Money Market

Money Market Fidelity Cash Reserves (00055)

What it is: A money market mutual fund.

Goal: Seeks to provide as high a level of current income as is consistent with the preservation of capital and liquidity.

What it invests in: Normally invests in U.S. dollar denominated money market securities, including U.S. Government securities, and repurchase agreements, and enters into reverse repurchase agreements. The fund invests more than 25% of its assets in the financial services industry. An investment in this portfolio is not guaranteed or insured by the FDIC or any other government agency. Although this money market fund seeks to preserve the value of your investment at $1 per share, it is possible to lose money by investing in this fund. Yield will vary.

Stable Value

Stable Value SMW 73 Stable Value Fund (47488)

What it is: A stable value collective trust fund that is not a mutual fund. The fund is managed by Fiduciary Capital Management, Inc.

Goal: Seeks to provide a low risk, high quality investment that preserves principal and provides a stable rate of return that is higher than money market returns. The rate of return of the fund will change over time and will track changes in interest rates.

What it invests in: The fund's assets are invested in stable value contracts that pay a fixed interest rate for a predetermined amount of time and provide for repayment of principal and interest at the maturity of the contract. The fund will purchase various stable value contracts from a variety of high quality issuers in an effort to limit the fund's exposure to any single issuer.

The fund may also invest in diversified portfolios of bonds to enhance the fund's liquidity and diversification. A high quality stable value contract issuer that will insulate the fund from market volatility will cover each portfolio of bonds.

It is reasonable to expect preservation of principal with the principal amount consistently increasing by investment earnings; however, principal and interest are not guaranteed by the federal government. The fund's security is based on the financial strength of the insurance companies, banks and diversified pools of bonds.

Bond

Bond Fidelity U.S. Bond Index Fund (00651)

What it is: An income mutual fund.

Goal: Seeks to provide investment results that correspond to the total return of the bonds in the Lehman Brothers Aggregate Bond Index.

What it invests in: Normally invests at least 80% of its assets in bonds included in the Lehman Brothers Aggregate Bond Index. Share price, Yield, and return will vary.

PIMCO Total Return Fund Administrative Class (99474)

What it is: An income mutual fund.

Goal: To provide high total return that exceeds general bond market indices.

What it invests in: All types of bonds, including U.S. government, corporate, mortgage and foreign. While the fund maintains an average portfolio duration of three to six years (approximately equal to an average maturity of five to 12 years), investments may also include short and long maturity bonds. Share price, Yield, and return will vary.

Administrative Class shares are available through the plan. Managed by Pacific Investment Management Company, which provided the description for this fund.

Balanced/Hybrid

Balanced/Hybrid The Oakmark Equity and Income Fund Class 1 (22433)

What it is: A balanced mutual fund.

Goal: Provide high current income and preservation of capital.

What it invests in: Primarily in a diversified portfolio of U.S. equity and fixed income securities. The fund invests approximately 50 75% of its total assets in equity securities, including securities convertible into equity securities, 25 50% of its assets in U.S. government securities and debt securities rated at time of purchase within the two highest grades assigned by Moody's Investors Service, Inc., or Standard and Poor's Corporation, and up to 20% in unrated or lower rated debt securities (which involve greater risk). The fund searches for companies selling at a discount as compared with their true underlying value. Investing in value stocks presents the risk that value stocks may fall out of favor with investors and underperform growth stocks during given periods. Share price, Yield and return will vary.

Class I shares are available through the plan. Managed by Harris Associates L.P, which provided the description for this fund.

Domestic Equity

Goal: Seeks high total rate of return by investing primarily in large capitalization stocks ($1 billion and greater) in undervalued sectors of the market.

What it invests in: The fund normally invests at least 80% of its total assets in equity securities (mainly common stocks). The fund focuses on stocks of large U.S. companies (those with a market value of $1 billion or more) that the portfolio manager believes are undervalued. Although the fund can invest in stocks of any economic sector, at times it may emphasize the financial services sector or other sectors (in fact, it may invest more than 25% of total assets in a single sector, which could involve greater risks). While the fund invests mainly in U.S. stocks, it could invest up to 20% of total assets in foreign securities, which involve greater risks. Share price and return will vary.

Class A shares are available through the plan. Managed by Zurich Scudder Investments, Inc., which provided the description for this fund.

Goal: Seeks to provide capital appreciation.

What it invests in: Normally invests at least 80% of its assets in equity securities. Normally invests primarily in common stocks of companies that pay dividends or that Fidelity Management & Research Company (FMR) believes have the potential to pay dividends in the future. The fund may invest in securities of domestic and foreign issuers. It is important to note that the fund does not invest for income. Share price and return will vary.

Spartan Total Market Index Fund (00397)

What it is: An index mutual fund.

Goal: Seeks to provide investment results that correspond to the total returns of a broad range of U.S. stocks.

What it invests in: Normally invests at least 80% of its assets in common stocks included in the Wilshire 5000 Total Market Index, which represents the performance of a broad range of U.S. stocks. If you sell any of your shares after holding them for less than 90 days, the fund will deduct a short term trading fee from your account equal to 0.50% of the value of the shares sold. Share price and return will vary.

The Wilshire 5000 Total Market Index (Wilshire 5000) is an unmanaged market capitalization weighted index of' approximately 7,000 U.S. equity securities and includes reinvestment of dividends.

Fidelity Capital Appreciation Fund (00307)

What it is: A growth mutual fund.

Goal: Seeks to provide capital appreciation.

What it invests in: Normally invests primarily in common stocks. The fund may invest in securities of domestic and foreign issuers. Share price and return will vary.

What it is: A growth mutual fund.

Goal: Seeks to provide capital appreciation.

What it invests in: Normally invests primarily in common stocks. The fund invests in securities of companies that possess valuable fixed assets or that the manager believes are undervalued in the marketplace in relation to factors such as assets, earnings, or growth potential. Such stocks can continue to be "undervalued" by the market for long periods of time, and might never realize their full value. The fund may invest in securities of domestic and foreign issuers. Share price and return will vary.

Mid Growth Artisan Mid Cap Fund (22185)

What it is: Artisan Mid Cap Fund is a diversified portfolio of stocks of mid sized companies that exhibit franchise characteristics.

Goal: The Fund seeks to provide maximum long term capital growth.

What it invests in: Companies that the Fund Manager believes hold an established franchise and demonstrate strong growth characteristics. A franchise may be a proprietary technology, an established brand name or another competitive advantage that allows a company to achieve a dominant position in its marketplace. Such a franchise can often protect a company from some effects of competition and provide sustained long term growth of earnings and profitability. The Fund invests primarily in companies that have market capitalization's between $600 million and $6 billion. The Fund typically holds a portfolio of 45 to 65 of these franchise companies, with individual holdings generally less than 5% of the Fund. Share price, Yield and return will vary.

There can be no assurance that the Fund's strategy will be successful or that it will achieve its goal. The Fund invests in growth stocks of medium sized companies, which tend to be more volatile than those of large companies, and have underperformed stocks of small and large companies during certain periods. Growth stocks may also fall out of favor with investors and underperform other asset types during a given period. These risks are discussed in the prospectus. Please read it before investing.

Investor Class shares are available through the plan Managed by Artisan Partners Limited Partnership, which provided the description for this Fund.

International/
Global

Fidelity Diversified International Fund (00325)

Global What it is: A growth mutual fund that invests internationally.

Goal: Seeks to provide capital growth.

What it invests in: Normally invests primarily in foreign securities. The fund normally invests primarily in common stocks. Foreign investments, especially those in emerging markets, involve greater risk and may offer greater potential returns than U.S. investments. This risk includes political and economic uncertainties of foreign countries, as well as the risk of currency fluctuation. If you sell your shares after holding them for less than 30 days, the fund will deduct a short term trading fee from your account equal to 1% of the value of the shares sold. Share price and return will vary.

Life-Cycle

Fidelity
Freedom Funds

Fidelity Freedom Funds

What they are: The Fidelity Freedom Funds are investment options that allow the investor to select the fund that best matches his or her expected retirement year. The Fidelity Freedom Funds invest in a diversified portfolio of other Fidelity mutual funds to provide moderate asset allocation. They are designed for investors who want a simple, yet diversified approach to investing for their retirement. The allocation strategy for the underlying stock, bond, and money market mutual funds is based on the number of years until the Freedom funds reach their target retirement dates. Each Freedom fund with a target retirement date will gradually adopt a more conservative asset allocation as it approaches its target retirement date. Therefore, each fund's tar get asset allocation percentages will change over time to become more conservative, by gradually reducing allocations to stock funds and increasing allocations to bond Life Cycle and money market funds. The Fidelity Freedom Income Fund,' designed for those already in retirement, emphasizes bond and money market mutual funds and seeks to maintain a stable asset allocation from year to year.

Goal: The Freedom funds with target retirement dates seek to provide high total returns. The Freedom Income Fund seeks high current income and, secondarily, capital appreciation.

What they invest in: Each Freedom fund invests in a diversified portfolio of well established Fidelity stock, bond, and money market mutual funds. Fidelity Freedom 2040, with the longest time horizon, invests primarily in stock mutual funds to take advantage of potentially greater growth opportunities. The asset mix of each Freedom fund with a target retirement date (Freedom 2000, 2005, 2010, 2015, 2020, 2025, 2030, 2035, and 2040) will gradually become more conservative over time so investors can stay with the same fund before and after retirement. After reaching the target retirement date, these Freedom funds continue to be managed more conservatively for five to ten more years until their asset mix is approximately the same as Freedom Income Fund. Ultimately, after notifying the funds' investors, the funds will merge into the Freedom Income Fund. The Freedom Income Fund, designed for those already retired, is invested more conservatively, with a larger percentage in bond and money market funds, and has a smaller percentage of equity mutual funds. The funds' manager must invest in the group of underlying funds named in the prospectus, and will aim for the projected target asset allocation percentages announced to investors in the funds' annual and semiannual reports. Freedom funds with target retirement dates may invest in domestic and foreign stock funds, high yield and investment grade bond funds, and a money market fund. The Freedom Income Fund invests in domestic stock funds, investment grade bond funds, and a money market fund. These funds are subject to the volatility of the financial markets in the U.S. and abroad and may be subject to the additional risks associated with investing in high yield, small cap, and foreign securities. Share price and return of each Freedom fund will vary.

Fidelity Freedom Income Fund (00369)

What it invests in: Approximately 20% in Fidelity stock mutual funds, 40% in Fidelity bond mutual funds, and 40% in Fidelity money market mutual funds. Share price and return will vary.

Fidelity Freedom 2000 Fund (00370)

What it invests in: Approximately 23% in Fidelity stock mutual funds, 39% in Fidelity bond mutual funds, and 38% in Fidelity money market mutual funds. The mix of underlying funds will gradually become more conservative over time. Share price and return will vary.

Fidelity Freedom 2005 Fund (01312)

What it invests in: Approximately 45% in Fidelity stock mutual funds, 45% in Fidelity bond mutual funds, and 10% in Fidelity money market mutual funds. The mix of underlying funds will gradually become more conservative over time. Share price and return will vary.

Fidelity Freedom 2010 Fund (00371)

What it invests in: Approximately 45% in Fidelity stock mutual funds, 45% in Fidelity bond mutual funds, and 10% in Fidelity money market mutual funds. The mix of underlying funds will gradually become more conservative over time. Share price and return will vary.

Fidelity Freedom 2015 Fund (01313)

What it invests in: Approximately 58% in Fidelity stock mutual funds, 37% in Fidelity bond mutual funds, and 5% in Fidelity money market mutual funds. The mix of underlying funds will gradually become more conservative over time. Share price and return will vary.

Fidelity Freedom 2020 Fund (00372)

What it invests in: Approximately 70% in Fidelity stock mutual funds and 30% in Fidelity bond mutual funds. The mix of underlying funds will gradually become more conservative over time. Share price and return will vary.

Fidelity Freedom 2025 Fund (01314)

What it invests in: Approximately 76% in Fidelity stock mutual funds and 24% in Fidelity bond mutual funds. The mix of underlying funds will gradually become more conservative over time. Share price and return will vary.

Fidelity Freedom 2030 Fund (00373)

What it invests in: Approximately 82% in Fidelity stock mutual funds and 18% in Fidelity bond mutual funds. The mix of underlying funds will gradually become more conservative over time. Share price and return will vary.

Fidelity Freedom 2035 Funds (01315)

What it invests in: Approximately 85% in Fidelity stock mutual funds and 15% in Fidelity bond mutual funds. The mix of underlying funds will gradually become more conservative over time. Share price and return will vary.

Fidelity Freedom 2040 Fund (00718)

What it invests in: Approximately 88% in Fidelity stock mutual funds and 12% in Fidelity bond mutual funds. The mix of underlying funds will gradually become more conservative over time. Share price and return will vary.

Fidelity Freedom 2045 Fund (01617)

What it is: An asset allocation mutual fund.

Goal: Seeks high total return until its target retirement date. Thereafter, the fund's objective will be to seek high current income and, as a secondary objective, capital appreciation.

What it invests in: Primarily invests approximately 69% in domestic equity funds, 19% in international equity funds, 2% in investment grade fixed income funds and 10% in high yield fixed income funds. The mix of underlying Fidelity mutual funds will gradually become more conservative over time. Share price and return will vary.

Fidelity Freedom 2050 Fund (01618)

What it is: An asset allocation mutual fund.

Goal: Seeks high total return until its target retirement date. Thereafter, the fund's objective will be to seek high current income and, as a secondary objective, capital appreciation.

What it invests in: Primarily invests approximately 70% in domestic equity funds, 20% in international equity funds and 10% in high yield fixed income funds. The mix of underlying Fidelity mutual funds will gradually become more conservative over time. Share price and return will vary.

The percentages represent anticipated target asset allocation at September 30, 2004. Strategic Advisers, Inc., a subsidiary of FMR Corp., manages the Fidelity Freedom Funds.