends; redeeming shares in kind; establishing NAV
by using available market quotations; and such other measures as the
Trustees may deem appropriate.
During periods of declining interest rates, each fund's yield based on
amortized cost may be higher than the yield based on market valuations. 
Under these circumstances, a shareholder in the fund would be able to
obtain a somewhat higher yield than would result if the fund utilized
market valuations to determine its NAV.  The converse would apply in a
period of rising interest rates.
PERFORMANCE
Each fund may quote its performance in various ways.  All performance
information supplied by the funds in advertising is historical and is not
intended to indicate future returns.  Each fund's yields and total returns
fluctuate in response to market conditions and other factors.
YIELD CALCULATIONS.  To compute each fund's yield for a period, the net
change in value of a hypothetical account containing one share reflects the
value of additional shares purchased with dividends from the original share
and dividends declared on both the original share and any additional
shares.  The net change is then divided by the value of the account at the
beginning of the period to obtain a base period return.  This base period
return is annualized to obtain a current annualized yield.  Each fund may
also calculate an effective yield by compounding the base period return
over a one year period.  In addition to current yield, each fund may quote
yields in advertising based on any historical seven   -    day period.
Yield information may be useful in reviewing the funds' performance and in
providing a basis for comparison with other investment alternatives. 
However, the funds' yields fluctuate, unlike investments that pay a fixed
interest rate over a stated period of time.  The funds' yields are
calculated on the same basis as other money market funds, as required by
applicable regulations.  When comparing investment alternatives, investors
should also note the quality and maturity of the portfolio securities of
the investment companies they have chosen to consider.
Investors should recognize that in periods of declining interest rates the
funds' yields will tend to be somewhat higher than prevailing market rates,
and in periods of rising interest rates the funds' yields will tend to be
somewhat lower.  Also, when interest rates are falling, the inflow of net
new money to a fund from the continuous sale of its shares will likely be
invested in instruments producing lower yields than the balance of the
fund's holdings, thereby reducing the current yields of the funds.  In
periods of rising interest rates, the opposite can be expected to occur.
TOTAL RETURN CALCULATIONS. Total returns quoted in advertising reflect all
aspects of a fund's returns, including the effect of reinvesting dividends
and capital gain distributions (if any), and any change in the fund's net
asset value per share (NAV) over a period.  Average annual total returns
are calculated by determining the growth or decline in value of a
hypothetical historical investment in a fund over a stated period, and then
calculating the annually compounded percentage rate that would have
produced the same result if the rate of growth or decline in value had been
constant over the entire period.  For example, a cumulative total return of
100% over 10 years would produce an average annual total return of 7.18%,
which is the steady annual rate that would equal 100% growth on a
compounded basis in 10 years.  While average annual returns are a
convenient means of comparing investment alternatives, investors should
realize that a fund's performance is not constant over time, but changes
from year to year, and that average annual total returns represent averaged
figures as opposed to the actual year   -    to   -    year performance of
the funds.
In addition to average annual total returns, a fund may quote unaveraged or
cumulative total returns reflecting the simple change in value of an
investment over a stated period.  Average annual and cumulative total
returns may be quoted as a percentage or as a dollar amount, and may be
calculated for a single investment, a series of investments, or a series of
redemptions over any time period.  Total returns may be broken down into
their components of income and capital (including capital gains and changes
in share price, if any) in order to illustrate the relationship of these
factors and their contributions to total return.  An example of this type
of illustration is given below.  Total returns may be quoted on a
before   -    tax or after   -    tax basis.  Total returns, yields, and
other performance information may be quoted numerically or in a table,
graph, or similar illustration and may omit or include the effect of the
funds' $5.00 account closeout fee or other charges for special transactions
or services.  Omitting fees and charges will cause a fund's total return
figures to be higher.
HISTORICAL FUND RESULTS.  The following table shows each fund's yields and
total returns for the periods ended April 30, 1993.
                     Average Annual Total Returns       Cumulative Total    
                                                    Returns                 
 
 
<TABLE>
<CAPTION>
<S>       <C>              <C>        <C>                  <C>            <C>        <C>             
               7-Day                                                                                 
 
            Yield          One Year        Five Year       Life of Fund   One Year   Life of Fund*   
 
</TABLE>
 
 
<TABLE>
<CAPTION>
<S>                <C>        <C>      <C>        <C>         <C>        <C>        
Spartan Money         ____%     ___%       ___%       ____%      ____%       ___%   
Market Fund**                                                                       
 
Spartan U.S.          ____%     ___%       ___%       ____%      ____%       ___%   
Government Money                                                                    
Market Fund**                                                                       
 
</TABLE>
 
* Spartan Money Market Fund and Spartan U.S. Government Money Market Fund
commenced operations on January 23, 1989 and February 5, 1990,
respectively.
** If FMR had not reimbursed certain fund expenses during the period,
Spartan U.S. Government Money Market Fund's seven   -    day yield would
have been ____% and both funds' total returns would have been lower.
The total return figures above include the effect of the funds' $5.00
account clo   seout fee.     
The following tables compare each fund's total returns for the fiscal
periods shown to the record of the Standard & Poor's 500 Composite
Stock Price Index (S&P 500), the Dow Jones Industrial Average (DJIA),
and the cost of living (as measured by the Consumer Price Index, or CPI)
over the same periods. The S&P 500 and DJIA comparisons are provided to
show how each fund's total return compared to the return of common stocks
over the same periods.  Of course, since the funds invest in
short   -    term, fixed   -    income securities, common stocks represent
a different type of investment from the funds.  Common stocks generally
offer greater growth potential than the funds, but generally experience
greater price volatility, which may mean a greater potential for loss.  In
addition, common stocks generally provide lower income than money market
investments such as the funds.  The S&P 500 and DJIA are based on the
prices of unmanaged groups of stocks and, unlike the funds' returns, their
returns do not include the effect of paying brokerage commissions or other
costs of investing.
SPARTAN MONEY MARKET.  During the period from January 23, 1989
(commencement of operations) through April 30, 199   4    , a hypothetical
$10,000 investment in Spartan Money Market Fund would have grown to
$______, assuming all distributions were reinvested.  This was a period of
widely fluctuating interest rates and should not be considered
representative of the dividend income or capital gain or loss that could be
realized from an investment in the fund today.
SPARTAN MONEY MARKET FUND    INDICES    
 
 
<TABLE>
<CAPTION>
<S>        <C>          <C>             <C>              <C>     <C>        <C>    <C>        
           Value of     Value of        Value of                                              
 
Period     Initial      Reinvested      Reinvested                                 Cost       
 
Ended      $10,000      Dividend        Capital Gain     Total                     of         
 
April 30   Investment   Distributions   Distributions    Value   S&P    DJIA   Living**   
                                                                 500                          
 
</TABLE>
 
 
<TABLE>
<CAPTION>
<S>     <C>       <C>      <C>    <C>        <C>        <C>        <C>         
1994    $_____    $_____   $__    $______    $______    $______    $______     
 
1993      _____    _____     __     ______     ______     ______     ______    
 
1992      _____    _____     __     ______     ______     ______     ______    
 
1991      _____    _____     __     ______     ______     ______     ______    
 
1990      _____    _____     __     ______     ______     ______     ______    
 
1989*     _____    _____     __     ______     ______     ______     ______    
 
</TABLE>
 
* From January 23, 1989 (commencement of operations).
** Starting at month   -    end closest to initial investment date.
Explanatory Notes:  With an initial investment of $10,000 made on January
23, 1989 the net amount invested in fund shares was $10,000.  The cost of
the initial investment ($10,000), together with the aggregate cost of
reinvested dividends for the period covered (their cash value at the time
they were reinvested), amounted to $______.  If distributions had not been
reinvested, the amount of distributions earned from the fund over time
would have been smaller, and cash payments (dividends) for the period would
have amounted to $_____.  The fund did not distribute any capital gains
during the period. If FMR had not reimbursed the fund for certain expenses,
these figures would have been lower.  Tax consequences of different
investments have not been factored into the figures above.  The figures in
the table do not include the effect of the fund's $5.00 account closeout
fee.
SPARTAN U.S. GOVERNMENT MONEY MARKET FUND.  During the period from February
5, 1990 (commencement of operations) through April 30, 1994, a hypothetical
$10,000 investment in Spartan U.S. Government Money Market Fund would have
grown to $______, assuming all distributions were reinvested.  This was a
period of widely fluctuating interest rates and should not necessarily be
considered representative of the dividend income or capital gain or loss
that could be realized from an investment in the fund today.
SPARTAN U.S. GOVERNMENT MONEY MARKET FUND    INDICES    
 
 
<TABLE>
<CAPTION>
<S>        <C>          <C>             <C>              <C>     <C>        <C>    <C>        
           Value of     Value of        Value of                                              
 
Period     Initial      Reinvested      Reinvested                                 Cost       
 
Ended      $10,000      Dividend        Capital Gain     Total                     of         
 
April 30   Investment   Distributions   Distributions    Value   S&P    DJIA   Living**   
                                                                 500                          
 
</TABLE>
 
 
<TABLE>
<CAPTION>
<S>           <C>        <C>       <C>    <C>        <C>        <C>        <C>        
   1994       $______    $_____    $__    $______    $______    $______    $______    
 
1993            ______     _____     __     ______     ______     ______     ______   
 
1992            ______     _____     __   ______     ______     ______     ______     
 
1991            ______     _____     __   ______     ______     ______     ______     
 
1990*           ______     _____     __   ______     ______     ______     ______     
 
</TABLE>
 
* From February 5, 1990 (commencement of operations).
** Starting at month   -    end closest to initial investment date.
Explanatory Notes:  With an initial investment of $10,000 made on February
5, 1990, the net amount invested in fund shares was $10,000.  The cost of
the initial investment ($10,000), together with the aggregate cost of
reinvested dividends for the period covered (their cash value at the time
they were reinvested), amounted to $______.  If distributions had not been
reinvested, the amount of distributions earned from the fund over time
would have been smaller, and cash payments (dividends) for the period would
have amounted to $______.  If FMR had not reimbursed the fund for certain
expenses,  these figures would have been lower.  Tax consequences of
different investments have not been factored into the above figures.  The
figures in the table do not include the effect of the fund's $5.00 account
closeout fee.
In addition to quoting performance rankings, each fund may compare its
total expense ratio to the average total expense ratio of all money market
funds as tracked by Lipper.  A fund's total expense ratio is a significant
factor in comparing money market investments because of its effect on net
yield.  According to Lipper Analytical Services, Inc., First Edition 1994,
the average expense ratio for money market instrument funds for the year
ended April 30, 1994 was .___%.
Each fund may also compare its performance to several products offered by
banks and thrifts.  The funds may compare their yields, both their
seven   -    day yields and their effective yields, to those of money
market accounts, Super NOW accounts, and certificates of deposit quoted in
the BANK RATE MONITOR National Index(double dagger), an average of the
quoted rates for ____ leading banks and thrifts in ten U.S. cities, chosen
to represent the ten largest Consumer Metropolitan Statistical Areas.
Unlike the funds, certain bank and thrift products such as money market
deposit accounts, Super NOW Accounts, and certificates of deposit are
insured by the Federal Deposit Insurance Corporation.  The table below
compares each fund's seven   -    day average net yield with the BANK RATE
MONITOR National Index(double dagger) (an index of bank money market
deposit account performance).  BANK RATE MONITOR National Index(double
dagger) is published by Financial Rates Inc., Box 088888 of North Palm
Beach, Florida 33408.
In addition, the funds may compare their yields to the Auction Average
Discount Rate for 182   -    day Treasury Bills.  Six   -    month Treasury
bills are issued at a discount from their face value at weekly auctions. 
Consequently, a bill's yield is quoted as a yield to maturity reflecting
the accretion of the discount as the bill matures.  The funds may also
compare their yields to the federal funds rate, which is the interest rate
that banks charge each other for overnight loans through the Federal
Reserve System to meet reserve requirements.  Both the yield on
six   -    month Treasury bills and the federal funds rate are considered
to be sensitive indicators of interest rate trends.
The funds' performance may be compared to the performance of other mutual
funds in general, or to the performance of particular types of mutual
funds   .         These comparisons     may be expressed as mutual fund
rankings prepared by Lipper Analytical Services, Inc.
   (    Lipper   )    , an independent service located in Summit, New
Jersey that monitors the performance of mutual funds.  Lipper
   generally     ranks funds on the basis of total return, assuming
reinvestment of distributions, but does not take sales charges or
redemption fees into consideration, and is prepared without regard to tax
consequences.     Lipper may also rank funds based on yield.  In addition
to the mutual fund rankings, a fund's performance may be compared to mutual
fund performance indices prepared by Lipper.    
  From time to time, a fund's performance    may     also be compared to
other mutual funds tracked by financial or business publications and
periodicals.  For example, the fund may quote Morningstar, Inc. in its
advertising materials.  Morningstar, Inc. is a mutual fund rating service
that rates mutual funds on the basis of risk   -    adjusted performance. 
In addition, the fund may quote financial or business publications and
periodicals as they relate to fund management, investment philosophy, and
investment techniques.  Rankings that compare the performance of Fidelity
funds to one another in appropriate categories over specific periods of
time may also be quoted in advertising.
    A fund may be compared in advertising to Certificates of Deposit (CDs)
or other investments issued by banks.  Mutual funds differ from bank
investments in several respects.  For example, a fund may offer greater
liquidity or higher potential returns than CDs, and a fund does not
guarantee your principal or your return.    
Fidelity may provide information designed to help individuals understand
their investment goals and explore various financial strategies.  For
example, Fidelity's FundMatchSM Program includes a workbook describing
general principles of investing, such as asset allocation, diversification,
risk tolerance, and goal setting; a questionnaire designed to help create a
personal financial profile; and an action plan offering investment
alternatives.  Materials may also include discussions of Fidelity's three
asset allocation funds and    other Fidelity funds, products, and
services    .
Ibbotson Associates of Chicago, Illinois (Ibbotson) provides historical
returns of the capital markets in the United States, including common
stocks, small capitalization stocks, long   -    term corporate bonds,
intermediate   -    term government bonds, long   -    term government
bonds, Treasury bills, the U.S. rate of inflation (based on the CPI), and
combinations of various capital markets.  The performance of these capital
markets is based on the returns of different indices.
Fidelity funds may use the performance of these capital markets in order to
demonstrate general risk   -    versus   -    reward investment scenarios. 
Performance comparisons may also include the value of a hypothetical
investment in any of these capital markets.  The risks associated with the
security types in any capital market may or may not correspond directly to
those of the funds.  Ibbotson calculates total returns in the same method
as the funds.  The funds may also compare performance to that of other
compilations or indices that may be developed and made available in the
future. 
 The funds may compare their performance, or the performance of securities
in which they may invest, to averages published by IBC USA (Publications),
Inc. of Ashland,    Massachusetts    .  These averages assume reinvestment
of distributions.  The IBC/Donoghue's MONEY FUND AVERAGES/All Taxable and
MONEY FUND AVERAGES/Government, which are reported in the MONEY FUND
REPORT, cover over 500 taxable and 150 government money market funds,
respectively.  
   In advertising materials, Fidelity may reference or discuss its products
and services, which may include: other Fidelity funds; retirement
investing; brokerage products and services; the effects of periodic
investment plans and dollar cost averaging; saving for college; charitable
giving; and the Fidelity credit card.  In addition, Fidelity may quote
financial or business publications and periodicals, including model
portfolios or allocations, as they relate to fund management, investment
philosophy, and investment techniques.  Fidelity may also reprint, and use
as advertising and sales literature, articles from Fidelity Focus, a
quarterly magazine provided free of charge to Fidelity fund
shareholders.    
 A fund may    present     its fund number, Quotron(trademark) number,
CUSIP number, and    discuss or quote its     current portfolio manager. 
A fund may be available for purchase through retirement plans or other
programs offering deferral of or exemption from income taxes, which may
produce superior after   -    tax returns over time.  For example, a $1,000
investment earning a taxable return of    ___    % annually would have an
after   -    tax value of $   _____     after ten years, assuming tax was
deducted from the return each year at a    ___    % rate.  An equivalent
tax   -    deferred investment would have an after   -    tax value of
$   ______     after ten years, assuming tax was deducted at a    ___    %
rate from the tax   -    deferred earnings at the end of the 10-year
period.
From time to time, the funds may reference the U.S. Personal Savings Rate
as quoted by the Department of Commerce.  The Personal Savings Rate is
defined as that part of personal income which is neither paid out in taxes
nor spent on goods and services.  The funds may also quote from commentary
which appears in published newspapers, magazines, and other periodicals. 
The funds may reference the growth and variety of money market mutual funds
and the adviser's innovation and participation in the industry.
As of April 30, 199   4    , FMR managed    ___     Spartan funds with
approximately $   ____     billion in assets.
ADDITIONAL PURCHASE AND REDEMPTION INFORMATION
Each fund is open for business and its net asset value per share (NAV) is
calculated each day the New York Stock Exchange (NYSE) is open for trading. 
The NYSE has designated the following holiday closings for 199   4    : 
Washington's Birthday (observed), Good Friday, Memorial Day (observed),
Independence Day, Labor Day, Thanksgiving Day, and Christmas Day
(observed). Although FMR expects the same holiday schedule   , with the
addition of New Year's Day,     to be observed in the future, the NYSE may
modify its holiday schedule at any time.  
FSC normally determines each fund's NAV as of the close of the NYSE
(normally 4:00 p.m. Eastern time).  However, NAV may be calculated earlier
if trading on the NYSE is restricted or as permitted by the SEC.  To the
extent that portfolio securities are traded in other markets on days when
the NYSE is closed, a fund's NAV may be affected on days when investors do
not have access to the fund to purchase or redeem shares.
If the Trustees determine that existing conditions make cash payments
undesirable, redemption payments may be made in whole or in part in
securities or other property, valued for this purpose as they are valued in
computing a fund's NAV.  Shareholders receiving securities or other
property on redemption may realize a gain or loss for tax purposes, and
will incur any costs of sale, as well as the associated inconveniences.
Pursuant to Rule 11a   -    3 under the Investment Company Act of 1940 (the
1940 Act), each fund is required to give shareholders at least 60 days'
notice prior to terminating or modifying its exchange privilege.  Under the
Rule, the 60   -    day notification requirement may be waived if (i) the
only effect of a modification would be to reduce or eliminate an
administrative fee, redemption fee, or deferred sales charge ordinarily
payable at the time of an exchange, or (ii) a fund suspends    the
    redemption of the shares to be exchanged as permitted under the 1940
Act or    the rules and regulations thereunder    , or the fund to be
acquired suspends the sale of its shares because it is unable to invest
amounts effectively in accordance with its investment objective and
policies.  
In the Prospectus, each fund has notified shareholders that it reserves the
right at any time, without prior notice, to refuse exchange purchases by
any person or group if, in FMR's judgment, the fund would be unable to
invest effectively in accordance with its investment objective and
policies, or would otherwise potentially be adversely affected.
DISTRIBUTIONS AND TAXES
DISTRIBUTIONS.  If you request to have distributions mailed to you and the
U.S. Postal Service cannot deliver your checks, or if your checks remain
uncashed for six months, Fidelity may reinvest your distributions at the
then   -    current NAV.  All subsequent distributions will then be
reinvested until you provide Fidelity with alternate instructions.
DIVIDENDS.  Because the funds' income is primarily derived from interest,
dividends from the funds normally will not qualify for the
dividends   -    received deduction available to corporations.  The funds
will send each shareholder a notice in January describing the tax status of
dividends and capital gain distributions (if any) for the prior year.
CAPITAL GAIN DISTRIBUTIONS.  Each fund may distribute any net realized
short   -    term capital gains once a year or more often, as necessary, to
maintain its net asset value at $1.00 per share.  Short   -    term capital
gains distributed by the funds are taxable to shareholders as dividends,
not as capital gains.  Distributions from short   -    term capital gains
do not qualify for the dividends   -    received deduction.
TAX STATUS OF THE FUNDS.  Each fund has qualified and intends to continue
to qualify each year as a "regulated investment company" for tax purposes
so that it will not be liable for federal tax on income and capital gains
distributed to shareholders.  In order to qualify as a regulated investment
company and avoid being subject to federal income or excise taxes at the
fund level, each fund intends to distribute substantially all of its net
investment income and net realized capital gains (if any) within each
calendar year as well as on a fiscal year basis.  Each fund is treated as a
separate entity for tax purposes from the other funds of Fidelity
   Hereford Street Trust    .
STATE AND LOCAL TAXES. For mutual funds organized as business trusts,   
state law provides for a pass-through of the sate and local income tax
exemption afforded to direct owners of U.S. government securities. Some
states limit this pass through to mutual funds that invest a certain amount
in U.S. government securities, and some types of securities, such as
repurchase agreements and some agency backed securities, may not qualify
for this pass-through benefit. The tax treatment of your dividend
distributions from the fund will be the same as if you directly owned your
proportionate share of the U.S. government securities in the fund's
portfolio. Because the income earned on most U.S. government securities in
which the fund invests is exempt from state and local income taxes, the
portion of your dividends from the fund attributable to these securities
will also be free from income taxes. The exemption from state and local
income taxation does not preclude states from assessing other taxes on the
ownership of U.S. government securities.    
OTHER TAX INFORMATION.  The information above is only a summary of some of
the tax consequences generally affecting the funds and their shareholders,
and no attempt has been made to discuss individual tax consequences.  In
addition to federal income taxes, shareholders of the funds may be subject
to state and local taxes on distributions received from a fund.  Investors
should consult their tax advisors to determine whether the funds are
suitable to their particular tax situation.
FMR
FMR is a wholly owned subsidiary of FMR Corp., a parent company organized
in 1972.  At present, the principal operating activities of FMR Corp. are
those conducted by three of its divisions as follows:  FSC, which is the
transfer and shareholder servicing agent for certain of the funds advised
by FMR; Fidelity Investments Institutional Operations Company, which
performs shareholder servicing functions for certain institutional
customers; and Fidelity Investments Retail Marketing Company, which
provides marketing services to various companies within the Fidelity
organization.
Several affiliates of FMR are also engaged in the investment advisory
business.  Fidelity Management Trust Company provides trustee, investment
advisory, and administrative services to retirement plans and corporate
employee benefit accounts.  Fidelity Management & Research (U.K.) Inc.
(FMR U.K.) and Fidelity Management & Research (Far East) Inc. (FMR Far
East), both wholly owned subsidiaries of FMR formed in 1986, supply
investment research, and may supply portfolio management services, to FMR
in connection with certain funds advised by FMR.  Analysts employed by FMR,
FMR U.K., and FMR Far East research and visit thousands of domestic and
foreign companies each year.     FTX, a who    lly owned subsidiary of FMR
formed in 1989, supplies portfolio management and research services in
connection with certain money market funds advised by FMR.
TRUSTEES AND OFFICERS
The Trustees and executive officers of the trust are listed below.  Except
as indicated, each individual has held the office shown or other offices in
the same company for the last five years.  Trustees and officers elected or
appointed to Fidelity Summer Street Trust prior to    each fund's    
conversion from a    fund     of that trust to a    fund     of Fidelity
Hereford Street Trust served Fidelity Summer Street Trust in identical
capacities.  All persons named as Trustees also serve in similar capacities
for other funds advised by FMR.  Unless otherwise noted, the business
address of each Trustee and officer is 82 Devonshire Street, Boston,
   Massachusetts      02109, which is also the address of FMR.  Those
Trustees who are "interested persons" (as defined in the Investment Company
Act of 1940) by virtue of their affiliation with the    t    rust or FMR
are indicated by an asterisk (*).
*EDWARD C. JOHNSON 3d, Tr ustee 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 FMR Texas
Inc. (1989), Fidelity Management & Research (U.K.) Inc., and Fidelity
Management & Research (Far East) Inc.
*J. GARY BURKHEAD, Trustee and Senior Vice President, is President of FMR;
and President and a Director of FMR Texas Inc. (1989), Fidelity Management
& Research (U.K.) Inc., and Fidelity Management & Research (Far
East) Inc.
RALPH F. COX, 200 Rivercrest Drive, Fort Worth, TX, Trustee (1991), is a
consultant to Western Mining Corporation (1994). Prior to February 1994, he
was President of Greenhill Petroleum Corporation (petroleum exploration and
production, 1990).  Until March 1990, Mr. Cox was President and Chief
Operating Officer of Union Pacific Resources Company (exploration and
production).  He is a Director of Sanifill Corporation (non-hazardous
waste, 1993) and CH2M Hill Companies (engineering).  In addition, he served
on the Board of Directors of the Norton Company (manufacturer of industrial
devices, 1983-1990) and continues to serve on the Board of Directors of the
Texas State Chamber of Commerce, and is a member of advisory boards of
Texas A&M University and the University of Texas at Austin.
RICHARD J. FLYNN, 77 Fiske Hill, Sturbridge, MA, Trustee, is a financial
consultant.  Prior to September 1986, Mr. Flynn was Vice Chairman and a
Director of the Norton Company (manufacturer of industrial devices).  He is
currently a Director of Mechanics Bank and a Trustee of College of the Holy
Cross and Old Sturbridge Village, Inc.
E. BRADLEY JONES, 3881-2 Lander Road, Chagrin Falls, OH, Trustee (1990). 
Prior to his retirement in 1984, Mr. Jones was Chairman and Chief Executive
Officer of LTV Steel Company.  Prior to May 1990, he was Director of
National City Corporation (a bank holding company) and National City Bank
of Cleveland.  He is a Director of TRW Inc. (original equipment and
replacement products), Cleveland-Cliffs Inc (mining), NACCO Industries,
Inc. (mining and marketing), Consolidated Rail Corporation, Birmingham
Steel Corporation, Hyster-Yale Materials Handling, Inc. (1989), and RPM,
Inc. (manufacturer of chemical products, 1990).  In addition, he serves as
a Trustee of First Union Real Estate Investments, Chairman of the Board of
Trustees and a member of the Executive Committee of the Cleveland Clinic
Foundation, a Trustee and a member of the Executive Committee of University
School (Cleveland), and a Trustee of Cleveland Clinic Florida.
DONALD J. KIRK, 680 Steamboat Road, Apartment #1-North, Greenwich, CT,
Trustee, is a Professor at Columbia University Graduate School of Business
and a financial consultant.  Prior to 1987, he was Chairman of the
Financial Accounting Standards Board.  Mr. Kirk is a Director of General Re
Corporation (reinsurance) and Valuation Research Corp. (appraisals and
valuations, 1993). In addition, he serves as Vice Chairman of the Board of
Directors of the National Arts Stabilization Fund and Vice Chairman of the
Board of Trustees of the Greenwich Hospital Association.
*PETER S. LYNCH, Trustee (1990) is Vice Chairman of FMR (1992).  Prior to
his retirement on May 31, 1990, he was a Director of FMR (1989) and
Executive Vice President of FMR (a position he held until March 31, 1991);
Vice President of Fidelity Magellan Fund and FMR Growth Group Leader; and
Managing Director of FMR Corp.  Mr. Lynch was also Vice President of
Fidelity Investments Corporate Services (1991-1992).  He is a Director of
W.R. Grace & Co. (chemicals, 1989) and Morrison Knudsen Corporation
(engineering and construction).  In addition, he serves as a Trustee of
Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield
(1989) and Society for the Preservation of New England Antiquities, and as
an Overseer of the Museum of Fine Arts of Boston (1990).
GERALD C. McDONOUGH, 135 Aspenwood Drive, Cleveland, OH, Trustee (1989), is
Chairman of G.M. Management Group (strategic advisory services).  Prior to
his retirement in July 1988, he was Chairman and Chief Executive Officer of
Leaseway Transportation Corp. (physical distribution services). Mr.
McDonough is a Director of ACME-Cleveland Corp. (metal working,
telecommunications and electronic products), Brush-Wellman Inc. (metal
refining), York International Corp. (air conditioning and refrigeration,
1989), Commercial Intertech Corp. (water treatment equipment, 1992), and
Associated Estates Realty Corporation (a real estate investment trust,
1993). 
EDWARD H. MALONE, 5601 Turtle Bay Drive #2104, Naples, FL, Trustee.  Prior
to his retirement in 1985, Mr. Malone was Chairman, General Electric
Investment Corporation and a Vice President of General Electric Company. 
He is a Director of Allegheny Power Systems, Inc. (electric utility),
General Re Corporation (reinsurance) and Mattel Inc. (toy manufacturer). 
He is also a Trustee of Rensselaer Polytechnic Institute and of Corporate
Property Investors and a member of the Advisory Boards of Butler Capital
Corporation Funds and Warburg, Pincus Partnership Funds.
THOMAS R. WILLIAMS, 21st Floor, 191 Peachtree Street, N.E., Atlanta, GA,
Trustee, is President of The Wales Group, Inc. (management and financial
advisory services).  Prior to retiring in 1987, Mr. Williams served as
Chairman of the Board of First Wachovia Corporation (bank holding company),
and Chairman and Chief Executive Officer of The First National Bank of
Atlanta and First Atlanta Corporation (bank holding company).  He is
currently a Director of BellSouth Corporation (telecommunications),
ConAgra, Inc. (agricultural products), Fisher Business Systems, Inc.
(computer software), Georgia Power Company (electric utility), Gerber Alley
& Associates, Inc. (computer software), National Life Insurance Company
of Vermont, American Software, Inc. (1989), and AppleSouth, Inc.
(restaurants, 1992).
GARY L. FRENCH, Treasurer (1991).  Prior to becoming Treasurer of the
Fidelity funds, Mr. French was Senior Vice President, Fund Accounting -
Fidelity Accounting & Custody Services Co. (1991); Vice President, Fund
Accounting - Fidelity Accounting & Custody Services Co. (1990); and
Senior Vice President, Chief Financial and Operations Officer - Huntington
Advisers, Inc. (1985-1990).
LELAND BARRON, is Vice President of Spartan U.S. Government Money Market
Fund and of other funds advised by FMR and is an employee of FMR Texas.
JOHN TODD, is Vice President of Spartan Money Market Fund and of other
funds advised by FMR and is an employee of FMR Texas.
ARTHUR S. LORING, Secretary, is Senior Vice President and General Counsel
of FMR, Vice President-Legal of FMR Corp., and Vice President and Clerk of
FDC.
THOMAS D. MAHER, Assistant Vice President (1990), is Assistant Vice
President of Fidelity's money market funds and Vice President and Associate
General Counsel of FMR Texas (1990).
  Under a retirement program that became effective on November 1, 1989,
Trustees, upon reaching age 72, become eligible to participate in a defined
benefit retirement program under which they receive payments during their
lifetime from the funds based on their    ba    sic trustee fees and length
of service.  Currently, Messrs. Robert L. Johnson, William R. Spaulding,
   Bertram H. Witham    , and David L. Yunich participate in the program.
  As of April 30, 199   4    , the Trustees and officers of the funds owned
in the aggregate less than    __    % of the outstanding shares of each
fund.
MANAGEMENT CONTRACTS
Each fund employs FMR to furnish investment advisory and other services. 
Under its management contract with each fund, FMR acts as investment
adviser and, subject to the supervision of the Board of Trustees, directs
the investments of each fund in accordance with its investment objective,
policies, and limitations.  FMR also provides each fund with all necessary
office facilities and personnel for servicing the fund's investments, and
compensates all officers of the trust,  all Trustees who are "interested
persons" of the    t    rust or    of     FMR, and all personnel of the
   t    rust or FMR performing services relating to research, statistical,
and investment activities.  In addition, FMR or its affiliates, subject to
the supervision of the Board of Trustees, provide the management and
administrative services necessary for the operation of the funds.  These
services include providing facilities for maintaining each fund's
organization; supervising relations with custodians, transfer and pricing
agents, accountants, underwriters, and other persons dealing with the
funds; preparing all general shareholder communications and conducting
shareholder relations; maintaining the funds' records and the registration
of the funds' shares under federal and state law; developing management and
shareholder services for the fund; and furnishing reports, evaluations, and
analyses on a variety of subjects to the Board of Trustees.
FMR is responsible for the payment of all expenses of the funds with
certain exceptions.  Specific expenses payable by FMR include, without
limitation, the fees and expenses of registering and qualifying the funds
and their shares for distribution under federal and state securities laws;
expenses of typesetting for printing the    p    rospectus and
   s    tatement   s     of Additional Information; custodian charges;
audit and legal expenses; insurance expense; association membership dues;
and the expenses of mailing reports to shareholders, shareholder meetings,
and proxy solicitations.  FMR also provides for transfer agent and dividend
disbursing services and portfolio and general accounting record maintenance
through FSC.
FMR pays all other expenses of the funds with the following exceptions:
fees and expenses of all Trustees of the trust who are not   
"    interested persons" of the trust or FMR (the non   -    interested
Trustees); interest on borrowings; taxes; brokerage commissions (if any);
and such nonrecurring expenses as may arise, including costs of any
litigation to which the funds may be a party, and any obligation they may
have to indemnify the officers and Trustees with respect to litigation.
FMR is    each fund's manager pursuant to a management contract dated June
17, 1994.  The contracts were approved by Fidelity Summer Street Trust as
sole shareholder of the trust on June 17, 1994 in conjunction with an
Agreement and Plan to convert each fund from a series of a Massachusetts
business trust to a series of a Delaware Trust.  The Agreement and Plan of
Conversion was approved by public shareholders of each fund on March 23,
1994.  Besides reflecting the funds' redomiciling, the June 17, 1994
contract is identical to each fund's prior management contract with FMR,
which was approved by shareholders of the fund on March 23, 1994.      For
the services of FMR under the contract   s    ,    each fund     pays FMR a
monthly management fee at the annual rate of    .45%     of the fund's
average net assets throughout the month.  FMR reduces its fee by an amount
equal to the fees and expenses of the non   -    interested Trustees.
  FMR may, from time to time, voluntarily reimburse all or a portion of a
fund's operating expenses (excluding interest, taxes, brokerage
commissions, and extraordinary expenses).  The tables below outline further
expense limitations (as a percentage of average net assets) and state both
the amount of the management fees and the amount reimbursed for the fiscal
years ended    1994,     1993,    and     1992.
SPARTAN MONEY MARKET FUND
      From              To             Expense Limitation   
 
                                                               
 
      May 1, 1991            --                     .37    %   
 
      December 1, 1990    April 30, 1991            .35    %   
 
      October 1, 1990     November 30, 1990         .33    %   
 
      September 1, 1990   September 30, 1990        .30    %   
 
      August 1, 1990      August 31, 1990           .25    %   
 
      July 2, 1990        July 31, 1990             .20    %   
 
      June 1, 1990        July 1, 1990              .15    %   
 
      August 2, 1989      May 30, 1990              .10    %   
 
                     Management Fee        Amount of    
 
Fiscal Period   Before Reimbursement   Reimbursement    
 
199   4       $__________          __      
 
1993            __________         __      
 
1992            __________         __      
 
1991            __________   $__________   
 
SPARTAN U.S. GOVERNMENT MONEY MARKET FUND
      From   To   Expense Limitation   
 
March 1, 1992           April 1, 1994            .45    %   
 
September 19, 1991   February 29, 1992           .42    %   
 
June 1, 1991         September 18, 1991          .37    %   
 
April 1, 1991        May 31, 1991                .35%       
 
March 1, 1991        March 31, 1991              .33    %   
 
February 1, 1991     February 28, 1991           .30    %   
 
January 1, 1991      January 31, 1991            .20    %   
 
December 10, 1990    December 31, 1990           .15    %   
 
November 1, 1990     December 9, 1990            .10    %   
 
February 3, 1990     October 31, 1990            .00%       
 
                   Management Fee        Amount of    
 
Fiscal Year   Before Reimbursement   Reimbursement    
 
199   4       $_________    $________     
                            _             
 
1993            _________     _________   
 
1992            _________     _________   
 
To defray shareholder service costs, FMR or its affiliates also collect the
funds' $5.00 exchange fee, $5.00 account closeout fee, $5.00 fee for wire
purchases and redemptions, and $2.00 checkwriting charge.  Shareholder
transaction fees and charges collected for the fiscal periods ended April
30,    1994,     1993,    and     1992 are indicated in the table on page
18.
SPARTAN MONEY MARKET FUND
                    Account                          
 
Fiscal   Exchange   Closeout   Wire   Checkwriting   
 
Year         Fee       Fee     Fee       Charge      
 
199   4       $_______    $______    $______    $_______    
 
1993            _______     ______     ______     _______   
 
1992            _______     ______     ______     _______   
 
SPARTAN U.S. GOVERNMENT MONEY MARKET FUND
                    Account                          
 
Fiscal   Exchange   Closeout   Wire   Checkwriting   
 
Year         Fee       Fee     Fee       Charge      
 
199   4       $  ______    $______    $______    $______    
 
1993              ______     ______     ______     ______   
 
1992            _______      ______     ______     ______   
 
SUB   -    ADVISER.  With respect to each fund, FMR has entered into a
sub   -    advisory agreement with FTX pursuant to which F   TX     has
primary responsibility for providing portfolio investment management
services to the fund.  Under each sub   -    advisory agreement, FMR pays
F   TX     fees equal to 50% of the management fee payable to FMR under its
management contract with each fund.  The fees paid to F   TX     are not
reduced by any voluntary or mandatory expense reimbursements that may be in
effect from time to time.  For fiscal    1994,     1993,    and     1992,
FMR paid F   TX     fees of    $_______,     $_______,    and
    $__________, respectively, for Spartan Money Market Fund and
   $____________,     $__________,    and     $_________,   
    respectively, for Spartan U.S. Government Money Market Fund.
DISTRIBUTION AND SERVICE PLANS
Each fund has adopted a distribution and service plan (the Plans) under
Rule 12b   -    1 under the Investment Company Act of 1940 (the Rule).  The
Rule provides in substance that a mutual fund may not engage directly or
indirectly in financing any activity that is primarily intended to result
in the sale of shares of the fund except pursuant to a plan adopted by the
fund under the Rule.  The Board of Trustees has adopted the Plans to allow
the funds and FMR to incur certain expenses that might be considered to
constitute indirect payment by the funds of distribution expenses.  Under
the Plans, if the payment by a fund to FMR of management fees should be
deemed to be indirect financing by the fund of the distribution of its
shares, such payment is authorized by the Plans.
Each Plan specifically recognizes that FMR, either directly or through FDC,
may use its management fee revenue, past profits, or other resources,
without limitation, to pay promotional and administrative expenses in
connection with the offer and sale of shares of the funds.  In addition,
the Plans provide that FMR may use its resources, including its management
fee revenue, to make payments to third parties that provide assistance in
selling the funds' shares, or to third parties, including banks, that
render shareholder support services.  The Trustees have not authorized such
payments to date.
The funds' Plans have been approved by the Trustees.  As required by the
Rule, the Trustees carefully considered all pertinent factors relating to
the implementation of the Plans prior to their approval, and have
determined that there is a reasonable likelihood that the Plans will
benefit the funds and their shareholders.  In particular, the Trustees
noted that the Plans do not authorize payments by the funds other than
those made to FMR under its management contracts with the funds.  To the
extent that the Plans give FMR and FDC greater flexibility in connection
with the distribution of shares of the funds, additional sales of the
funds' shares may result.  Additionally, certain shareholder support
services may be provided more effectively under the Plans by local entities
with whom shareholders have other relationships.     The Plans were
approved by Fidelity Summer Street Trust on June 17, 1994 as the then sole
shareholder of the funds, pursuant to an Agreement and plan of Conversion
approved by public shareholders of the funds on March 23, 1994.    
The Glass   -    Steagall Act generally prohibits federally and state
chartered or supervised banks from engaging in the business of
underwriting, selling, or distributing securities.  Although the scope of
this prohibition under the Glass   -    Steagall Act has not been clearly
defined by the courts or appropriate regulatory agencies, FDC believes that
the Glass   -    Steagall Act should not preclude a bank from performing
shareholder support services or servicing and recordkeeping functions.  FDC
intends to engage banks only to perform such functions.  However, changes
in federal or state statutes and regulations pertaining to the permissible
activities of banks and their affiliates or subsidiaries, as well as
further judicial or administrative decisions or interpretations, could
prevent a bank from continuing to perform all or a part of the contemplated
services.  If a bank were prohibited from so acting, the Trustees would
consider what actions, if any, would be necessary to continue to provide
efficient and effective shareholder services.  In such event, changes in
the operation of the funds might occur, including possible termination of
any automatic investment or redemption or other services then provided by
the bank.  It is not expected that shareholders would suffer any adverse
financial consequences as a result of any of these occurrences.  The funds
may execute portfolio transactions with and purchase securities issued by
depository institutions that receive payments under the Plans.  No
preference will be shown in the selection of investments for the
instruments of such depository institutions.  In addition, state securities
laws on this issue may differ from the interpretations of federal law
expressed herein, and banks and other financial institutions may be
required to register as dealers pursuant to state law.
CONTRACTS WITH COMPANIES AFFILIATED WITH FMR
  FSC performs transfer agency, dividend disbursing, and shareholder
servicing functions for the funds.  The costs of these services are borne
by FMR pursuant to its management contracts with the funds.  FSC also
calculates each fund's net asset value per share and dividends   ,      and
maintains each fund's general accounting records.  The costs of these
services are also borne by FMR pursuant to its management contract with the
funds.
Each fund has a distribution agreement with FDC, a    Delaware    
corporation organized on July 18, 1960.  FDC is a broker   -    dealer
registered under the Securities Exchange Act of 1934 and is a member of the
National Association of Securities Dealers, Inc.  Each fund's distribution
agreement calls for FDC to use all reasonable efforts, consistent with its
other business, to secure purchasers for shares of the fund, which are
continuously offered at net asset value.  Promotional and administrative
expenses in connection with the offer and sale of shares are paid by FMR.
DESCRIPTION OF THE TRUST
TRUST ORGANIZATION.  Spartan Money Market Fund and Spartan U.S. Government
Money Market Fund are funds of Fidelity    Hereford     Street Trust, an
open   -    end management investment company organized as a
   Delaware     business trust on    November 18, 1993    .     The funds
acquired all of the assets of         Spartan Money Market Fund and Spartan
U.S. Government Money Market Fund,        respectively, of Fidelity Summer
Street Trust on June 17, 1994.  Currently there are two funds of Fidelity
Hereford Street Trust:  Spartan Money Market Fund and Spartan U.S.
Government Money Market Fund.      The Trust    Instrument     permits the
Trustees to create additional funds.
In the event that FMR ceases to be the investment adviser to the trust or a
fund, the right of the trust or fund to use the identifying names
   "    Fidelity" and    "    Spartan" may be withdrawn.  There is a remote
possibility that one fund might become liable for any misstatement in its
prospectus or statement of additional information about another fund.
   The assets of the trust received for the issue or sale of shares of each
fund and all income, earnings, profits, and proceeds thereof, subject only
to the rights of creditors, are especially allocated to such fund, and
constitute the underlying assets of such fund. The underlying assets of
each fund are segregated on the books of account, and are to be charged
with the liabilities with respect to such fund and with a share of the
general expenses of the trust. Expenses with respect to the trust are to be
allocated in proportion to the asset value of the respective funds, except
where allocations of direct expense can otherwise be fairly made. The
officers of the trust, subject to the general supervision of the Board of
Trustees, have the power to determine which expenses are allocable to a
given fund, or which are general or allocable to all of the funds. In the
event of the dissolution or liquidation of the trust, shareholders of each
fund are entitled to receive as a class the underlying assets of such fund
available for distribution.    
   SHAREHOLDER AND TRUSTEE LIABILITY. The trust is a business trust
organized under Delaware law. Delaware law provides that shareholders shall
be entitled to the same limitations of personal liability extended to
stockholders of private corporations for profit. The courts of some states,
however, may decline to apply Delaware law on this point. The Trust
Instrument contains an express disclaimer of shareholder liability for the
debts, liabilities, obligations, and expenses of the trust and requires
that a disclaimer be given in each contract entered into or executed by the
trust or the Trustees. The Trust Instrument provides for indemnification
out of each fund's property of any shareholder or former shareholder held
personally liable for the obligations of the fund. The Trust Instrument
also provides that each fund 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 Delaware law does not apply, no contractual
limitation of liability was in effect, and the fund is unable to meet its
obligations. FMR believes that, in view of the above, the risk of personal
liability to shareholders is extremely remote.    
   The Trust Instrument further provides that the Trustees, if they have
exercised reasonable care, shall not be personally liable to any person
other than the trust or its shareholders; moreover, the Trustees shall not
be liable for any conduct whatsoever, provided that Trustees are not
protected against any liability to which they would otherwise be subject by
reason of willful misfeasance, bad faith, gross negligence, or reckless
disregard of the duties involved in the conduct of their office.    
   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 per share you own. The shares have no preemptive or
conversion rights; the voting and dividend rights, 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 the trust or a fund may, as set forth in the Trust Instrument, call
meetings of the trust or fund for any purpose related to the trust or fund,
as the case may be, including, in the case of a meeting of the entire
trust, the purpose of voting on removal of one or more Trustees.    
   The trust or any fund may be terminated upon the 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 such
terminations must be 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 fund or trust; however, the Trustees may, without prior
shareholder approval, change the form of organization of the trust by
merger, consolidation, or incorporation. If not so terminated or
reorganized, the trust and its funds will continue indefinitely.    
   Under the Trust Instrument, the Trustees may, without shareholder vote,
cause the trust to merge or consolidate into one or more trusts,
partnerships, or corporations, or cause the trust to be incorporated under
Delaware law, so long as the surviving entity is an open-end management
investment company that will succeed to or assume the trust registration
statement. Each fund may invest all of its assets in another investment
company.    
CUSTODIAN.  The Bank of New York, 110 Washington Street, New York, New
York, is custodian of Spartan Money Market Fund's assets.  Morgan Guaranty
Trust Company of New York, 60 Wall Street, New York, New York, is custodian
of Spartan U.S. Government Money Market Fund's assets.  The custodian is
responsible for the safekeeping of the funds' assets and the appointment of
subcustodian banks and clearing agencies.  The custodian takes no part in
determining the investment policies of the funds or in deciding which
securities are purchased or sold by the funds.  The funds may, however,
invest in obligations of the custodian and may purchase securities from or
sell securities to the custodian.
FMR, its officers and directors, its affiliated companies, and the
   t    rust's Trustees may from time to time have transactions with
various banks, including banks serving as custodians for certain of the
funds advised by FMR.  Transactions that have occurred to date include
mortgages and personal and general business loans.  In the judgment of FMR,
the terms and conditions of those transactions were not influenced by
existing or potential custodial or other fund relationships.
AUDITOR.  Coopers & Lybrand, 1999 Bryan Street, Dallas, Texas, serves
as the trust's independent accountant.  The auditor examines financial
statements for the funds and provides other audit, tax, and related
services.
FINANCIAL STATEMENTS
The Annual Report for each fund for the fiscal year ended April 30,
199   4     is a separate report    supplied with this Statement of
Additional information and is incorporated herein by reference.    
APPENDIX
The descriptions that follow are examples of eligible ratings for the
funds.  A fund may, however, consider the ratings for other types of
investments and the ratings assigned by other rating organizations when
determining the eligibility of a particular    investment    .
DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S COMMERCIAL PAPER RATINGS:
Issuers rated PRIME   -    1 (or related supporting institutions) have a
superior capacity for repayment of short   -    term promissory
obligations.  Prime   -    1 repayment capacity will normally be evidenced
by the following characteristics:
 Leading market positions in well established industries.
 High rates of return on funds employed.
 Conservative capitalization structures with moderate reliance on debt and
ample asset protection.
 Broad margins in earning coverage of fixed financial charges and with high
internal cash generation.
 Well established access to a range of financial markets and assured
sources of alternate liquidity.
Issuers rated PRIME   -    2 (or related supporting institutions) have a
strong capacity for repayment of short   -    term promissory obligations. 
This will normally be evidenced by many of the characteristics cited above
but to a lesser degree.  Earning trends and coverage ratios, while sound,
will be more subject to variation.  Capitalization characteristics, while
still appropriate, may be more affected by external conditions.  Ample
alternate liquidity is maintained.
DESCRIPTION OF STANDARD & POOR'S CORPORATION'S COMMERCIAL PAPER
RATINGS:
A    -     Issues assigned this highest rating are regarded as having the
greatest capacity for timely payment.  Issues in this category are
delineated with the numbers 1, 2, and 3 to indicate the relative degree of
safety.
A   -    1    -     This designation indicates that the degree of safety
regarding timely payment is either overwhelming or very strong.  Those
issues determined to possess overwhelming safety characteristics will be
denoted with a plus (+) sign designation.
A   -    2    -     Capacity for timely payment on issues with this
designation is strong.  However, the relative degree of safety is not as
high as for issues designated A   -    1.
 
DESCRIPTION OF MOODY'S INVESTORS SERVICE, INC.'S CORPORATE BOND RATINGS:
AAA    -     Bonds rated Aaa are judged to be of the best quality.  They
carry the smallest degree of investment risk and are generally referred to
as "gilt edge."  Interest payments are protected by a large or by an
exceptionally stable margin and principal is secure.  While the various
protective elements are likely to change, such changes as can be visualized
are most unlikely to impair the fundamentally strong position of such
issues.
AA    -     Bonds rated Aa are judged to be of high quality by all
standards.  Together with the Aaa group they comprise what are generally
known as high   -    grade bonds.  They are rated lower than the best bonds
because margins of protection may not be as large as in Aaa securities or
fluctuation of protective elements may be of greater amplitude or there may
be other elements present which make the long   -    term risks appear
somewhat larger than in Aaa securities.
Moody's applies numerical modifiers, 1, 2, and 3, to the rating
classification Aa in its corporate bond rating system.  The modifier 1
indicates that the security ranks in the higher end of the Aa rating
category; the modifier 2 indicates a mid   -    range ranking; and the
modifier 3 indicates that the issue ranks in the lower end of the Aa rating
category.
DESCRIPTION OF STANDARD & POOR'S CORPORATION'S CORPORATE BOND RATINGS:
AAA    -     Debt rated AAA has the highest rating assigned by Standard
& Poor's to a debt obligation.  Capacity to pay interest and repay
principal is extremely strong.
AA    -     Debt rated AA has a very strong capacity to pay interest and
repay principal and differs from the higher   -    rated issues only in
small degree.
The AA rating may be modified by the addition of a plus or minus to show
relative standing within the major rating categories.
 
PART C - OTHER INFORMATION
Item 24. Financial Statements and Exhibits
 (a) Financial statements reflecting registrant's proposed succession to
the business of Spartan U.S. Government MoneyMarket Fund and Spartan Money
Market Fund, funds of Fidelity Summer Street Trust (a Massachusetts
business trust) will be filed by subsequent amendment.
 (b) Exhibits
 (1) Trust Instrument dated November 18, 1993 is incorporated herein by
reference to Exhibit 1 of the initial registration statement.
 (2) Bylaws of the Trust are incorporated herein by reference to Exhibit 2
of the initial registration statement.
 (3) Not applicable.
 (4) Not applicable.
 (5) (a) Form of Management Contract between Spartan Money Market Fund and
Fidelity Management & Research Company was filed as Exhibit 5(a) to the
initial registration statement.
  (b) Form of Management Contract between Spartan U.S. Government Money
Market Fund and Fidelity Management & Research Company was filed as
Exhibit 5(b) to the initial registration statement.
  (c) Form of Sub-Advisory Agreement between FMR Texas Inc. and Fidelity
Management & Research Company with respect to Spartan Money Market Fund
was filed as Exhibit 5(c) to the initial registration statement.
  (d) Form of Sub-Advisory Agreement between FMR Texas Inc. and Fidelity
Management & Research Company with respect to Spartan U.S. Government
Money Market Fund was filed as Exhibit 5(d) to the initial registration
statement.
 (6) (a) Form of General Distribution Agreement between Spartan Money
Market Fund and Fidelity Distributors Corporation was filed as Exhibit 6(a)
to the initial registration statement.
  (b) Form of General Distribution Agreement between Spartan U.S.
Government Money Market Fund and Fidelity Distributors Corporation was
filed as Exhibit 6(b) to the initial registration statement.
 (7) Retirement Plan for Non-Interested Person Trustees, Directors or
General Partners, dated November 1, 1989 is incorporated herein by
reference to Exhibit 7 of the initial registration statement.
               (8) (a) Form of Custodian Agreement between Fidelity
Hereford Street Trust: Spartan Money Market Fund and Bank of New York was
filed as Exhibit 8(a) to the initial registration statement
 (b) Form of Custodian Agreement between Fidelity Hereford Street Trust:
Spartan U. S. Government Money Market Fund and Morgan Guaranty Trust
Company was filed as Exhibit 8(b) to the initial registration statement.
  (c) Form of Appendix A, B and C under Custodian Contract between
Registrant and Bank of New   York were filed as Exhibit 8(c) to the initial
registration statement.
 (d) Form of Appendix A and C under Custodian Contract between Registrant
and Morgan Guaranty  Trust Company were filed as Exhibit 8(d) to the
initial registration statement.
 (9) (a) Form of Transfer Agent and Service Agreement between Fidelity
Hereford Street Trust and Fidelity Service Company was filed as Exhibit
9(a) to the initial registration statement.
  (b) Form of Schedules A ( transfer, dividend disbursing and shareholders'
service); B (pricing and bookkeeping); and C (securities lending
transactions) (relating to Spartan Money Market Fund) were filed as Exhibit
9(b) to the initial registration statement.
  (c) Form of Schedules A (transfer, dividend disbursing and shareholders'
service); B (pricing and bookkeeping); and C (securities lending
transactions) (relating to Spartan U.S. Government Money Market Fund) were
filed as Exhibit 9(c) to the initial registration statement.
 (10) Not applicable.
 (11) Not applicable.
 (12) Not applicable.
 (13) Not applicable.
 (14) Not applicable.
 (15) (a) Distribution and Service Plan pursuant to Rule 12b-1 for Spartan
Money Market Fund is incorporated herein by reference to Exhibit 15(a) of
the initial registration statement.
  (b) Distribution and Service Plan pursuant to Rule 12b-1 for Spartan U.S.
Government Money Market Fund incorporated herein by reference to Exhibit
15(b) of the initial registration statement.
 (16) Not applicable.
Item 25. Persons Controlled by or under Common Control with Registrant
 The Registrant's Board of Trustees is the same as the boards of other
funds managed by Fidelity Management & Research Company. In addition,
the officers of these funds are substantially identical.  Nonetheless,
Registrant takes the position that it is not under common control with
these other funds since the power residing in the respective boards and
officers arises as the result of an official position with the respective
funds.
Item 26. Number of Holders of Securities
February 28, 1994
Title of Class:  Shares of Beneficial Interest
Title of Series   Number of Record Holders   
 
Spartan Money Market Fund                   78,020   
 
Spartan U.S. Government Money Market Fund   12,061   
 
                                                     
 
Item 27. Indemnification
 Pursuant to Del. Code Ann. title 12 (sub section) 3817, a Delaware
business trust may provide in its governing instrument for the
indemnification of its officers and trustees from and against any and all
claims and demands whatsoever.  Article X, Section 10.02 of the Declaration
of Trust states that the Registrant shall indemnify any present trustee or
officer to the fullest extent permitted by law against liability, and all
expenses reasonably incurred by him or her in connection with any claim,
action, suit or proceeding in which he or she is involved by virtue of his
or her service as a trustee, officer, or both, and against any amount
incurred in settlement thereof.  Indemnification will not be provided to a
person adjudged by a court or other adjudicatory body to be liable to the
Registrant or its shareholders by reason of willful misfeasance, bad faith,
gross negligence or reckless disregard of his or her duties (collectively,
"disabling conduct"), or not to have acted in good faith in the reasonable
belief that his or her action was in the best interest of the Registrant. 
In the event of a settlement, no indemnification may be provided unless
there has been a determination, as specified in the Declaration of Trust,
that the officer or trustee did not engage in disabling conduct.
 Pursuant to Section 11 of the Distribution Agreement, the Registrant
agrees to indemnify and hold harmless the Distributor and each of its
directors and officers and each person, if any, who controls the
Distributor within the meaning of Section 15 of the 1933 Act against any
loss, liability, claim, damages or expense arising by reason of any person
acquiring any shares, based upon the ground that the registration
statement, Prospectus, Statement of Additional Information, shareholder
reports or other information filed or made public by the Registrant
included a materially misleading statement or omission.  However, the
Registrant does not agree to indemnify the Distributor or hold it harmless
to the extent that the statement or omission was made in reliance upon, and
in conformity with, information furnished to the Registrant by or on behalf
of the Distributor.  The Registrant does not agree to indemnify the parties
against any liability to which they would be subject by reason of their own
disabling conduct.
 Pursuant to the agreement by which Fidelity Service Company ("Service") is
appointed sub-transfer agent, the Transfer Agent agrees to indemnify
Service for its losses, claims, damages, liabilities and expenses to the
extent the Transfer Agent is entitled to and receives indemnification from
the Registrant for the same events.  Under the Transfer Agency Agreement,
the Registrant agrees to indemnify and hold the Transfer Agent harmless
against any losses, claims, damages, liabilities, or expenses resulting
from:
 (1) any claim, demand, action or suit brought by any person other than the
Registrant, which names the Transfer Agent and/or the Registrant as a party
and is not based on and does not result from the Transfer Agent's willful
misfeasance, bad faith, negligence or reckless disregard of its duties, and
arises out of or in connection with the Transfer Agent's performance under
the Transfer Agency Agreement; or
 (2) any claim, demand, action or suit (except to the extent contributed to
by the Transfer Agent's willful misfeasance, bad faith, negligence or
reckless disregard of its duties) which results from the negligence of the
Registrant, or from the Transfer Agent's acting upon any instruction(s)
reasonably believed by it to have been executed or communicated by any
person duly authorized by the Registrant, or as a result of the Transfer
Agent's acting in reliance upon advice reasonably believed by the Transfer
Agent to have been given by counsel for the Registrant, or as a result of
the Transfer Agent's acting in reliance upon any instrument or stock
certificate reasonably believed by it to have been genuine and signed,
countersigned or executed by the proper person.
Item 28. Business and Other Connections of Investment Adviser
 (1)  FIDELITY MANAGEMENT & RESEARCH COMPANY
 FMR serves as investment adviser to a number of other investment
companies.  The directors and officers of the Adviser have held, during the
past two fiscal years, the following positions of a substantial nature.
 
<TABLE>
<CAPTION>
<S>                     <C>                                                          
Edward C. Johnson 3d    Chairman of the Executive Committee of FMR; President        
                        and Chief Executive Officer of FMR Corp.; Chairman of        
                        the Board and a Director of FMR, FMR Corp., FMR Texas        
                        Inc.  Fidelity Management & Research (U.K.) Inc. and     
                        Fidelity Management & Research (Far East) Inc.;          
                        President and Trustee of funds advised by FMR;               
 
                                                                                     
 
J. Gary Burkhead        President of FMR; Managing Director of FMR Corp.;            
                        President and a Director of FMR Texas Inc. Fidelity          
                        Management & Research (U.K.) Inc. and Fidelity           
                        Management & Research (Far East) Inc.; Senior Vice       
                        President and Trustee of funds advised by FMR.               
 
                                                                                     
 
Peter S. Lynch          Vice Chairman of FMR (1992).                                 
 
                                                                                     
 
David Breazzano         Vice President of FMR (1993) and of a fund advised by        
                        FMR.                                                         
 
                                                                                     
 
Stephan Campbell        Vice President of FMR (1993).                                
 
                                                                                     
 
Rufus C. Cushman, Jr.   Vice President of FMR and of funds advised by FMR;           
                        Corporate Preferred Group Leader.                            
 
                                                                                     
 
Will Danof              Vice President of FMR (1993) and of a fund advised by        
                        FMR.                                                         
 
                                                                                     
 
Scott DeSano            Vice President of FMR (1993).                                
 
                                                                                     
 
Penelope Dobkin         Vice President of FMR and of a fund advised by FMR.          
 
                                                                                     
 
Larry Domash            Vice President of FMR (1993).                                
 
                                                                                     
 
George Domolky          Vice President of FMR (1993) and of a fund advised by        
                        FMR.                                                         
 
                                                                                     
 
Charles F. Dornbush     Senior Vice President of FMR; Chief Financial Officer of     
                        the Fidelity funds; Treasurer of FMR Texas Inc., Fidelity    
                        Management & Research (U.K.) Inc., and Fidelity          
                        Management & Research (Far East) Inc.                    
 
                                                                                     
 
Robert K. Duby          Vice President of FMR.                                       
 
                                                                                     
 
Margaret L. Eagle       Vice President of FMR and of a fund advised by FMR.          
 
                                                                                     
 
Kathryn L. Eklund       Vice President of FMR.                                       
 
                                                                                     
 
Richard B. Fentin       Senior Vice President of FMR (1993) and of a fund advised    
                        by FMR.                                                      
 
                                                                                     
 
Daniel R. Frank         Vice President of FMR and of funds advised by FMR.           
 
                                                                                     
 
Gary L. French          Vice President of FMR and Treasurer of the funds advised     
                        by FMR.  Prior to assuming the position as Treasurer he      
                        was Senior Vice President, Fund Accounting - Fidelity        
                        Accounting & Custody Services Co. (1991) (Vice           
                        President, 1990-1991); and Senior Vice President, Chief      
                        Financial and Operations Officer - Huntington Advisers,      
                        Inc. (1985-1990).                                            
 
                                                                                     
 
Michael S. Gray         Vice President of FMR and of funds advised by FMR.           
 
                                                                                     
 
Barry A. Greenfield     Vice President of FMR and of a fund advised by FMR.          
 
                                                                                     
 
William J. Hayes        Senior Vice President of FMR; Income/Growth Group            
                        Leader and International Group Leader.                       
 
                                                                                     
 
Robert Haber            Vice President of FMR and of funds advised by FMR.           
 
                                                                                     
 
Daniel Harmetz          Vice President of FMR and of a fund advised by FMR.          
 
                                                                                     
 
Ellen S. Heller         Vice President of FMR.                                       
 
                                                                                     
 
</TABLE>
 
John Hickling   Vice President of FMR (1993) and of funds advised by    
                FMR.                                                    
 
 
<TABLE>
<CAPTION>
<S>                      <C>                                                           
                                                                                       
 
Robert F. Hill           Vice President of FMR; and Director of Technical              
                         Research.                                                     
 
                                                                                       
 
Stephan Jonas            Vice President of FMR (1993).                                 
 
                                                                                       
 
David B. Jones           Vice President of FMR (1993).                                 
 
                                                                                       
 
Steven Kaye              Vice President of FMR (1993) and of a fund advised by         
                         FMR.                                                          
 
                                                                                       
 
Frank Knox               Vice President of FMR (1993).                                 
 
                                                                                       
 
Robert A. Lawrence       Senior Vice President of FMR (1993); and High Income          
                         Group Leader.                                                 
 
                                                                                       
 
Alan Leifer              Vice President of FMR and of a fund advised by FMR.           
 
                                                                                       
 
Harris Leviton           Vice President of FMR (1993) and of a fund advised by         
                         FMR.                                                          
 
                                                                                       
 
Bradford E. Lewis        Vice President of FMR and of funds advised by FMR.            
 
                                                                                       
 
Robert H. Morrison       Vice President of FMR and Director of Equity Trading.         
 
                                                                                       
 
David Murphy             Vice President of FMR and of funds advised by FMR.            
 
                                                                                       
 
Jacques Perold           Vice President of FMR.                                        
 
                                                                                       
 
Brian Posner             Vice President of FMR (1993) and of a fund advised by         
                         FMR.                                                          
 
                                                                                       
 
Anne Punzak              Vice President of FMR and of funds advised by FMR.            
 
                                                                                       
 
Richard A. Spillane      Vice President of FMR and of funds advised by FMR; and        
                         Director of Equity Research.                                  
 
                                                                                       
 
Robert E. Stansky        Senior Vice President of FMR (1993) and of funds advised      
                         by FMR.                                                       
 
                                                                                       
 
Thomas Steffanci         Senior Vice President of FMR (1993); and Fixed-Income         
                         Division Head.                                                
 
                                                                                       
 
Gary L. Swayze           Vice President of FMR and of funds advised by FMR; and        
                         Tax-Free Fixed-Income Group Leader.                           
 
                                                                                       
 
Donald Taylor            Vice President of FMR (1993) and of funds advised by          
                         FMR.                                                          
 
                                                                                       
 
Beth F. Terrana          Senior Vice President of FMR (1993) and of funds advised      
                         by FMR.                                                       
 
                                                                                       
 
Joel Tillinghast         Vice President of FMR (1993) and of a fund advised by         
                         FMR.                                                          
 
                                                                                       
 
Robert Tucket            Vice President of FMR (1993).                                 
 
                                                                                       
 
George A. Vanderheiden   Senior Vice President of FMR; Vice President of funds         
                         advised by FMR; and Growth Group Leader.                      
 
                                                                                       
 
Jeffrey Vinik            Senior Vice President of FMR (1993) and of a fund advised     
                         by FMR.                                                       
 
                                                                                       
 
Guy E. Wickwire          Vice President of FMR and of a fund advised by FMR.           
 
                                                                                       
 
Arthur S. Loring         Senior Vice President (1993), Clerk and General Counsel of    
                         FMR; Vice President, Legal of FMR Corp.; and Secretary        
                         of funds advised by FMR.                                      
 
</TABLE>
 
(2)  FMR TEXAS INC. (FMR Texas)
 FMR Texas provides investment advisory services to Fidelity Management
& Research Company.  The directors and officers of the Sub-Adviser have
held the following positions of a substantial nature during the past two
fiscal years.
 
<TABLE>
<CAPTION>
<S>                       <C>                                                         
Edward C. Johnson 3d      Chairman and Director of FMR Texas; Chairman of the         
                          Executive Committee of FMR; President and Chief             
                          Executive Officer of FMR Corp.; Chairman of the Board       
                          and a Director of FMR, FMR Corp., Fidelity                  
                          Management & Research (Far East) Inc. and               
                          Fidelity Management & Research (U.K.) Inc.;             
                          President and Trustee of funds advised by FMR.              
 
                                                                                      
 
J. Gary Burkhead          President and Director of FMR Texas; President of FMR;      
                          Managing Director of FMR Corp.; President and a             
                          Director of Fidelity Management & Research (Far         
                          East) Inc. and Fidelity Management & Research           
                          (U.K.) Inc.; Senior Vice President and Trustee of funds     
                          advised by FMR.                                             
 
                                                                                      
 
Frederic L. Henning Jr.   Senior Vice President of FMR Texas; Money Market            
                          Group Leader.                                               
 
                                                                                      
 
Leland Baron              Vice President of FMR Texas and of funds advised by         
                          FMR.                                                        
 
                                                                                      
 
Thomas D. Maher           Vice President of FMR Texas.                                
 
                                                                                      
 
Burnell Stehman           Vice President of FMR Texas and of funds advised by         
                          FMR.                                                        
 
                                                                                      
 
John Todd                 Vice President of FMR Texas and of funds advised by         
                          FMR.                                                        
 
                                                                                      
 
Sarah H. Zenoble          Vice President of FMR Texas and of funds advised by         
                          FMR.                                                        
 
                                                                                      
 
Charles F. Dornbush       Treasurer of FMR Texas; Treasurer of Fidelity               
                          Management & Research (U.K.) Inc.; Treasurer of         
                          Fidelity Management & Research (Far East) Inc.;         
                          Senior Vice President and Chief Financial Officer of the    
                          Fidelity funds.                                             
 
                                                                                      
 
David C. Weinstein        Secretary of FMR Texas; Clerk of Fidelity Management        
                          & Research (U.K.) Inc.; Clerk of Fidelity               
                          Management & Research (Far East) Inc.                   
 
                                                                                      
 
</TABLE>
 
 
 
Item 29. Principal Underwriters
(a) Fidelity Distributors Corporation (FDC) acts as distributor for most
funds advised by FMR and the following other funds:
CrestFunds, Inc.
The Victory Funds
ARK Funds
(b)                                                                  
 
Name and Principal   Positions and Offices   Positions and Offices   
 
Business Address*    With Underwriter        With Registrant         
 
Edward C. Johnson 3d   Director                   Trustee and President   
 
Nita B. Kincaid        Director                   None                    
 
W. Humphrey Bogart     Director                   None                    
 
Kurt A. Lange          President and Treasurer    None                    
 
William L. Adair       Senior Vice President      None                    
 
Thomas W. Littauer     Senior Vice President      None                    
 
Arthur S. Loring       Vice President and Clerk   Secretary               
 
* 82 Devonshire Street, Boston, MA
 (c) Not applicable.
Item 30. Location of Accounts and Records
 All accounts, books, and other documents required to be maintained by
Section 31a of the 1940 Act and the Rules promulgated thereunder are
maintained by Fidelity Management & Research Company or Fidelity
Service Co., 82 Devonshire Street, Boston, MA 02109, for the funds'
respective custodian, The Bank of New York, 110 Washingotn Street, New
York, NY and Morgan Guaranty Trust Company of New York, 61 Wall Street,
37th Floor, New York, NY.
Item 31. Management Services
 Not applicable.
Item 32. Undertakings
  Registrant hereby undertakes to submit to Fidelity Summer Street Trust:
Spartan Money Market Fund,  and Spartan U.S. Government Money Market Fund
("Predecessor funds"), each as sole shareholder of its respective
successor, for their approval the successor's management contract,
sub-advisory agreement, and distribution and service plan pursuant to Rule
12b-1; to submit to each Predecessor funds nominees for election as
trustees of Registrant. The trustees of Fidelity Summer Street Trust have
approved a plan of reorganization ("Plan") between each Predecessor fund
and its successor whereby each Predecessor fund agrees to submit the above
matters to its shareholders and to vote its shares of Registrant in
accordance with the vote of shareholders of each Predecessor fund. 
Registrant hereby undertakes that it will submit by amendment to this
registration statement financial statements reflecting the reorganization
described in the Plan.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant has duly caused this
Post-Effective Amendment No. 1   to the Registration Statement to be signed
on its behalf by the undersigned, thereunto duly authorized, in the City of
Boston, and Commonwealth of Massachusetts, on the 30th day of March 1994.
 
      FIDELITY HEREFORD STREET TRUST
      By /s/Edward C. Johnson 3d__________(dagger)
           Edward C. Johnson 3d, President
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in
the capacities and on the dates indicated.
 
     (Signature)    (Title)   (Date)   
 
 
<TABLE>
<CAPTION>
<S>                               <C>                             <C>              
/s/Edward C. Johnson 3d(dagger)   President and Trustee           March 30, 1994   
 
    Edward C. Johnson 3d          (Principal Executive Officer)                    
 
                                                                                   
 
</TABLE>
 
/s/Gary L. French      Treasurer   March 30, 1994   
 
    Gary L. French               
 
/s/J. Gary Burkhead     Trustee   March 30, 1994   
 
    J. Gary Burkhead               
 
                                                            
/s/Ralph F. Cox             *    Trustee   March 30, 1994   
 
    Ralph F. Cox               
 
                                                          
/s/Richard J. Flynn        *   Trustee   March 30, 1994   
 
    Richard J. Flynn               
 
                                                          
/s/E. Bradley Jones        *   Trustee   March 30, 1994   
 
    E. Bradley Jones               
 
                                                            
/s/Donald J. Kirk            *   Trustee   March 30, 1994   
 
   Donald J. Kirk               
 
                                                             
/s/Peter S. Lynch             *   Trustee   March 30, 1994   
 
   Peter S. Lynch               
 
                                                        
/s/Edward H. Malone      *   Trustee   March 30, 1994   
 
   Edward H. Malone               
 
/s/Gerald C. McDonough*   Trustee   March 30, 1994   
 
    Gerald C. McDonough               
 
/s/Thomas R. Williams    *   Trustee   March 30, 1994   
 
   Thomas R. Williams               
 
(dagger) Signatures affixed by J. Gary Burkhead pursuant to a power of
attorney dated October 20, 1993 and filed herewith.
* Signature affixed by Stephanie A. Xupolos pursuant to a power of attorney
dated October 20, 1993 and filed herewith.
POWER OF ATTORNEY
 I, the undersigned President and Director, Trustee or General Partner, as
the case may be, of the following investment companies:
 
<TABLE>
<CAPTION>
<S>                                      <C>                                                  
Daily Money Fund                         Fidelity Institutional Tax-Exempt Cash Portfolios    
Daily Tax-Exempt Money Fund              Fidelity Institutional Investors Trust               
Fidelity Beacon Street Trust             Fidelity Money Market Trust II                       
Fidelity California Municipal Trust II   Fidelity Municipal Trust II                          
Fidelity Court Street Trust II           Fidelity New York Municipal Trust II                 
Fidelity Hereford Street Trust           Fidelity Phillips Street Trust                       
Fidelity Institutional Cash Portfolios   Fidelity Union Street Trust II                       
 
</TABLE>
 
in addition to any other investment company for which Fidelity Management
& Research Company acts as investment adviser and for which the
undersigned individual serves as President and Board Member (collectively,
the "Funds"), hereby severally constitute and appoint J. Gary Burkhead, my
true and lawful attorney-in-fact, with full power of substitution, and with
full power to sign for me and in my name in the appropriate capacity any
Registration Statements of the Funds on Form N-1A, Form N-8A or any
successor thereto, any and all subsequent Pre-Effective Amendments or
Post-Effective Amendments to said Registration Statements on Form N-1A or
any successor thereto, any Registration Statements on Form N-14, and any
supplements or other instruments in connection therewith, and generally to
do all such things in my name and behalf in connection therewith as said
attorney-in-fact deem necessary or appropriate, to comply with the
provisions of the Securities Act of 1933 and Investment Company Act of
1940, and all related requirements of the Securities and Exchange
Commission.  I hereby ratify and confirm all that said attorneys-in-fact or
their substitutes may do or cause to be done by virtue hereof.
 WITNESS my hand on the date set forth below.
/s/Edward C. Johnson 3d         October 20, 1993   
 
Edward C. Johnson 3d                               
 
 
POWER OF ATTORNEY
 We, the undersigned Directors, Trustees or General Partners, as the case
may be, of the following investment companies:
 
<TABLE>
<CAPTION>
<S>                                      <C>                                                  
Daily Money Fund                         Fidelity Institutional Tax-Exempt Cash Portfolios    
Daily Tax-Exempt Money Fund              Fidelity Institutional Investors Trust               
Fidelity Beacon Street Trust             Fidelity Money Market Trust II                       
Fidelity California Municipal Trust II   Fidelity Municipal Trust II                          
Fidelity Court Street Trust II           Fidelity New York Municipal Trust II                 
Fidelity Hereford Street Trust           Fidelity Phillips Street Trust                       
Fidelity Institutional Cash Portfolios   Fidelity Union Street Trust II                       
 
</TABLE>
 
in addition to any other investment company for which Fidelity Management
& Research Company acts as investment adviser and for which the
undersigned individual serves as a Director, Trustee or General Partner
(collectively, the "Funds"), hereby severally constitute and appoint Arthur
J. Brown, Arthur C. Delibert, Robert C. Hacker, Richard M. Phillips, Dana
L. Platt and Stephanie Xupolos, each of them singly, my true and lawful
attorney-in-fact, with full power of substitution, and with full power to
each of them, to sign for me and my name in the appropriate capacities any
Registration Statements of the Funds on Form N-1A or any successor thereto,
any and all subsequent Pre-Effective Amendments or Post-Effective
Amendments to said Registration Statements on Form N-1A or any successor
thereto, any Registration Statements on Form N-14, and any supplements or
other instruments in connection therewith, and generally to do all such
things in my name and behalf in connection therewith as said
attorneys-in-fact deem necessary or appropriate, to comply with the
provisions of the Securities Act of 1933 and Investment Company Act of
1940, and all related requirements of the Securities and Exchange
Commission, hereby ratifying and confirming all that said attorney-in-fact
or their substitutes may do or cause to be done by virtue hereof.
 WITNESS our hands on this twentieth day of October, 1993.  
/s/Edward C. Johnson 3d         /s/Donald J. Kirk              
 
Edward C. Johnson 3d            Donald J. Kirk                 
 
                                                               
 
                                                               
 
/s/J. Gary Burkhead             /s/Peter S. Lynch              
 
J. Gary Burkhead                Peter S. Lynch                 
 
                                                               
 
                                                               
 
/s/Ralph F. Cox                 /s/Marvin L. Mann              
 
Ralph F. Cox                    Marvin L. Mann                 
 
                                                               
 
                                                               
 
/s/Phyllis Burke Davis          /s/Edward H. Malone            
 
Phyllis Burke Davis             Edward H. Malone               
 
                                                               
 
                                                               
 
/s/Richard J. Flynn             /s/Gerald C. McDonough         
 
Richard J. Flynn                Gerald C. McDonough            
 
                                                               
 
                                                               
 
/s/E. Bradley Jones             /s/Thomas R. Williams          
 
E. Bradley Jones                Thomas R. Williams             
 
 



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