N-CSRS 1 main.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-2676

Fidelity School Street Trust
(Exact name of registrant as specified in charter)

82 Devonshire St., Boston, Massachusetts 02109
(Address of principal executive offices) (Zip code)

Eric D. Roiter, Secretary

82 Devonshire St.

Boston, Massachusetts 02109
(Name and address of agent for service)

Registrant's telephone number, including area code: 617-563-7000

Date of fiscal year end:

December 31

Date of reporting period:

June 30, 2007

Item 1. Reports to Stockholders

Fidelity®

Intermediate Municipal Income

Fund

Semiannual Report

June 30, 2007

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting results") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR Corp. or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings report, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Stocks are currently on pace to register their fifth-straight year of positive returns, although gains could be trimmed if the U.S. economy continues to slow. While financial markets are always unpredictable, there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2007 to June 30, 2007).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Beginning
Account Value
January 1, 2007

Ending
Account Value
June 30, 2007

Expenses Paid
During Period
*
January 1, 2007
to June 30, 2007

Class A

Actual

$ 1,000.00

$ 1,002.90

$ 3.28**

HypotheticalA

$ 1,000.00

$ 1,021.52

$ 3.31**

Class T

Actual

$ 1,000.00

$ 1,001.70

$ 3.42

HypotheticalA

$ 1,000.00

$ 1,021.37

$ 3.46

Class B

Actual

$ 1,000.00

$ 999.30

$ 6.84

HypotheticalA

$ 1,000.00

$ 1,017.95

$ 6.90

Beginning
Account Value
January 1, 2007

Ending
Account Value
June 30, 2007

Expenses Paid
During Period
*
January 1, 2007
to June 30, 2007

Class C

Actual

$ 1,000.00

$ 998.00

$ 7.08

HypotheticalA

$ 1,000.00

$ 1,017.70

$ 7.15

Intermediate Municipal Income

Actual

$ 1,000.00

$ 1,003.00

$ 2.14

HypotheticalA

$ 1,000.00

$ 1,022.66

$ 2.16

Institutional Class

Actual

$ 1,000.00

$ 1,002.90

$ 2.19

HypotheticalA

$ 1,000.00

$ 1,022.61

$ 2.21

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

.66%**

Class T

.69%

Class B

1.38%

Class C

1.43%

Intermediate Municipal Income

.43%

Institutional Class

.44%

** If fees, effective April 1, 2007 had been in effect during the entire period, the annualized expense ratio would have been .71% and the expenses paid in the actual and hypothetical examples above would have been $3.53 and $3.56, respectively.

Semiannual Report

Investment Changes

Top Five States as of June 30, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

California

16.5

14.9

Texas

14.1

14.2

New York

12.2

12.5

Illinois

10.8

9.8

Florida

5.8

4.9

Top Five Sectors as of June 30, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

General Obligations

36.7

38.8

Escrowed/Pre-Refunded

14.0

9.3

Special Tax

10.7

10.0

Electric Utilities

9.9

11.5

Transportation

9.9

9.6

Weighted Average Maturity as of June 30, 2007

6 months ago

Years

5.6

5.7

The weighted average maturity is based on the dollar-weighted average length of time until principal payments are expected or until securities reach maturity. Effective May 2007, the calculation was modified taking into account any maturity shortening feature such as a call, refunding or redemption provision. The prior period figure reflects this change.

Duration as of June 30, 2007

6 months ago

Years

5.2

5.1

Duration shows how much a bond fund's price fluctuates with changes in comparable interest rates. If rates rise 1%, for example, a fund with a five-year duration is likely to lose about 5% of its value. Other factors also can influence a bond fund's performance and share price. Accordingly, a bond fund's actual performance may differ from this example.

Quality Diversification (% of fund's net assets)

As of June 30, 2007

As of December 31, 2006

AAA 60.7%

AAA 61.3%

AA,A 31.0%

AA,A 30.3%

BBB 6.2%

BBB 6.9%

BB and Below 0.4%

BB and Below 0.3%

Not Rated 1.3%

Not Rated 0.7%

Short-Term
Investments and
Net Other Assets 0.4%

Short-Term
Investments and
Net Other Assets 0.5%

We have used ratings from Moody's® Investors Services, Inc. Where Moody's ratings are not available, we have used S&P® ratings.

Semiannual Report

Investments June 30, 2007 (Unaudited)

Showing Percentage of Net Assets

Municipal Bonds - 99.6%

Principal Amount (000s)

Value
(000s)

Alabama - 0.9%

Auburn Univ. Gen. Fee Rev. Series A, 5.5% 6/1/12 (MBIA Insured)

$ 2,125

$ 2,241

Birmingham Baptist Med. Ctrs. Spl. Care Facilities Fing. Auth. Rev. (Baptist Health Sys., Inc. Proj.) Series A, 5% 11/15/09

1,200

1,214

Health Care Auth. for Baptist Health Series 2006 D, 5% 11/15/10

1,295

1,324

Huntsville Solid Waste Disp. Auth. & Resource Recovery Rev.:

5.25% 10/1/07 (MBIA Insured) (f)

1,700

1,705

5.25% 10/1/08 (MBIA Insured) (f)

3,055

3,104

5.75% 10/1/09 (MBIA Insured) (f)

3,865

3,993

Jefferson County Ltd. Oblig. School Warrants Series A:

5.25% 1/1/15

2,000

2,117

5.5% 1/1/22

2,300

2,443

18,141

Alaska - 0.1%

Alaska Student Ln. Corp. Student Ln. Rev. Series A, 5.8% 7/1/12 (AMBAC Insured) (f)

2,935

3,071

Arizona - 0.2%

Arizona School Facilities Board Ctfs. of Prtn. Series C, 5% 9/1/09 (FSA Insured)

1,100

1,126

Tucson Wtr. Rev. Series A, 5% 7/1/11 (FGIC Insured)

1,500

1,552

Yuma Muni. Property Corp. Rev. 5% 7/1/12 (AMBAC Insured)

1,100

1,132

3,810

California - 16.5%

California Dept. of Wtr. Resources Pwr. Supply Rev. Series A:

5.25% 5/1/12 (MBIA Insured)

4,000

4,222

5.5% 5/1/15 (AMBAC Insured)

2,600

2,788

California Econ. Recovery:

Series 2004 A, 5.25% 7/1/12

1,210

1,279

Series A:

5% 7/1/15

15,200

16,005

5% 7/1/15 (MBIA Insured)

6,100

6,439

5.25% 1/1/11

700

730

5.25% 7/1/13

7,000

7,454

5.25% 7/1/13 (MBIA Insured)

10,300

10,997

5.25% 7/1/14

15,400

16,496

5.25% 7/1/14 (FGIC Insured)

9,700

10,421

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

California - continued

California Gen. Oblig.:

Series 2007:

5.625% 5/1/20

$ 85

$ 89

5.625% 5/1/20 (Pre-Refunded to 5/1/10 @ 101) (g)

140

148

4.5% 2/1/09

2,800

2,834

5% 2/1/11

2,650

2,741

5% 10/1/13

1,550

1,627

5% 3/1/15

3,000

3,158

5% 8/1/16

6,000

6,340

5% 3/1/26

2,200

2,261

5% 6/1/27 (AMBAC Insured)

1,800

1,857

5% 2/1/31 (MBIA Insured)

1,900

1,948

5% 3/1/31

1,900

1,944

5% 9/1/31

3,900

3,995

5% 9/1/32

5,300

5,425

5% 8/1/33

4,300

4,388

5% 8/1/35

7,800

7,950

5% 9/1/35

12,000

12,256

5.125% 11/1/24

1,900

1,972

5.125% 2/1/26

1,200

1,242

5.25% 2/1/11

4,000

4,170

5.25% 3/1/12

2,210

2,323

5.25% 2/1/15

5,000

5,295

5.25% 2/1/16

8,500

8,978

5.25% 2/1/27 (MBIA Insured)

1,605

1,677

5.25% 2/1/28

3,400

3,538

5.25% 11/1/29

1,200

1,249

5.25% 2/1/33

6,100

6,311

5.25% 12/1/33

110

115

5.25% 12/1/33 (Pre-Refunded to 6/1/14 @ 100) (g)

6,645

7,150

5.25% 4/1/34

30

31

5.25% 4/1/34 (Pre-Refunded to 4/1/14 @ 100) (g)

6,570

7,059

5.5% 3/1/11

8,500

8,941

5.5% 4/1/13

1,400

1,500

5.5% 4/1/13 (AMBAC Insured)

1,000

1,078

5.5% 4/1/30

5

5

5.5% 4/1/30 (Pre-Refunded to 4/1/14 @ 100) (g)

1,285

1,399

5.5% 4/1/30 (Pre-Refunded to 4/1/14 @ 100) (g)

10,015

10,906

5.5% 4/1/30 (Pre-Refunded to 4/1/14 @ 100) (g)

495

539

5.5% 11/1/33

21,355

22,710

5.75% 10/1/10

2,200

2,325

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

California - continued

California Health Facilities Fing. Auth. Rev. (Catholic Healthcare West Proj.) Series I, 4.95%, tender 7/1/14 (e)

$ 3,000

$ 3,095

California Hsg. Fin. Agcy. Rev. Series 1983 A, 0% 2/1/15

19,346

10,596

California Pub. Works Board Lease Rev.:

(Butterfield State Office Complex Proj.) Series 2005 A, 5.25% 6/1/30

4,300

4,466

(California State Univ. Proj.) Series A, 5% 10/1/14 (FGIC Insured)

3,405

3,602

(Coalinga State Hosp. Proj.) Series 2004 A, 5.5% 6/1/16

5,610

6,047

Series 2005 K, 5% 11/1/16

7,195

7,549

5% 11/1/14 (FGIC Insured)

5,000

5,292

California State Univ. Rev. 5% 11/1/14 (FSA Insured) (c)

1,000

1,061

California Statewide Communities Dev. Auth. Rev. (Kaiser Fund Hosp./Health Place, Inc. Proj.) Series 2002 C, 3.85%, tender 6/1/12 (e)

1,300

1,278

Commerce Refuse To Energy Auth. Rev. 5.5% 7/1/12 (MBIA Insured)

2,290

2,452

Foothill/Eastern Trans. Corridor Agcy. Toll Road Rev.:

Series A, 5% 1/1/35 (MBIA Insured)

1,900

1,926

0% 1/15/27 (a)

1,000

932

5% 1/15/16 (MBIA Insured)

1,000

1,035

5.75% 1/15/40

1,600

1,664

Golden State Tobacco Securitization Corp. Tobacco Settlement Rev.:

Series 2003 A1, 6.75% 6/1/39 (Pre-Refunded to 6/1/13 @ 100) (g)

2,000

2,287

Series B, 5.5% 6/1/43 (Pre-Refunded to 6/1/13 @ 100) (g)

3,000

3,235

Los Angeles Cmnty. Redev. Agcy. Lease Rev. (Vermont Manchester Social Svcs. Proj.) 5% 9/1/18 (AMBAC Insured)

1,425

1,491

Los Angeles Dept. Arpt. Rev. Series A, 5.25% 5/15/19 (FGIC Insured)

2,500

2,623

Los Angeles Reg'l. Arpts. Impt. Rev. (LAXFUEL Corp. Proj.):

5% 1/1/08 (FSA Insured) (f)

1,510

1,518

5% 1/1/10 (FSA Insured) (f)

1,660

1,687

5% 1/1/11 (FSA Insured) (f)

1,740

1,778

5% 1/1/12 (FSA Insured) (f)

1,835

1,882

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

California - continued

Los Angeles Unified School District Series F, 5% 7/1/15 (FSA Insured)

$ 4,000

$ 4,213

Modesto Irrigation District Elec. Rev. Series A, 9.625% 1/1/11 (Escrowed to Maturity) (g)

2,235

2,477

North City West School Facilities Fing. Auth. Spl. Tax Subseries C, 5% 9/1/12 (AMBAC Insured)

2,140

2,242

Orange County Local Trans. Auth. Sales Tax Rev. 6.2% 2/14/11 (AMBAC Insured)

2,000

2,130

Port of Oakland Gen. Oblig. Series 2002 N, 5% 11/1/12 (MBIA Insured) (f)

3,420

3,554

Regents of the Univ. of California Rev. Series K:

5% 5/15/14 (MBIA Insured)

3,000

3,182

5% 5/15/16 (MBIA Insured)

6,880

7,352

San Diego County Ctfs. of Prtn.:

5% 10/1/08

1,470

1,489

5.25% 10/1/10

1,620

1,678

San Francisco City & County Arpts. Commission Int'l. Arpt. Rev. Second Series 28A, 5% 5/1/13 (MBIA Insured) (f)

1,340

1,391

San Joaquin Hills Trans. Corridor Agcy. Toll Road Rev. Series A, 0% 1/15/12 (MBIA Insured)

3,620

3,006

Union Elementary School District Series A, 0% 9/1/20 (FGIC Insured)

1,310

721

337,236

Colorado - 1.4%

Adams County Bldg. Auth. Rev. Series B, 0% 8/15/12 (Escrowed to Maturity) (g)

5,000

4,045

Colorado Ctfs. of Prtn. (UCDHSC Fitzsimons Academic Proj.) Series B, 5% 11/1/17 (MBIA Insured)

1,000

1,055

Colorado Health Facilities Auth. Rev.:

(Adventist Health Sys. - Sunbelt Proj.):

Series E:

5% 11/15/12

2,190

2,260

5% 11/15/14

1,165

1,210

Series F:

5% 11/15/13

1,285

1,332

5% 11/15/14

1,355

1,407

(Longmont Hosp. Proj.) Series B, 5.25% 12/1/16 (Radian Asset Assurance, Inc. Insured)

1,990

2,124

(Volunteers of America Care Proj.) Series A:

5% 7/1/11

645

646

5% 7/1/12

675

673

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Colorado - continued

Colorado Health Facilities Auth. Rev.: - continued

Series 2001, 6.625% 11/15/26 (Pre-Refunded to 11/15/11 @ 101) (g)

$ 2,550

$ 2,842

Dawson Ridge Metropolitan District #1 Series 1992 A, 0% 10/1/17 (Escrowed to Maturity) (g)

3,475

2,208

Denver Health & Hosp. Auth. Healthcare Rev. Series A, 5% 12/1/15

2,310

2,364

Douglas and Elbert Counties School District #RE1:

5.75% 12/15/20 (FGIC Insured)

1,000

1,096

5.75% 12/15/22 (FGIC Insured)

1,000

1,093

E-470 Pub. Hwy. Auth. Rev.:

Series 2000 A, 5.75% 9/1/29 (Pre-Refunded to 9/1/10 @ 102) (g)

3,200

3,430

Series B, 0% 9/1/15 (MBIA Insured)

1,400

983

28,768

District Of Columbia - 1.1%

District of Columbia Ctfs. of Prtn. (District's Pub. Safety and Emergency Preparedness Communications Ctr. and Related Technology Proj.) Series 2003, 5.5% 1/1/16 (AMBAC Insured)

1,930

2,075

District of Columbia Gen. Oblig.:

Series 2001 B, 5.5% 6/1/13 (FSA Insured)

2,260

2,344

Series A:

5.25% 6/1/10 (FSA Insured)

1,000

1,035

5.25% 6/1/10 (MBIA Insured)

1,980

2,022

Series B, 0% 6/1/12 (MBIA Insured)

3,400

2,748

District of Columbia Rev. (George Washington Univ. Proj.) Series A, 5.75% 9/15/20 (MBIA Insured)

1,300

1,358

District of Columbia Wtr. & Swr. Auth. Pub. Util. Rev. Series A, 5.5% 10/1/41 (FGIC Insured)

3,900

4,234

Metropolitan Washington DC Arpts. Auth. Sys. Rev. Series 1998 B:

5.25% 10/1/09 (MBIA Insured) (f)

3,475

3,561

5.25% 10/1/10 (MBIA Insured) (f)

2,780

2,847

22,224

Florida - 5.8%

Alachua County Health Facilities Auth. Health Facilities Rev. (Avmed/Santa Fe Health Care Sys. Proj.) 6% 11/15/09 (Escrowed to Maturity) (g)

555

568

Broward County School Board Ctfs. of Prtn.:

Series A, 5% 7/1/16 (FGIC Insured)

2,180

2,298

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Florida - continued

Broward County School Board Ctfs. of Prtn.: - continued

5.25% 7/1/20 (MBIA Insured)

$ 1,000

$ 1,049

Citizens Property Ins. Corp. 5% 3/1/12 (MBIA Insured)

4,000

4,163

Clay County School Board Ctfs. of Prtn. Series B, 5% 7/1/16 (MBIA Insured)

1,385

1,446

Escambia City Health Facilities Auth. Rev. (Ascension Health Cr. Group Proj.) Series 2002 C, 5.75% 11/15/32

1,800

1,917

Flagler County School Board Ctfs. Series A, 5% 8/1/16 (FSA Insured)

2,105

2,209

Florida Correctional Privatization Communications Ctfs. of Prtn. Series A, 5% 8/1/15 (AMBAC Insured)

2,690

2,814

Florida Dept. of Trans. Rev. Series 2005 A, 5% 7/1/16

3,465

3,647

Florida Gen. Oblig. (Dept. of Trans. Right of Way Proj.) Series A, 5% 7/1/33

700

717

Highlands County Health Facilities Auth. Rev. (Adventist Health Sys. - Sunbelt Proj.):

Series B, 5% 11/15/17

1,200

1,230

Series G:

5% 11/15/12

1,000

1,032

5% 11/15/13

1,600

1,658

Series I, 5%, tender 11/16/09 (e)

5,000

5,090

3.95%, tender 9/1/12 (e)

7,550

7,405

5.25% 11/15/11 (Pre-Refunded to 11/15/08 @ 101) (g)

3,735

3,837

5.875% 11/15/29 (Pre-Refunded to 11/15/13 @ 100) (g)

5,000

5,475

Hillsborough County Indl. Dev. Auth. Poll. Cont. Rev. (Tampa Elec. Co. Proj.) 4%, tender 8/1/07 (e)

18,000

17,994

Lakeland Hosp. Sys. Rev. (Reg'l. Health Systems Proj.):

5% 11/15/12

1,340

1,380

5% 11/15/14

2,485

2,568

Lee County Solid Waste Sys. Rev. 5.25% 10/1/09 (MBIA Insured) (f)

1,000

1,025

Miami Gen. Oblig. (Homeland Defense/Neighborhood Cap. Impt. Proj.) Series 2002, 5.5% 1/1/16 (MBIA Insured)

1,495

1,583

Miami Health Facilities Auth. Sys. Rev. Series C, 5.125% 11/15/24

600

614

Miami-Dade County School Board Ctfs. of Prtn.:

Series A:

5% 8/1/14 (AMBAC Insured) (c)

2,700

2,804

5% 8/1/15 (AMBAC Insured) (c)

5,990

6,218

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Florida - continued

Miami-Dade County School Board Ctfs. of Prtn.: - continued

Series B, 5%, tender 5/1/11 (MBIA Insured) (e)

$ 1,400

$ 1,444

Orange County School Board Ctfs. of Prtn. Series A:

0% 8/1/13 (MBIA Insured)

2,365

1,832

5.375% 8/1/22 (Pre-Refunded to 8/1/07 @ 101) (g)

4,530

4,581

Palm Beach County School Board Ctfs. of Prtn. Series D, 5.25% 8/1/14 (FSA Insured)

3,535

3,711

Pasco County Solid Waste Disp. & Resource Recovery Sys. Rev. 6% 4/1/10 (AMBAC Insured) (f)

2,000

2,097

Reedy Creek Impt. District Utils. Rev. Series 2, 5.25% 10/1/12 (MBIA Insured)

15,125

16,010

Saint Lucie County School Board Ctfs. of Prtn. 5% 7/1/17 (FSA Insured)

1,410

1,465

Seminole County School Board Ctfs. of Prtn. Series A, 5% 7/1/12 (MBIA Insured)

1,020

1,062

South Miami Health Facilities Auth. Hosp. Rev. (Baptist Health Sys. Proj.) 5% 8/15/15

4,400

4,587

Volusia County School Board Ctfs. of Prtn. (School Board of Volusia County Master Lease Prog.) 5% 8/1/08 (FSA Insured)

1,700

1,722

119,252

Georgia - 1.7%

Atlanta Arpt. Rev.:

Series 2000 B, 5.625% 1/1/09 (FGIC Insured) (f)

1,620

1,659

Series A, 5.375% 1/1/12 (FSA Insured) (f)

4,000

4,190

Series F, 5.25% 1/1/13 (FSA Insured) (f)

1,200

1,258

Augusta Wtr. & Swr. Rev. 5.25% 10/1/39 (FSA Insured)

3,570

3,736

Fulton DeKalb Hosp. Auth. Hosp. Rev. 5% 1/1/10 (FSA Insured)

3,370

3,451

Georgia Gen. Oblig.:

Series 1993 A, 7.45% 1/1/09

2,880

3,032

Series B, 5% 5/1/22 (Pre-Refunded to 5/1/12 @ 100) (g)

9,500

9,917

Georgia Muni. Elec. Auth. Pwr. Rev.:

Series 1992 B, 8.25% 1/1/11 (MBIA Insured)

4,025

4,568

Series 2005 V:

6.6% 1/1/18 (g)

35

40

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Georgia - continued

Georgia Muni. Elec. Auth. Pwr. Rev.: - continued

Series 2005 V:

6.6% 1/1/18 (MBIA Insured)

$ 1,550

$ 1,779

Savannah Econ. Dev. Auth. Rev. (Southern Care Corp. Proj.) Series C, 0% 12/1/21 (Escrowed to Maturity) (g)

1,645

850

34,480

Hawaii - 0.2%

Hawaii Arpt. Sys. Rev. Series 2000 B, 8% 7/1/10 (FGIC Insured) (f)

3,700

4,103

Illinois - 10.8%

Adams County School District #172 5.5% 2/1/16 (FGIC Insured)

2,575

2,732

Chicago Board of Ed.:

Series 1997 A, 0% 12/1/15 (AMBAC Insured)

1,150

799

Series A, 0% 12/1/16 (FGIC Insured)

1,000

662

Chicago Gen. Oblig.:

(City Colleges Proj.) 0% 1/1/16 (FGIC Insured)

4,100

2,822

(Neighborhoods Alive 21 Prog.) 5% 1/1/33 (AMBAC Insured)

1,600

1,637

Series 2004 A:

5% 1/1/34 (FSA Insured)

10,800

11,052

5.25% 1/1/29 (FSA Insured)

1,100

1,150

Series A:

5.25% 1/1/22 (MBIA Insured)

1,000

1,048

5.25% 1/1/33 (MBIA Insured)

775

799

Series A2, 6% 1/1/11 (AMBAC Insured)

1,355

1,443

Series C, 5% 1/1/35 (MBIA Insured)

1,600

1,636

Chicago Midway Arpt. Rev. Series B:

6% 1/1/09 (MBIA Insured) (f)

2,000

2,023

6.125% 1/1/12 (MBIA Insured) (f)

2,740

2,772

Chicago O'Hare Int'l. Arpt. Rev.:

Series 1999, 5.5% 1/1/11 (AMBAC Insured) (f)

10,000

10,411

Series A:

5% 1/1/12 (MBIA Insured)

1,100

1,141

5.5% 1/1/10 (AMBAC Insured) (f)

1,350

1,396

6.25% 1/1/08 (AMBAC Insured) (f)

8,815

8,923

5.5% 1/1/09 (AMBAC Insured) (f)

1,995

2,038

5.5% 1/1/09 (Escrowed to Maturity) (f)(g)

2,405

2,457

Chicago Park District Series A:

5.25% 1/1/21 (FGIC Insured)

1,765

1,856

5.5% 1/1/18 (FGIC Insured)

370

387

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Illinois - continued

Chicago Sales Tax Rev. 5.5% 1/1/12 (FGIC Insured)

$ 2,200

$ 2,333

Chicago Spl. Trans. Rev.:

Series 2001, 5.5% 1/1/17 (Escrowed to Maturity) (g)

1,000

1,047

5.5% 1/1/12 (Escrowed to Maturity) (g)

1,470

1,552

Cook County Cmnty. Consolidated School District #21, Wheeling:

0% 12/1/13 (Escrowed to Maturity) (g)

2,500

1,911

0% 12/1/18 (Escrowed to Maturity) (g)

3,900

2,350

Cook County Cmnty. Unit School District #401 Elmwood Park 0% 12/1/10 (FSA Insured)

3,275

2,850

Cook County Gen. Oblig. Series B:

5.25% 11/15/26 (MBIA Insured)

1,100

1,162

5.25% 11/15/28 (MBIA Insured)

600

633

Cook County High School District #201 J. Sterling Morton Tpk. 0% 12/1/11 (FGIC Insured)

4,275

3,566

DuPage County Forest Preserve District Rev.:

0% 11/1/09

4,000

3,643

0% 11/1/17

2,700

1,699

Granite City Solid Waste Disp. Rev. (Waste Mgmt., Inc. Proj.) 3.85%, tender 5/1/08 (e)(f)

2,200

2,193

Grundy, Kendall & Will County Cmnty. High School District #111 Gen. Oblig. 5.5% 5/1/13 (FGIC Insured)

1,000

1,074

Hodgkins Tax Increment Rev. 5% 1/1/12

1,095

1,128

Illinois Dedicated Tax Rev. Series B, 0% 12/15/18 (AMBAC Insured)

1,800

1,072

Illinois Dev. Fin. Auth. Rev. (DePaul Univ. Proj.) Series 2004 C, 5.625% 10/1/15

1,505

1,624

Illinois Edl. Facilities Auth. Revs.:

(Northwestern Univ. Proj.) 5% 12/1/38

2,600

2,647

(Univ. of Chicago Proj.):

Series A, 5.25% 7/1/41 (Pre-Refunded to 7/1/11 @ 101) (g)

2,490

2,627

Series B:

3.1%, tender 7/1/07 (e)(g)

5

5

3.1%, tender 7/1/07 (e)

3,595

3,595

Illinois Fin. Auth. Gas Supply Rev. (Peoples Gas Lt. and Coke Co. Proj.) Series A, 4.3%, tender 6/1/16 (AMBAC Insured) (e)

1,400

1,398

Illinois Fin. Auth. Rev.:

(Bradley Univ. Proj.) 5% 8/1/13 (XL Cap. Assurance, Inc. Insured)

1,030

1,076

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Illinois - continued

Illinois Fin. Auth. Rev.: - continued

(DePaul Univ. Proj.):

5% 10/1/09

$ 1,000

$ 1,018

5% 10/1/10

1,235

1,264

5% 10/1/18 (XL Cap. Assurance, Inc. Insured)

2,815

2,927

Illinois Gen. Oblig.:

First Series:

5.25% 12/1/17 (FSA Insured)

1,000

1,051

5.375% 7/1/15 (MBIA Insured)

1,300

1,373

5.5% 8/1/10

1,400

1,461

5.5% 4/1/16 (FSA Insured)

1,000

1,059

5.5% 2/1/18 (FGIC Insured)

1,000

1,056

5.5% 4/1/17 (MBIA Insured)

2,600

2,696

5.6% 4/1/21 (MBIA Insured)

2,800

2,905

Illinois Health Facilities Auth. Rev.:

(Condell Med. Ctr. Proj.):

5% 5/15/09

1,040

1,048

7% 5/15/22

5,000

5,348

(Decatur Memorial Hosp. Proj.) Series 2001, 5.6% 10/1/16

2,600

2,707

(Riverside Health Sys. Proj.) 6.8% 11/15/20 (Pre-Refunded to 11/15/10 @ 101) (g)

2,755

3,016

Illinois Sales Tax Rev.:

Series W, 5% 6/15/13

3,430

3,451

6% 6/15/20

1,600

1,683

Illinois Toll Hwy. Auth. Toll Hwy. Rev. Series 2006 A2, 5% 1/1/31 (FSA Insured)

27,200

28,074

Kane & DeKalb Counties Cmnty. Unit School District #302 5.8% 2/1/22 (Pre-Refunded to 2/1/14 @ 100) (g)

1,500

1,648

Kane, McHenry, Cook & DeKalb Counties Unit School District #300, Carpentersville 0% 12/1/18 (AMBAC Insured)

4,555

2,718

Lake County Cmnty. High School District #117, Antioch Series B, 0% 12/1/20 (FGIC Insured)

5,300

2,862

Lake County Cmnty. Unit School District #60 Waukegan:

Series C:

0% 12/1/13 (FSA Insured)

5,590

4,270

0% 12/1/14 (FSA Insured)

5,180

3,772

0% 12/1/15 (FSA Insured)

3,810

2,643

Series D:

0% 12/1/09 (FSA Insured)

3,480

3,159

0% 12/1/10 (FSA Insured)

3,380

2,942

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Illinois - continued

Lake County Warren Township High School District #121, Gurnee Series C, 5.75% 3/1/20 (AMBAC Insured)

$ 2,370

$ 2,620

Metropolitan Pier & Exposition Auth. Dedicated State Tax Rev.:

(McCormick Place Expansion Proj.):

Series 2002 A, 5.75% 6/15/41 (MBIA Insured)

7,100

7,625

Series A:

0% 6/15/11 (Escrowed to Maturity) (g)

7,780

6,627

0% 6/15/16 (FGIC Insured)

2,050

1,383

0% 6/15/17 (FGIC Insured)

3,240

2,083

0% 6/15/20 (FGIC Insured)

1,400

778

5% 12/15/28 (MBIA Insured)

1,000

1,023

Series 2002 A, 0% 6/15/14 (FGIC Insured)

4,135

3,071

Quincy Hosp. Rev. (Blessing Hosp. Proj.) 5% 11/15/12

2,235

2,293

Univ. of Illinois Auxiliary Facilities Sys. Rev. (UIC South Campus Dev. Proj.) 5.75% 1/15/19 (Pre-Refunded to 1/15/10 @ 100) (g)

1,000

1,044

Univ. of Illinois Ctfs. of Prtn. (Util. Infrastructure Proj.) 5% 8/15/11 (AMBAC Insured)

1,300

1,347

Will County Cmnty. Unit School District #201 0% 11/1/17 (FGIC Insured)

4,700

2,963

Will County Cmnty. Unit School District #365, Valley View 0% 11/1/17 (FSA Insured)

1,300

820

Will County Forest Preservation District Series B, 0% 12/1/14 (FGIC Insured)

1,000

728

220,925

Indiana - 3.4%

Anderson Econ. Dev. Auth. Rev. (Anderson Univ. Proj.) 5% 10/1/13

1,065

1,094

Carmel High School Bldg. Corp.:

5% 7/10/13 (FSA Insured)

1,145

1,202

5% 1/10/14 (FSA Insured)

1,180

1,241

5% 7/10/14 (FSA Insured)

1,215

1,282

Clark-Pleasant 2004 School Bldg. Corp. 5.25% 7/15/21 (FSA Insured)

1,405

1,481

Crown Point Multi-School Bldg. Corp. (Crown Point Cmnty. School Corp. Proj.) 0% 1/15/18 (MBIA Insured)

6,850

4,226

East Allen Woodlan School Bldg. Corp.:

5% 1/15/11 (MBIA Insured)

1,030

1,064

5% 1/15/12 (MBIA Insured)

1,295

1,347

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Indiana - continued

Franklin Township Independent School Bldg. Corp., Marion County 5% 7/15/15 (MBIA Insured)

$ 1,700

$ 1,799

GCS School Bldg. Corp. One 5.5% 7/15/12 (FSA Insured)

1,280

1,365

Goshen Multi-School Bldg. Corp. 5% 1/15/13 (MBIA Insured)

1,755

1,836

Hamilton Heights School Bldg. Corp.:

5.25% 7/15/15 (FSA Insured)

1,010

1,082

5.25% 7/15/16 (FSA Insured)

2,095

2,254

Hobart Bldg. Corp. 6.5% 1/15/29 (FGIC Insured)

7,680

9,245

Indiana Dev. Fin. Auth. Solid Waste Disp. Rev. (Waste Mgmt., Inc. Proj.) 4.7%, tender 10/1/15 (e)(f)

1,250

1,241

Indiana Muni. Pwr. Agcy. Pwr. Supply Sys. Rev. Series A, 5% 1/1/32 (FGIC Insured)

1,150

1,183

Indiana Trans. Fin. Auth. Hwy. Rev. Series 1993 A:

0% 6/1/17 (AMBAC Insured)

3,000

1,925

0% 12/1/17 (AMBAC Insured)

1,470

921

0% 6/1/18 (AMBAC Insured)

1,740

1,062

Indianapolis Local Pub. Impt. Bond Bank (Indianapolis Arpt. Auth. Proj.):

Series 2006 F, 5.25% 1/1/13 (AMBAC Insured) (f)

1,110

1,164

Series I, 5.25% 1/1/10 (MBIA Insured) (f)

3,545

3,641

Indianapolis Resource Recovery Rev. (Ogden Martin Sys., Inc. Proj.) 6.75% 12/1/07 (AMBAC Insured)

3,000

3,029

Indianapolis Thermal Energy Sys. Series 2001 A, 5.5% 10/1/16 (MBIA Insured)

5,000

5,318

Lawrenceburg School Bldg. Corp. 5.5% 7/15/17 (Pre-Refunded to 7/15/12 @ 100) (g)

1,090

1,164

Michigan City School Bldg. Corp. 5% 1/1/12 (MBIA Insured)

2,210

2,289

Petersburg Poll. Cont. Rev. 5.75% 8/1/21

9,000

9,526

Portage Township Multi-School Bldg. Corp.:

5.25% 7/15/19 (Pre-Refunded to 7/15/15 @ 100) (g)

1,530

1,653

5.25% 7/15/27 (Pre-Refunded to 7/15/15 @ 100) (g)

1,310

1,415

Rockport Poll. Cont. Rev. (AEP Generating Co. Proj.) Series 1995 A, 4.15%, tender 7/15/11 (AMBAC Insured) (e)

2,000

2,008

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Indiana - continued

Wawasee Cmnty. School Corp. New Elementary and Remodeling Bldg. Corp. 5% 7/15/15 (FSA Insured)

$ 1,455

$ 1,540

Westfield Washington Multi-School Bldg. Corp. Series A, 5% 1/15/12 (FSA Insured)

1,005

1,045

70,642

Iowa - 0.2%

Tobacco Settlement Auth. Tobacco Settlement Rev. 5.3% 6/1/25 (Pre-Refunded to 6/1/11 @ 101) (g)

3,000

3,143

Kansas - 0.5%

Burlington Envir. Impt. Rev. (Kansas City Pwr. & Lt. Co. Proj.) Series A, 4.75%, tender 10/1/07 (e)

2,800

2,805

Kansas Dev. Fin. Auth. Rev.:

(Sisters of Charity of Leavenworth Health Svcs. Corp. Proj.):

5.25% 12/1/10 (MBIA Insured)

2,230

2,278

5.25% 12/1/11 (MBIA Insured)

1,805

1,844

Series II, 5.5% 11/1/19

1,000

1,066

5.5% 11/1/20

1,000

1,065

Topeka Combined Util. Impt. Rev. Series 2005 A, 6% 8/1/23 (XL Cap. Assurance, Inc. Insured)

1,430

1,620

10,678

Kentucky - 0.2%

Kenton County Arpt. Board Arpt. Rev. Series B, 5% 3/1/10 (MBIA Insured) (f)

1,645

1,682

Louisville & Jefferson County Reg'l. Arpt. Auth. Arpt. Sys. Rev. Series C, 5.5% 7/1/12 (FSA Insured) (f)

2,250

2,376

4,058

Louisiana - 0.8%

East Baton Rouge Parish Pub. Impt. Sales Tax Rev. Series B, 5% 2/1/12 (AMBAC Insured)

1,000

1,040

Ernest N. Morial-New Orleans Exhibit Hall Auth. Spl. Tax Series A, 5.25% 7/15/11 (AMBAC Insured)

2,700

2,812

Louisiana Citizens Property Ins. Corp. Assessment Rev. Series B, 5.25% 6/1/14 (AMBAC Insured)

5,000

5,324

Louisiana Offshore Term. Auth. Deepwater Port Rev. (LOOP LLC Proj.) Series 2003 D, 4%, tender 9/1/08 (e)

3,300

3,301

Louisiana Pub. Facilities Auth. Rev. (Archdiocese of New Orleans Proj.) 5% 7/1/13 (CIFG North America Insured)

1,050

1,095

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Louisiana - continued

New Orleans Gen. Oblig.:

0% 9/1/13 (AMBAC Insured)

$ 1,400

$ 1,063

5% 12/1/29 (MBIA Insured)

2,000

2,051

16,686

Maine - 0.1%

Maine Tpk. Auth. Tpk. Rev. Series 2000, 5.75% 7/1/28 (Pre-Refunded to 7/1/10 @ 101) (g)

1,810

1,919

Maryland - 0.1%

Maryland Health & Higher Edl. Facilities Auth. Rev. (Johns Hopkins Health Sys. Proj.) Series B, 5% 5/15/35

1,300

1,334

Massachusetts - 3.1%

Massachusetts Bay Trans. Auth. Series A, 5.75% 7/1/18

260

273

Massachusetts Dept. of Agricultural Resources Higher Ed. Rev. Series A:

5% 1/1/12

715

738

5% 1/1/13

750

778

Massachusetts Dev. Fin. Agcy. Rev. (Massachusetts Biomedical Research Corp. Proj.):

6.375% 8/1/14

1,315

1,399

6.375% 8/1/15

2,460

2,618

6.375% 8/1/16

2,570

2,737

Massachusetts Dev. Fin. Agcy. Solid Waste Disp. Rev. (Waste Mgmt., Inc. Proj.) 5.5%, tender 5/1/14 (e)(f)

3,000

3,126

Massachusetts Fed. Hwy. Series 2000 A:

5.75% 6/15/11

4,000

4,224

5.75% 6/15/13

3,000

3,172

Massachusetts Gen. Oblig.:

Series 2006 D, 5% 8/1/22 (Pre-Refunded to 8/1/16 @ 100) (g)

700

746

Series C, 5.25% 11/1/30 (Pre-Refunded to 11/1/12 @ 100) (g)

2,000

2,113

Series D:

5% 10/1/23 (Pre-Refunded to 10/1/13 @ 100) (g)

1,800

1,890

5.25% 10/1/20 (Pre-Refunded to 10/1/13 @ 100) (g)

5,900

6,276

Series E:

5% 11/1/23 (Pre-Refunded to 11/1/16 @ 100) (g)

11,900

12,703

5% 11/1/24 (Pre-Refunded to 11/1/16 @ 100) (g)

1,900

2,028

Massachusetts Port Auth. Spl. Facilities Rev. (Delta Air Lines, Inc. Proj.) Series A:

5.5% 1/1/12 (AMBAC Insured) (f)

1,000

1,048

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Massachusetts - continued

Massachusetts Port Auth. Spl. Facilities Rev. (Delta Air Lines, Inc. Proj.) Series A: - continued

5.5% 1/1/14 (AMBAC Insured) (f)

$ 1,000

$ 1,045

5.5% 1/1/17 (AMBAC Insured) (f)

4,040

4,203

Massachusetts School Bldg. Auth. Dedicated Sales Tax Rev. Series A, 5% 8/15/37 (AMBAC Insured)

8,500

8,807

Massachusetts Tpk. Auth. Western Tpk. Rev. Series A, 5.55% 1/1/17 (MBIA Insured)

3,620

3,782

Massachusetts Wtr. Poll. Abatement Trust Wtr. Poll. Abatement Rev. (MWRA Ln. Prog.) Series A, 5.25% 8/1/13

25

26

63,732

Michigan - 2.8%

Clarkston Cmnty. Schools 5.375% 5/1/22 (Pre-Refunded to 5/1/13 @ 100) (g)

1,000

1,068

Detroit City School District Series A, 5.5% 5/1/11 (FSA Insured)

3,355

3,536

Detroit Convention Facilities Rev. (Cobo Hall Expansion Proj.):

5% 9/30/11 (MBIA Insured)

2,000

2,076

5% 9/30/12 (MBIA Insured)

1,500

1,567

Detroit Gen. Oblig. Series B1, 5% 4/1/13 (AMBAC Insured)

2,305

2,402

Detroit Swr. Disp. Rev.:

Series 2001 D1, 5.5%, tender 7/1/08 (MBIA Insured) (e)

10,000

10,164

4.184% 7/1/32 (FSA Insured) (e)

5,800

5,800

Detroit Wtr. Supply Sys. Rev. 5.25% 7/1/14 (MBIA Insured)

2,600

2,780

Michigan Ctfs. of Prtn. 5.75% 6/1/17 (Pre-Refunded to 6/1/10 @ 100) (g)

1,000

1,050

Michigan Higher Ed. Student Ln. Auth. Rev. Series XII W, 4.875% 9/1/10 (AMBAC Insured) (f)

8,915

9,054

Michigan Hosp. Fin. Auth. Rev.:

(Crittenton Hosp. Proj.) Series A:

5.5% 3/1/16

1,000

1,049

5.5% 3/1/17

1,885

1,979

(McLaren Health Care Corp. Proj.) Series A, 5% 6/1/19

8,000

8,127

(Mercy Health Svcs. Proj.) Series Q, 6% 8/15/09 (Escrowed to Maturity) (g)

1,195

1,204

(Oakwood Obligated Group Proj.) 5.5% 11/1/11

1,915

2,005

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Michigan - continued

Michigan Strategic Fund Ltd. Oblig. Rev. (Detroit Edison Co. Proj.) Series A, 5.55% 9/1/29 (MBIA Insured) (f)

$ 1,500

$ 1,562

Southfield Pub. Schools Series A, 5.25% 5/1/16 (Pre-Refunded to 5/1/13 @ 100) (g)

1,025

1,089

56,512

Minnesota - 0.6%

Minneapolis & Saint Paul Hsg. & Redev. Auth. Health Care Sys. Rev. (Health Partners Oblig. Group Proj.):

5.25% 12/1/09

1,250

1,277

5.625% 12/1/22

575

606

Osseo Independent School District #279 Series B, 5% 2/1/13

2,445

2,501

Rochester Health Care Facilities Rev. (Mayo Foundation Proj.) Series A, 5.5% 11/15/27

5,910

6,030

Saint Paul Hsg. & Redev. Auth. Health Care Facilities Rev. (Healthpartners Oblig. Group Proj.):

5% 5/15/12

400

411

5% 5/15/13

395

406

5% 5/15/14

250

257

Saint Paul Port Auth. Lease Rev. (HealthEast Midway Campus Proj.) Series 2003 A, 5.25% 5/1/15

1,500

1,505

12,993

Mississippi - 0.5%

Mississippi Bus. Fin. Corp. Solid Waste Disp. Rev. (Waste Mgmt., Inc. Proj.) 4.4%, tender 3/1/11 (e)(f)

1,275

1,264

Mississippi Higher Ed. Student Ln. Series 2000 B3, 5.45% 3/1/10 (f)

3,800

3,901

Mississippi Hosp. Equip. & Facilities Auth.:

(Mississippi Baptist Med. Ctr. Proj.) Series 2007 A:

5% 8/15/12

1,310

1,346

5% 8/15/13

1,500

1,543

(South Central Reg'l. Med. Ctr. Proj.) 5% 12/1/11

1,305

1,336

9,390

Missouri - 1.1%

Bi-State Dev. Agcy. Rev. 3.95%, tender 10/1/09, LOC JPMorgan Chase Bank (e)

8,400

8,387

Fenton Tax Increment Rev. (Gravois Bluffs Redev. Proj.) 5% 4/1/13

1,000

1,025

Mehlville School District #R-9, Saint Louis County Ctfs. of Prtn. (Missouri Cap. Impt. Projs.) Series 2002, 5.5% 9/1/17 (Pre-Refunded to 9/1/12 @ 100) (g)

1,000

1,070

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Missouri - continued

Missouri Dev. Fin. Board Infrastructure Facilities Rev. (City of Branson-Branson Landing Proj.) Series 2005 A, 6% 6/1/20

$ 1,000

$ 1,116

Missouri Envir. Impt. & Energy Resources Auth. Wtr. Poll. Cont. & Drinking Wtr. Rev. (State Revolving Fund Prog.) Series 2003 A, 5.125% 1/1/20

2,315

2,422

Missouri Highways & Trans. Commission State Road Rev. Series 2001 A, 5.625% 2/1/13 (Pre-Refunded to 2/1/11 @ 100) (g)

2,370

2,503

Saint Louis Arpt. Rev. Series 2007 B, 5% 7/1/16 (FSA Insured) (f)

1,500

1,561

Saint Louis Muni. Fin. Corp. Leasehold Rev.:

(Civil Courts Bldg. Proj.) Series 2003 A, 5% 8/1/10 (FSA Insured)

2,010

2,072

(Convention Ctr. Proj.) 5.25% 7/15/13 (AMBAC Insured)

1,880

2,000

22,156

Montana - 0.2%

Forsyth Poll. Cont. Rev. (Portland Gen. Elec. Co. Proj.) Series A, 5.2%, tender 5/1/09 (e)

4,200

4,284

Nevada - 0.5%

Clark County Arpt. Rev. Series C:

5.375% 7/1/18 (AMBAC Insured) (f)

1,500

1,569

5.375% 7/1/20 (AMBAC Insured) (f)

1,100

1,147

Clark County School District Series C, 5.375% 6/15/15 (Pre-Refunded to 6/15/12 @ 100) (g)

1,000

1,060

Henderson Health Care Facilities Rev. (Catholic Healthcare West Proj.) Series B:

5% 7/1/13

1,000

1,031

5% 7/1/14

1,000

1,032

Las Vegas Valley Wtr. District Series B, 5.25% 6/1/17 (MBIA Insured)

2,300

2,424

Washoe County Gen. Oblig. Series 2000 B, 0% 7/1/16 (FSA Insured)

4,140

2,773

11,036

New Hampshire - 0.3%

Manchester School Facilities Rev. 5.5% 6/1/20 (Pre-Refunded to 6/1/13 @ 100) (g)

1,150

1,238

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

New Hampshire - continued

New Hampshire Bus. Fin. Auth. Poll. Cont. Rev.:

(United Illumination Co.) Series A, 3.65%, tender 2/1/10 (AMBAC Insured) (e)(f)

$ 2,400

$ 2,358

3.5%, tender 2/1/09 (e)(f)

2,600

2,572

6,168

New Jersey - 2.5%

Camden County Impt. Auth. Rev. (Cooper Health Sys. Obligated Group Proj.) Series B, 5.25% 2/15/10

1,925

1,960

Elizabeth Gen. Oblig. 5.25% 8/15/09 (MBIA Insured)

1,200

1,234

Garden State Preservation Trust Open Space & Farmland Preservation Series 2005 A, 5.8% 11/1/19 (FSA Insured)

2,300

2,554

New Jersey Econ. Dev. Auth. Rev.:

Series 2005 O:

5.125% 3/1/28

2,000

2,083

5.25% 3/1/15

3,000

3,206

5.25% 3/1/21 (MBIA Insured)

1,200

1,270

5.25% 3/1/23

1,500

1,583

5.25% 3/1/25

4,200

4,424

5.25% 3/1/26

4,700

4,941

Series 2005 P, 5.125% 9/1/28

1,100

1,140

New Jersey Tobacco Settlement Fing. Corp.:

4.375% 6/1/19 (Pre-Refunded to 6/1/13 @ 100) (g)

2,480

2,494

5.75% 6/1/32 (Pre-Refunded to 6/1/12 @ 100) (g)

4,255

4,474

6.125% 6/1/24 (Pre-Refunded to 6/1/13 @ 100) (g)

6,400

6,781

6.375% 6/1/32 (Pre-Refunded to 6/1/13 @ 100) (g)

2,755

3,067

6.75% 6/1/39 (Pre-Refunded to 6/1/13 @ 100) (g)

3,735

4,264

New Jersey Tpk. Auth. Tpk. Rev. Series A, 5% 1/1/25 (FSA Insured)

2,610

2,706

Union County Impt. Auth. (Juvenile Detention Ctr. Facility Proj.) 5.5% 5/1/28 (FGIC Insured)

2,000

2,154

50,335

New Mexico - 0.4%

Albuquerque Arpt. Rev. 6.5% 7/1/07 (AMBAC Insured) (f)

1,400

1,400

Farmington Poll. Cont. Rev. Series B, 3.55%, tender 4/1/10 (FGIC Insured) (e)

2,410

2,380

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

New Mexico - continued

New Mexico Edl. Assistance Foundation Sr. Series A3, 4.95% 3/1/09 (f)

$ 2,000

$ 2,030

New Mexico Edl. Assistance Foundation Student Ln. Rev. Sr. Series IV A1, 7.05% 3/1/10 (f)

1,810

1,878

7,688

New York - 12.2%

Buffalo Muni. Wtr. Fin. Auth. Series B, 5% 7/1/14 (FSA Insured) (c)

1,800

1,874

Erie County Indl. Dev. Agcy. School Facility Rev. (Buffalo City School District Proj.):

Series 2003:

5.75% 5/1/16 (FSA Insured)

4,740

5,146

5.75% 5/1/22 (FSA Insured)

2,240

2,401

Series 2004:

5.75% 5/1/17 (FSA Insured)

2,895

3,178

5.75% 5/1/25 (FSA Insured)

1,715

1,870

5.75% 5/1/19 (FSA Insured)

5,590

6,130

5.75% 5/1/22 (FSA Insured)

8,525

9,328

Long Island Pwr. Auth. Elec. Sys. Rev. Series B:

5% 6/1/10

2,600

2,672

5% 6/1/11

1,075

1,113

Metropolitan Trans. Auth. Svc. Contract Rev.:

Series 7, 5.625% 7/1/16 (Escrowed to Maturity) (g)

2,495

2,556

Series B, 5.5% 7/1/19 (MBIA Insured)

1,000

1,066

New York City Gen. Oblig.:

Series 1997 H, 6% 8/1/12 (FGIC Insured)

1,700

1,854

Series 2000 A, 6.5% 5/15/11

155

167

Series 2002 C, 5.5% 8/1/13

2,000

2,136

Series 2003 I, 5.75% 3/1/16 (Pre-Refunded to 3/1/13 @ 100) (g)

2,100

2,286

Series 2005 G, 5% 8/1/14

6,500

6,827

Series 2005 J, 5% 3/1/12

3,020

3,137

Series 2005 K, 5% 8/1/11

6,000

6,216

Series A, 5.25% 11/1/14 (MBIA Insured)

600

635

Series G, 5.25% 8/1/14 (AMBAC Insured)

1,000

1,051

Series J, 5.5% 6/1/19

2,315

2,471

Subseries 2005 F1, 5.25% 9/1/14

3,600

3,838

New York City Muni. Wtr. Fin. Auth. Wtr. & Swr. Sys. Rev. Series D:

5% 6/15/38

4,200

4,311

5% 6/15/39

1,600

1,641

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

New York - continued

New York City Transitional Fin. Auth. Rev.:

Series A:

5.5% 11/1/26 (b)

$ 4,490

$ 4,747

5.75% 2/15/16 (Pre-Refunded to 2/15/10 @ 101) (g)

30

32

6% 11/1/28 (b)

40,925

43,976

Series B, 5.25% 2/1/29 (b)

3,800

3,951

New York Dorm. Auth. Revs.:

(City Univ. Sys. Consolidation Proj.):

Series A:

5.75% 7/1/13

3,400

3,618

5.75% 7/1/13 (AMBAC Insured)

1,100

1,173

Series C, 7.5% 7/1/10

4,210

4,423

(Mental Health Svcs. Proj.) Series D, 5% 2/15/12 (FGIC Insured)

9,000

9,367

(New York & Presbyterian Hosp. Proj.) 4.4% 8/1/13 (AMBAC Insured)

185

185

(State Univ. Edl. Facilities Proj.) Series A, 5.25% 5/15/15 (MBIA Insured)

5,500

5,885

Series 2003 A, 5% 3/15/09

3,000

3,058

New York Envir. Facilities Corp. Clean Wtr. & Drinking Wtr. Series F:

4.875% 6/15/18

1,100

1,118

4.875% 6/15/20

2,200

2,236

5% 6/15/15

775

791

New York Metropolitan Transit Auth. Rev. Series 2005 C, 5.25% 11/15/14

1,000

1,069

New York Thruway Auth. Gen. Rev. Series 2005 G:

5% 1/1/32 (FSA Insured)

1,300

1,343

5.25% 1/1/27 (FSA Insured)

5,000

5,322

New York Urban Dev. Corp. Rev. (Correctional Cap. Facilities Proj.) Series A, 5.25% 1/1/14 (FSA Insured)

1,685

1,764

Tobacco Settlement Asset Securitization Corp. Series 1, 5.5% 7/15/24 (Pre-Refunded to 7/15/12 @ 100) (g)

7,875

8,230

Tobacco Settlement Fing. Corp.:

Series 2004 B1, 5% 6/1/09 (FGIC Insured)

3,745

3,834

Series A1:

5% 6/1/11

1,540

1,542

5.25% 6/1/21 (AMBAC Insured)

2,200

2,306

5.25% 6/1/22 (AMBAC Insured)

3,450

3,612

5.5% 6/1/14

3,200

3,284

5.5% 6/1/15

9,900

10,276

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

New York - continued

Tobacco Settlement Fing. Corp.: - continued

Series A1:

5.5% 6/1/16 (d)

$ 16,800

$ 17,414

5.5% 6/1/17

1,900

1,991

Series C1:

5.5% 6/1/14

3,900

4,003

5.5% 6/1/15

4,900

5,086

5.5% 6/1/16

1,600

1,677

5.5% 6/1/17

4,950

5,187

5.5% 6/1/18

5,165

5,467

5.5% 6/1/19

4,700

5,001

5.5% 6/1/20

800

850

5.5% 6/1/22

600

636

Triborough Bridge & Tunnel Auth. Revs. Series 2005 A, 5.125% 1/1/22

2,000

2,066

250,424

New York & New Jersey - 0.6%

Port Auth. of New York & New Jersey:

120th Series, 5.75% 10/15/13 (MBIA Insured) (f)

7,220

7,325

124th Series, 5% 8/1/13 (FGIC Insured) (f)

1,215

1,236

Port Auth. of New York & New Jersey Spl. Oblig. Rev. (JFK Int'l. Air Term. Spl. Proj.) Series 6, 6.25% 12/1/13 (MBIA Insured) (f)

4,100

4,543

13,104

North Carolina - 1.1%

Dare County Ctfs. of Prtn.:

5.25% 6/1/16 (AMBAC Insured)

1,580

1,678

5.25% 6/1/20 (AMBAC Insured)

1,520

1,604

North Carolina Ctfs. of Prtn. (Repair and Renovation Proj.) Series B, 5.25% 6/1/17

1,400

1,486

North Carolina Eastern Muni. Pwr. Agcy. Pwr. Sys. Rev.:

Series 1993 B, 7% 1/1/08 (MBIA Insured)

900

914

Series A:

5.5% 1/1/11

1,590

1,657

5.75% 1/1/26

1,000

1,037

Series B, 6.125% 1/1/09

2,220

2,288

Series C, 5.25% 1/1/10

2,630

2,698

Series D:

5.375% 1/1/10

3,360

3,456

6% 1/1/09

1,620

1,636

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

North Carolina - continued

North Carolina Infrastructure Fin. Corp. Ctfs. of Prtn. (North Carolina Correctional Facilities Proj.) Series A, 5% 2/1/17

$ 2,500

$ 2,598

North Carolina Med. Care Cmnty. Health (Memorial Mission Hosp. Proj.) 5% 10/1/18

1,975

2,049

23,101

North Dakota - 0.3%

Fargo Health Sys. Rev. Series A, 5.625% 6/1/15 (AMBAC Insured)

3,685

3,921

Ward County Health Care Facility Rev. (Trinity Med. Ctr. Proj.):

5% 7/1/12

1,000

1,023

5% 7/1/14

1,000

1,025

5,969

Ohio - 0.6%

Akron Bath Copley Hosp. District Rev. (Akron Gen. Health Systems Proj.) Series A, 5% 1/1/12

1,690

1,734

Franklin County Hosp. Rev. 5.5% 5/1/21 (Pre-Refunded to 5/1/11 @ 101) (g)

2,000

2,122

Indian Hill Exempt Village School District Hamilton County 5.5% 12/1/16 (Pre-Refunded to 12/1/11 @ 100) (g)

1,060

1,127

Lake County Hosp. Impt. Facilities Rev. (Lake Hosp. Sys., Inc. Proj.) 6.875% 8/15/11 (Escrowed to Maturity) (g)

2,600

2,740

Ohio Gen. Oblig. Series 2003 D, 2.45%, tender 9/14/07 (e)

1,350

1,346

Olentangy Local School District:

5.5% 12/1/15 (FSA Insured)

25

27

5.5% 12/1/15 (Pre-Refunded to 6/1/12 @ 100) (g)

975

1,040

Richland County Hosp. Facilities (MedCentral Health Sys. Proj.) Series B:

6.375% 11/15/22

500

533

6.375% 11/15/22 (Pre-Refunded to 11/15/10 @ 101) (g)

1,000

1,086

11,755

Oklahoma - 1.2%

Cherokee County Econ. Dev. Auth. Series A, 0% 11/1/11 (Escrowed to Maturity) (g)

1,000

836

Durant Cmnty. Facilities Auth. Sales Tax Rev. 5.5% 11/1/19 (XL Cap. Assurance, Inc. Insured)

1,050

1,129

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Oklahoma - continued

Grand River Dam Auth. Rev. 6.25% 6/1/11 (AMBAC Insured)

$ 7,360

$ 7,956

Midwest City Muni. Auth. Cap. Impt. Rev. 5.5% 6/1/10 (Escrowed to Maturity) (g)

2,335

2,392

Oklahoma City Pub. Property Auth. Hotel Tax Rev.:

5.5% 10/1/19 (FGIC Insured)

2,165

2,353

5.5% 10/1/20 (FGIC Insured)

1,550

1,681

Tulsa County Indl. Auth. Cap. Impts. Rev. Series 2006 D, 5.25% 1/1/11 (FSA Insured)

5,465

5,698

Tulsa County Indl. Auth. Health Care Rev. (Saint Francis Health Sys. Proj.):

5% 12/15/13

1,000

1,040

5% 12/15/14

850

886

23,971

Oregon - 0.2%

Oregon Dept. Administrative Svcs. Ctfs. of Prtn. Series B, 5% 5/1/09 (FSA Insured)

720

734

Tri-County Metropolitan Trans. District Rev. Series A:

5.75% 8/1/14 (Pre-Refunded to 8/1/10 @ 100) (g)

1,520

1,599

5.75% 8/1/17 (Pre-Refunded to 8/1/10 @ 100) (g)

1,950

2,051

4,384

Pennsylvania - 3.5%

Allegheny County Arpt. Rev. (Pittsburgh Int'l. Arpt. Proj.):

Series 97A, 5.75% 1/1/13 (MBIA Insured) (f)

3,500

3,737

Series A1, 5.75% 1/1/12 (MBIA Insured) (f)

1,210

1,284

Allegheny County Hosp. Dev. Auth. Rev.:

(UPMC Health Sys. Proj.) Series 1999 B, 4.55% 12/15/10 (AMBAC Insured)

1,330

1,342

(West Penn Allegheny Health Sys. Proj.) Series A, 5% 11/15/11

3,100

3,128

Annville-Cleona School District 5.5% 3/1/23 (FSA Insured)

1,300

1,406

Canon McMillan School District Series 2001 B, 5.75% 12/1/33 (FGIC Insured)

1,400

1,469

Central Dauphin School District Gen. Oblig. 7% 2/1/27 (Pre-Refunded to 2/1/16 @ 100) (g)

1,000

1,206

Clarion County Indl. Dev. Auth. Wtr. Facilities Rev. (Pennsylvania-American Wtr. Co. Proj.) 3.6%, tender 12/1/09 (AMBAC Insured) (e)(f)

5,665

5,550

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Pennsylvania - continued

Delaware County Auth. Hosp. Rev.:

(Crozer Keystone Oblig. Group Proj.):

Series A:

5% 12/15/12

$ 1,120

$ 1,147

5% 12/15/13

1,155

1,182

Series B, 5% 12/15/13

3,115

3,189

(Crozer-Keystone Health Sys. Proj.):

5.75% 12/15/13

785

834

5.75% 12/15/13 (Pre-Refunded to 12/15/11 @ 102) (g)

380

413

Easton Area School District Series 2005, 7.5% 4/1/21 (FSA Insured)

2,000

2,478

Mifflin County School District 7.5% 9/1/26 (XL Cap. Assurance, Inc. Insured) (c)

1,390

1,751

Montgomery County Higher Ed. & Health Auth. Hosp. Rev. (Abington Memorial Hosp. Proj.) Series A, 6% 6/1/22 (AMBAC Insured)

3,930

4,551

Pennsylvania Econ. Dev. Fing. Auth. Exempt Facilities Rev.:

(Amtrak Proj.) Series 2001 A:

6.125% 11/1/21 (f)

1,300

1,371

6.5% 11/1/16 (f)

1,100

1,175

(Shippingport Proj.) Series A, 4.35%, tender 6/1/10 (e)(f)

2,300

2,296

Pennsylvania Higher Edl. Facilities Auth. Rev. (UPMC Health Sys. Proj.) Series 2001 A, 6% 1/15/22

4,000

4,248

Pennsylvania Tpk. Commission Tpk. Rev. Series S, 5.625% 6/1/12 (FGIC Insured)

2,500

2,673

Philadelphia Gas Works Rev.:

(1998 Gen. Ordinance Proj.) 4th Series, 5.25% 8/1/16 (FSA Insured)

2,355

2,489

Fifth Series A1, 5% 9/1/33 (FSA Insured)

2,000

2,051

Series 17, 5.375% 7/1/20 (FSA Insured)

1,725

1,821

Philadelphia Gen. Oblig. Series 2003 A, 5% 2/15/12 (XL Cap. Assurance, Inc. Insured)

1,000

1,039

Philadelphia Muni. Auth. Rev. Series B, 5.25% 11/15/11 (FSA Insured)

3,360

3,521

Philadelphia School District Series B, 5% 4/1/11 (AMBAC Insured)

2,100

2,173

Pittsburgh Gen. Oblig. Series B, 5.25% 9/1/15 (FSA Insured)

3,000

3,230

Pittsburgh School District Series A, 5% 9/1/09 (MBIA Insured)

1,670

1,705

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Pennsylvania - continued

Pittsburgh Wtr. & Swr. Auth. Wtr. & Swr. Sys. Rev. 5.5% 9/1/14 (FSA Insured)

$ 2,290

$ 2,490

West Allegheny School District Series B, 5.25% 2/1/13 (FGIC Insured)

1,345

1,428

Wilson School District 5.25% 6/1/24 (XL Cap. Assurance, Inc. Insured) (c)

3,960

4,200

72,577

Puerto Rico - 0.6%

Puerto Rico Govt. Dev. Bank Series B, 5% 12/1/10

11,460

11,751

Rhode Island - 0.1%

Rhode Island Health & Edl. Bldg. Corp. Rev.:

(Lifespan Corp. Proj.) Series A, 5% 5/15/14 (FSA Insured)

2,000

2,097

(Univ. of Rhode Island Univ. Revs. Proj.) Series A, 5.5% 9/15/24 (AMBAC Insured)

630

679

2,776

South Carolina - 1.3%

Charleston County Hosp. Facilities (Care Alliance Health Services Proj.) Series A, 5.25% 8/15/11

1,765

1,817

Columbia Gen. Oblig. Ctfs. of Prtn. (Tourism Dev. Fee Pledge Proj.) Series 2003, 5.25% 6/1/18 (AMBAC Insured)

2,310

2,444

Greenville County Pub. Facilities Corp. Ctfs. of Prtn. (Courthouse and Detention Proj.) 5% 4/1/11 (AMBAC Insured)

1,565

1,622

Greenville County School District Installment Purp. Rev. 5% 12/1/10

1,700

1,748

Greenwood Fifty School Facilities Installment 5% 12/1/15

1,360

1,430

Lexington One School Facilities Corp. Rev. (Lexington County School District No. 1 Proj.) 5% 12/1/10

680

699

Scago Edl. Facilities Corp. for Colleton School District:

5% 12/1/15 (Radian Asset Assurance, Inc. Insured)

750

782

5% 12/1/19

2,040

2,121

South Carolina Jobs Econ. Dev. Auth. Hosp. Facilities Rev. (Palmetto Health Alliance Proj.) Series A, 7.125% 12/15/15 (Pre-Refunded to 12/15/10 @ 102) (g)

5,500

6,142

South Carolina Pub. Svc. Auth. Rev.:

Series 2005 B, 5% 1/1/10 (MBIA Insured)

3,000

3,076

Series A, 5.5% 1/1/14 (FGIC Insured)

1,300

1,404

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

South Carolina - continued

Sumter Two School Facilities, Inc. Rev.:

5% 12/1/15

$ 1,115

$ 1,168

5% 12/1/17

1,335

1,397

25,850

South Dakota - 0.3%

Minnehaha County Gen. Oblig.:

5.625% 12/1/16 (Pre-Refunded to 12/1/10 @ 100) (g)

2,000

2,102

5.625% 12/1/17 (Pre-Refunded to 12/1/10 @ 100) (g)

2,115

2,222

5.625% 12/1/18 (Pre-Refunded to 12/1/10 @ 100) (g)

2,350

2,467

6,791

Tennessee - 1.3%

Clarksville Natural Gas Acquisition Corp. Gas Rev.:

5% 12/15/10

5,000

5,146

5% 12/15/11

3,285

3,397

Knox County Health Edl. & Hsg. Facilities Board Hosp. Facilities Rev. (Fort Sanders Alliance Proj.) Series C:

5.25% 1/1/15 (MBIA Insured)

1,240

1,321

6.25% 1/1/13 (MBIA Insured)

1,700

1,874

7.25% 1/1/10 (MBIA Insured)

8,000

8,596

Memphis-Shelby County Arpt. Auth. Arpt. Rev. Series A:

5% 9/1/10 (MBIA Insured)

1,755

1,812

5% 9/1/11 (MBIA Insured)

1,835

1,903

5% 9/1/13 (MBIA Insured)

2,010

2,102

Shelby County Health Edl. & Hsg. Facility Board Hosp. Rev. (Methodist Health Care Proj.) 5.5% 4/1/09 (MBIA Insured)

1,100

1,124

27,275

Texas - 14.1%

Alamo Cmnty. College District:

5% 8/15/17 (FGIC Insured)

3,100

3,287

5.625% 8/15/16 (FGIC Insured)

3,115

3,446

Austin Cmnty. College District Rev. (Convention Ctr. Proj.) Series B, 0% 2/1/22 (AMBAC Insured)

1,335

678

Austin Convention Enterprises, Inc. (Convention Ctr. Proj.):

Series 2006 B, 6% 1/1/16

1,750

1,866

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Texas - continued

Austin Convention Enterprises, Inc. (Convention Ctr. Proj.): - continued

Series B:

6% 1/1/18

$ 1,000

$ 1,066

6% 1/1/19

1,335

1,419

Austin Independent School District 5.25% 8/1/11

3,515

3,677

Austin Util. Sys. Rev.:

Series 1992 A, 0% 11/15/10 (MBIA Insured)

5,200

4,534

0% 11/15/12 (AMBAC Insured)

5,645

4,520

0% 5/15/17 (FGIC Insured)

1,900

1,230

Austin Wtr. & Wastewtr. Sys. Rev.:

Series A, 5% 5/15/31 (AMBAC Insured)

2,100

2,159

5% 11/15/10 (MBIA Insured)

1,735

1,793

Bexar Metropolitan Wtr. District Wtrwks. Sys. Rev.:

5.375% 5/1/15 (FSA Insured)

175

185

5.375% 5/1/15 (Pre-Refunded to 5/1/12 @ 100) (g)

1,190

1,260

5.375% 5/1/16 (FSA Insured)

185

195

5.375% 5/1/16 (Pre-Refunded to 5/1/12 @ 100) (g)

1,240

1,313

5.375% 5/1/17 (FSA Insured)

195

206

Birdville Independent School District:

0% 2/15/12

4,150

3,422

5% 2/15/10

1,200

1,231

Boerne Independent School District 5.25% 2/1/35

1,300

1,351

Bryan Wtrwks. & Swr. Sys. Rev. 5.5% 7/1/11 (FSA Insured)

1,500

1,583

Cedar Hill Independent School District 0% 8/15/07

1,270

1,264

Clint Independent School District:

5.5% 8/15/18

190

201

5.5% 8/15/18 (Pre-Refunded to 8/15/12 @ 100) (g)

810

865

Comal Independent School District (School Bldg. Proj.) 5% 2/1/33

1,500

1,531

Corpus Christi Gen. Oblig. 5% 3/1/10 (AMBAC Insured)

1,565

1,606

Cypress-Fairbanks Independent School District:

Series A, 0% 2/15/16

3,640

2,492

5.75% 2/15/17 (Pre-Refunded to 2/15/12 @ 100) (g)

1,500

1,608

Dallas Independent School District Series 2005, 5.25% 8/15/11

2,000

2,093

Del Valle Independent School District 5.5% 2/1/11

1,350

1,416

Denton Independent School District 5% 8/15/33

5,300

5,400

DeSoto Independent School District 0% 8/15/18

2,195

1,321

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Texas - continued

Fort Worth Independent School District 5% 2/15/12

$ 1,500

$ 1,559

Fort Worth Wtr. & Swr. Rev. Series A, 5% 2/15/11 (FSA Insured)

2,000

2,068

Gainesville Independent School District 5.25% 2/15/36

1,035

1,086

Garland Independent School District:

Series A, 5% 2/15/10

1,000

1,026

5.5% 2/15/12

2,180

2,262

Garland Wtr. & Swr. Rev. 5.25% 3/1/20 (AMBAC Insured)

1,170

1,230

Harlandale Independent School District:

5.5% 8/15/35

15

16

5.5% 8/15/35 (Pre-Refunded to 8/15/10 @ 100) (g)

1,385

1,448

Harris County Gen. Oblig.:

(Toll Road Proj.) 0% 10/1/14 (MBIA Insured)

8,530

6,269

Series A, 5.25% 8/15/35 (Pre-Refunded to 8/15/10 @ 100) (g)

4,600

4,777

0% 10/1/16 (MBIA Insured)

6,180

4,130

5.375% 8/15/23 (Pre-Refunded to 8/15/12 @ 100) (g)

1,800

1,912

Harris County Health Facilities Dev. Corp. Rev. (Saint Luke's Episcopal Hosp. Proj.) Series 2001 A:

5.625% 2/15/14 (Pre-Refunded to 8/15/11 @ 100) (g)

2,500

2,654

5.625% 2/15/15 (Pre-Refunded to 8/15/11 @ 100) (g)

2,680

2,846

Houston Area Wtr. Corp. Contract Rev. (Northeast Wtr. Purification Proj.):

5.5% 3/1/15 (Pre-Refunded to 3/1/12 @ 100) (g)

1,000

1,062

5.5% 3/1/18 (Pre-Refunded to 3/1/12 @ 100) (g)

1,140

1,211

Houston Arpt. Sys. Rev.:

(Automated People Mover Proj.) Series A, 5.375% 7/15/11 (FSA Insured) (f)

3,300

3,304

Series B, 5.5% 7/1/30 (FSA Insured)

3,900

4,023

Houston Gen. Oblig. Series A, 5.25% 3/1/13

250

255

Houston Independent School District:

Series A, 0% 8/15/11

13,740

11,577

0% 8/15/10 (AMBAC Insured)

2,200

1,938

0% 8/15/15

2,000

1,404

Houston Wtr. & Swr. Sys. Rev. Series C:

0% 12/1/10 (AMBAC Insured)

2,600

2,263

0% 12/1/11 (AMBAC Insured)

8,250

6,881

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Texas - continued

Humble Independent School District:

0% 2/15/10

$ 2,320

$ 2,086

0% 2/15/16

1,250

859

0% 2/15/17

1,400

916

Irving Independent School District Series A, 0% 2/15/16

1,035

705

Keller Independent School District:

Series 1996 A, 0% 8/15/17

1,020

649

Series A, 0% 8/15/12

1,590

1,283

Kermit Independent School District 5.25% 12/15/32

2,400

2,535

Klein Independent School District Series A:

5% 8/1/13

1,455

1,525

5% 8/1/14

5,110

5,380

La Joya Independent School District 5.75% 2/15/17 (Pre-Refunded to 2/15/10 @ 100) (g)

2,200

2,299

Lamar Consolidated Independent School District 5.25% 2/15/14

305

308

Laredo Gen. Oblig. 5.125% 8/15/11 (FGIC Insured)

2,225

2,278

Lewisville Independent School District 0% 8/15/08

5,000

4,798

Liberty Hill Independent School District (School Bldg. Proj.) 5.25% 8/1/35

3,400

3,567

Lower Colorado River Auth. Rev. 0% 1/1/09 (Escrowed to Maturity) (g)

615

580

Lower Colorado River Auth. Transmission Contract Rev.:

(LCRA Transmission Services Corp. Proj.) Series C, 5.25% 5/15/21 (AMBAC Insured)

2,405

2,528

(Transmission Services Corp. Proj.) 5% 5/15/33 (AMBAC Insured)

2,200

2,255

Mansfield Independent School District:

5.5% 2/15/13

230

241

5.5% 2/15/13 (Pre-Refunded to 2/15/11 @ 100) (g)

1,345

1,414

5.5% 2/15/14

330

346

5.5% 2/15/14 (Pre-Refunded to 2/15/11 @ 100) (g)

1,950

2,050

5.5% 2/15/15

25

26

5.5% 2/15/15 (Pre-Refunded to 2/15/12 @ 100) (g)

2,245

2,383

5.5% 2/15/16

35

37

5.5% 2/15/16 (Pre-Refunded to 2/15/12 @ 100) (g)

3,415

3,626

5.5% 2/15/18

145

152

5.5% 2/15/18 (Pre-Refunded to 2/15/11 @ 100) (g)

855

899

5.5% 2/15/19

370

387

5.5% 2/15/19 (Pre-Refunded to 2/15/11 @ 100) (g)

2,160

2,271

Mesquite Independent School District 5.375% 8/15/11

430

437

Midway Independent School District 0% 8/15/19

1,400

803

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Texas - continued

Montgomery County Gen. Oblig. Series A:

5.625% 3/1/19 (FSA Insured)

$ 520

$ 551

5.625% 3/1/19 (Pre-Refunded to 3/1/12 @ 100) (g)

3,480

3,715

Mount Pleasant Independent School District 5.5% 2/15/17 (Pre-Refunded to 8/15/11 @ 100) (g)

1,010

1,068

Navasota Independent School District:

5.25% 8/15/34 (FGIC Insured)

1,000

1,046

5.5% 8/15/26 (FGIC Insured)

1,225

1,315

New Braunfels Independent School District 5.5% 2/1/15

1,135

1,188

North Central Health Facilities Dev. Corp. Rev. Series 1997 B, 5.75% 2/15/15 (Escrowed to Maturity) (g)

2,520

2,789

North Texas Tollway Auth. Dallas North Tollway Sys. Rev. Series A, 5% 1/1/28 (AMBAC Insured)

3,300

3,383

Northside Independent School District:

Series A, 5.25% 2/15/17

2,975

3,110

5.5% 2/15/13

1,090

1,143

5.5% 2/15/13 (Pre-Refunded to 2/15/11 @ 100) (g)

1,220

1,283

5.5% 2/15/16 (Pre-Refunded to 2/15/11 @ 100) (g)

530

557

Pearland Independent School District Series A, 5.875% 2/15/19 (Pre-Refunded to 2/15/11 @ 100) (g)

1,000

1,064

Pflugerville Independent School District:

5.75% 8/15/14 (Pre-Refunded to 8/15/10 @ 100) (g)

1,000

1,053

5.75% 8/15/17 (Pre-Refunded to 8/15/10 @ 100) (g)

500

527

Prosper Independent School District 5.125% 8/15/30

1,400

1,449

Red River Ed. Fin. Corp. Ed. Rev. (Hockaday School Proj.) 5.75% 5/15/19 (Pre-Refunded to 5/15/10 @ 100) (g)

1,210

1,269

Rockwall Independent School District:

5.375% 2/15/17

20

21

5.375% 2/15/17 (Pre-Refunded to 2/15/12 @ 100) (g)

1,025

1,083

5.375% 2/15/18

25

26

5.375% 2/15/18 (Pre-Refunded to 2/15/12 @ 100) (g)

1,345

1,421

5.625% 2/15/11

3,865

4,073

Round Rock Independent School District:

Series 2001 A:

5.5% 8/1/13 (Pre-Refunded to 8/1/11 @ 100) (g)

1,940

2,051

5.5% 8/1/15 (Pre-Refunded to 8/1/11 @ 100) (g)

1,510

1,597

5.375% 8/1/15 (Pre-Refunded to 8/1/12 @ 100) (g)

1,000

1,062

5.375% 8/1/17 (Pre-Refunded to 8/1/12 @ 100) (g)

1,050

1,115

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Texas - continued

San Antonio Elec. & Gas Sys. Rev.:

5.375% 2/1/17

$ 3,495

$ 3,673

5.375% 2/1/17 (Pre-Refunded to 2/1/12 @ 100) (g)

2,505

2,643

5.75% 2/1/11 (Escrowed to Maturity) (g)

1,410

1,462

San Antonio Muni. Drainage Util. Sys. Rev.:

5.25% 2/1/13 (MBIA Insured)

1,740

1,843

5.25% 2/1/14 (MBIA Insured)

1,835

1,958

San Antonio Wtr. Sys. Rev. Series A, 5% 5/15/32 (FSA Insured)

700

714

San Marcos Consolidated Independent School District 5.25% 8/1/21 (Pre-Refunded to 8/1/14 @ 100) (g)

3,650

3,912

Snyder Independent School District 5.25% 2/15/26 (AMBAC Insured)

1,350

1,424

South San Antonio Independent School District 5% 8/15/35

1,000

1,023

Southwest Higher Ed. Auth. Rev. (Southern Methodist Univ. Proj.) 5.5% 10/1/12 (AMBAC Insured)

2,905

3,105

Spring Branch Independent School District:

5.375% 2/1/14

1,065

1,111

5.375% 2/1/14 (Pre-Refunded to 2/1/11 @ 100) (g)

1,635

1,711

5.375% 2/1/18

480

499

Tarrant County Cultural Ed. Facilities Fin. Corp. Rev.:

(Air Force Village Proj.) 5% 5/15/10

1,000

1,018

(Texas Health Resources Proj.) Series A, 5% 2/15/14

1,800

1,867

Texas Gen. Oblig. (College Student Ln. Prog.):

5.25% 8/1/09 (f)

6,885

7,053

5.375% 8/1/10 (f)

1,915

1,984

Texas Muni. Pwr. Agcy. Rev. 0% 9/1/16 (MBIA Insured)

2,200

1,472

Texas Pub. Fin. Auth. Rev.:

(Bldg. and Procurement Commission Proj.) Series A, 5% 2/1/10 (AMBAC Insured)

1,000

1,026

(Stephen F. Austin State Univ. Proj.) 5% 10/15/14 (MBIA Insured)

1,300

1,375

Texas State Univ. Sys. Fing. Rev. 5% 3/15/12 (FSA Insured)

2,000

2,083

Texas Tpk. Auth. Central Texas Tpk. Sys. Rev. 5.75% 8/15/38 (AMBAC Insured)

10,110

10,776

Texas Wtr. Dev. Board Rev.:

Series A, 5.5% 7/15/21

1,700

1,743

Series B, 5.625% 7/15/21

2,010

2,078

Town Ctr. Impt. District Sales & Hotel Occupancy Tax 5.625% 3/1/18 (FGIC Insured)

2,280

2,396

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Texas - continued

Tyler Health Facilities Dev. Corp. Hosp. Rev. (Mother Frances Hosp. Reg'l. Health Care Ctr. Proj.) 5.25% 7/1/10

$ 4,080

$ 4,180

Waxahachie Independent School District:

0% 8/15/14

1,460

1,075

0% 8/15/20 (Pre-Refunded to 8/15/10 @ 51.59) (g)

4,780

2,175

0% 8/15/21 (Pre-Refunded to 8/15/10 @ 48.18) (g)

3,860

1,641

White Settlement Independent School District 5.75% 8/15/34

1,250

1,332

Williamson County Gen. Oblig. 5.5% 2/15/19 (FSA Insured)

35

37

Wylie Independent School District 0% 8/15/20

1,000

545

Ysleta Independent School District 0% 8/15/11

1,100

927

287,862

Utah - 0.4%

Intermountain Pwr. Agcy. Series B, 5.75% 7/1/16 (MBIA Insured)

370

377

Salt Lake County Hosp. Rev. (IHC Health Svcs., Inc. Proj.) 5.5% 5/15/12 (AMBAC Insured)

5,000

5,286

Utah Muni. Pwr. Agcy. Elec. Sys. Rev. Series A, 5% 7/1/10 (AMBAC Insured)

2,740

2,822

8,485

Vermont - 0.2%

Vermont Edl. & Health Bldg. Fing. Agcy. Rev. (Fletcher Allen Health Care, Inc. Proj.) Series 2000 A:

5.75% 12/1/18 (AMBAC Insured)

1,200

1,269

6.125% 12/1/27 (AMBAC Insured)

2,800

2,992

4,261

Virginia - 0.3%

Amelia County Indl. Dev. Auth. Solid Waste Disp. Rev. (Waste Mgmt., Inc. Proj.) 4.05%, tender 4/1/08 (e)(f)

1,700

1,697

Arlington County Indl. Dev. Auth. Resource Recovery Rev. (Alexandria/Arlington Waste Proj.) Series B, 5.375% 1/1/11 (FSA Insured) (f)

2,750

2,811

Virginia Hsg. Dev. Auth. Multi-family Hsg. Rev. Series I, 5.85% 5/1/08 (f)

1,370

1,376

5,884

Washington - 4.1%

Central Puget Sound Reg'l. Trans. Auth. Sales & Use Tax Rev. Series 2007 A, 5% 11/1/27 (AMBAC Insured)

1,500

1,547

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Washington - continued

Chelan County Pub. Util. District #1 Columbia River-Rock Island Hydro-Elec. Sys. Rev. Series A:

0% 6/1/17 (MBIA Insured)

$ 2,800

$ 1,788

0% 6/1/24 (MBIA Insured)

1,525

685

Chelan County Pub. Util. District #1 Rev. Series 2005 A, 5.125%, tender 7/1/15 (FGIC Insured) (e)(f)

1,000

1,036

Chelan County School District #246, Wenatchee 5.5% 12/1/19 (FSA Insured)

1,300

1,375

Clark County Pub. Util. District #1 Elec. Rev.:

Series B:

5.25% 1/1/10 (FSA Insured)

1,630

1,681

5.25% 1/1/11 (FSA Insured)

1,715

1,785

5% 1/1/10 (MBIA Insured)

2,000

2,051

Clark County School District #37, Vancouver Series C, 0% 12/1/19 (FGIC Insured)

3,000

1,700

Cowlitz County Gen. Oblig. 5.5% 11/1/11 (Pre-Refunded to 11/1/09 @ 100) (g)

460

477

Energy Northwest Elec. Rev. (#1 Proj.):

Series 2006 A, 5% 7/1/13

5,000

5,231

Series 2006 B, 6% 7/1/17 (MBIA Insured)

4,000

4,338

Franklin County Pub. Util. District #001 Elec. Rev.:

5.625% 9/1/21 (MBIA Insured)

145

154

5.625% 9/1/21 (Pre-Refunded to 9/1/12 @ 100) (g)

1,855

1,992

Grant County Pub. Util. District #2 Wanapum Hydro Elec. Rev.:

Second Series B, 5.25% 1/1/14 (MBIA Insured) (f)

1,235

1,273

Series B, 5.25% 1/1/16 (FGIC Insured) (f)

1,000

1,048

Port of Seattle Rev. Series B, 5.5% 9/1/08 (FGIC Insured) (f)

3,750

3,820

Snohomish County Pub. Hosp. District #2 (Stevens Health Care Proj.) 4.5% 12/1/09 (FGIC Insured)

855

865

Spokane Pub. Facilities District Hotel/Motel Tax & Sales/Use Tax Rev.:

5.75% 12/1/18 (MBIA Insured)

1,000

1,089

5.75% 12/1/20 (MBIA Insured)

1,000

1,085

Tumwater School District #33, Thurston County Series 1996 B:

0% 12/1/11 (FGIC Insured)

6,415

5,365

0% 12/1/12 (FGIC Insured)

6,830

5,476

Washington Gen. Oblig.:

(Convention & Trade Ctr. Proj.) Series AT5, 0% 8/1/12 (MBIA Insured)

2,025

1,636

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Washington - continued

Washington Gen. Oblig.: - continued

Series 2001 C:

5.25% 1/1/16

$ 3,000

$ 3,110

5.25% 1/1/26 (FSA Insured)

2,200

2,278

Series R 97A, 0% 7/1/19 (MBIA Insured)

3,440

2,013

Washington Health Care Facilities Auth. Rev.:

(Providence Health Systems Proj.) Series 2001 A, 5.5% 10/1/13 (MBIA Insured)

3,065

3,224

(Swedish Health Svcs. Proj.) 5.5% 11/15/12 (AMBAC Insured)

3,000

3,089

Washington Pub. Pwr. Supply Sys. Nuclear Proj. #2 Rev. Series A, 5% 7/1/12 (FSA Insured)

3,500

3,607

Washington Pub. Pwr. Supply Sys. Nuclear Proj. #3 Rev. Series B:

0% 7/1/10

16,000

14,123

0% 7/1/10

2,250

1,986

0% 7/1/12 (MBIA Insured)

4,000

3,243

84,170

West Virginia - 0.3%

Kanawha/Putnam County, Huntington/Charlestown City Series 1984 A, 0% 12/1/16 (Escrowed to Maturity) (g)

1,100

729

West Virginia Commissioner of Hwys. Spl. Oblig. Series A, 5% 9/1/12 (FSA Insured)

1,500

1,567

West Virginia State School Bldg. Auth. Rev. Series A, 5% 7/1/14 (FGIC Insured)

2,815

2,971

5,267

Wisconsin - 0.9%

Badger Tobacco Asset Securitization Corp. 6.125% 6/1/27

2,065

2,175

Menasha Joint School District:

5.5% 3/1/19 (g)

970

1,022

5.5% 3/1/19 (FSA Insured)

60

63

Wisconsin Gen. Oblig. Series D, 5.4% 5/1/20 (Pre-Refunded to 5/1/11 @ 100) (g)

1,000

1,048

Wisconsin Health & Edl. Facilities Auth. Rev.:

(Marshfield Clinic Proj.) Series 2006 A, 5% 2/15/14

850

869

(Wheaton Franciscan Healthcare Proj.) Series 2006 A, 5% 8/15/12

4,795

4,888

(Wheaton Franciscan Svcs., Inc. Proj.):

Series A, 5.5% 8/15/14

1,775

1,851

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Wisconsin - continued

Wisconsin Health & Edl. Facilities Auth. Rev.: - continued

(Wheaton Franciscan Svcs., Inc. Proj.):

5.75% 8/15/12 (Pre-Refunded to 2/15/12 @ 101) (g)

$ 1,760

$ 1,862

6% 8/15/14 (Pre-Refunded to 2/15/12 @ 101) (g)

1,000

1,090

6% 8/15/16 (Pre-Refunded to 2/15/12 @ 101) (g)

1,000

1,090

6.25% 8/15/22 (Pre-Refunded to 2/15/12 @ 101) (g)

1,600

1,761

17,719

TOTAL INVESTMENT PORTFOLIO - 99.6%

(Cost $2,034,070)

2,038,140

NET OTHER ASSETS - 0.4%

7,922

NET ASSETS - 100%

$ 2,046,062

Futures Contracts

Expiration Date

Underlying Face Amount at Value
(000s)

Unrealized Appreciation/
(Depreciation) (000s)

Sold

Equity Index Contracts

75 U.S. Treasury 20-Year Bond Contracts

Sept. 2007

$ 8,081

$ 119

The face value of futures sold as a percentage of net assets - 0.4%

Swap Agreements

Expiration Date

Notional Amount (000s)

Value
(000s)

Interest Rate Swaps

Receive quarterly a fixed rate equal to 3.4% and pay quarterly a floating rate based on BMA Municipal Swap Index with Merrill Lynch, Inc.

June 2012

$ 50,000

$ (681)

Receive quarterly a floating rate based on BMA Municipal Swap Index and pay quarterly a fixed rate equal to 4.044% with Merrill Lynch, Inc.

June 2038

12,000

490

Receive quarterly a floating rate based on BMA Municipal Swap Index and pay quarterly a fixed rate equal to 4.074% with Merrill Lynch, Inc.

Jan. 2038

10,000

342

Receive semi-annually a fixed rate equal to 5.419% and pay quarterly a floating rate based on 3-month LIBOR with Morgan Stanley, Inc.

Jan. 2038

7,700

(436)

$ 79,700

$ (285)

Legend

(a) Security initially issued in zero coupon form which converts to coupon form at a specified rate and date. The rate shown is the rate at period end.

(b) Security initially issued at one coupon which converts to a higher coupon at a specified date. The rate shown is the rate at period end.

(c) Security or a portion of the security purchased on a delayed delivery or when-issued basis.

(d) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $197,000.

(e) The coupon rate shown on floating or adjustable rate securities represents the rate at period end.

(f) Private activity obligations whose interest is subject to the federal alternative minimum tax for individuals.

(g) Security collateralized by an amount sufficient to pay interest and principal.

Other Information

The distribution of municipal securities by revenue source, as a percentage of total net assets, is as follows:

General Obligations

36.7%

Escrowed/Pre-Refunded

14.0%

Special Tax

10.7%

Electric Utilities

9.9%

Transportation

9.9%

Health Care

8.5%

Others* (individually less than 5%)

10.3%

100.0%

*Includes net other assets

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)

June 30, 2007 (Unaudited)

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $2,034,070)

$ 2,038,140

Cash

3,524

Receivable for fund shares sold

1,073

Interest receivable

27,330

Prepaid expenses

5

Other receivables

151

Total assets

2,070,223

Liabilities

Payable for investments purchased
Regular delivery

$ 1,158

Delayed delivery

18,176

Payable for fund shares redeemed

1,549

Distributions payable

1,820

Swap agreements, at value

285

Accrued management fee

534

Distribution fees payable

4

Payable for daily variation on futures contracts

73

Other affiliated payables

527

Other payables and accrued expenses

35

Total liabilities

24,161

Net Assets

$ 2,046,062

Net Assets consist of:

Paid in capital

$ 2,041,188

Undistributed net investment income

179

Accumulated undistributed net realized gain (loss) on investments

791

Net unrealized appreciation (depreciation) on investments

3,904

Net Assets

$ 2,046,062

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)

June 30, 2007 (Unaudited)

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($3,169.34 ÷ 323.16 shares)

$ 9.81

Maximum offering price per share (100/96.00 of $9.81)

$ 10.22

Class T:
Net Asset Value
and redemption price per share
($4,253.75 ÷ 433.85 shares)

$ 9.80

Maximum offering price per share (100/96.00 of $9.80)

$ 10.21

Class B:
Net Asset Value
and offering price per share
($393.62 ÷ 40.13 shares)A

$ 9.81

Class C:
Net Asset Value
and offering price per share
($2,234.39 ÷ 227.73 shares)A

$ 9.81

Intermediate Municipal Income:
Net Asset Value
, offering price and redemption price per share ($1,969,873.89 ÷ 200,916.53 shares)

$ 9.80

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($66,136.57 ÷ 6,738.75 shares)

$ 9.81

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Statement of Operations

Amounts in thousands

Six months ended June 30, 2007 (Unaudited)

Investment Income

Interest

$ 43,747

Expenses

Management fee

$ 3,223

Transfer agent fees

852

Distribution fees

18

Accounting fees and expenses

188

Custodian fees and expenses

15

Independent trustees' compensation

3

Registration fees

63

Audit

33

Legal

6

Miscellaneous

11

Total expenses before reductions

4,412

Expense reductions

(433)

3,979

Net investment income

39,768

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers

1,091

Futures contracts

32

Swap agreements

(67)

Total net realized gain (loss)

1,056

Change in net unrealized appreciation (depreciation) on:

Investment securities

(33,753)

Futures contracts

119

Swap agreements

(129)

Total change in net unrealized appreciation (depreciation)

(33,763)

Net gain (loss)

(32,707)

Net increase (decrease) in net assets resulting from operations

$ 7,061

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

Amounts in thousands

Six months ended June 30, 2007
(Unaudited)

Year ended
December 31, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income

$ 39,768

$ 78,449

Net realized gain (loss)

1,056

2,664

Change in net unrealized appreciation (depreciation)

(33,763)

(1,270)

Net increase (decrease) in net assets resulting
from operations

7,061

79,843

Distributions to shareholders from net investment income

(39,869)

(78,385)

Distributions to shareholders from net realized gain

(2,071)

(640)

Total distributions

(41,940)

(79,025)

Share transactions - net increase (decrease)

20,083

117,860

Redemption fees

54

20

Total increase (decrease) in net assets

(14,742)

118,698

Net Assets

Beginning of period

2,060,804

1,942,106

End of period (including undistributed net investment income of $179 and undistributed net investment income of $374, respectively)

$ 2,046,062

$ 2,060,804

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class A

Six months ended
June 30, 2007

Years ended
December 31,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 9.97

$ 9.97

$ 9.96

Income from Investment Operations

Net investment income E

.178

.365

.060

Net realized and unrealized gain (loss)

(.149)

.003

.051

Total from investment operations

.029

.368

.111

Distributions from net investment income

(.179)

(.365)

(.061)

Distributions from net realized gain

(.010)

(.003)

(.040)

Total distributions

(.189)

(.368)

(.101)

Redemption fees added to paid in capital E, J

-

-

-

Net asset value, end of period

$ 9.81

$ 9.97

$ 9.97

Total Return B, C, D

.29%

3.77%

1.12%

Ratios to Average Net Assets I

Expenses before reductions

.66% A

.63% F

.61% A, F

Expenses net of fee waivers, if any

.66% A

.63% F

.61% A, F

Expenses net of all reductions

.62% A

.50% F

.60% A, F

Net investment income

3.64% A

3.71%

3.55% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 3,169

$ 1,811

$ 101

Portfolio turnover rate

20% A

24% G

24% G

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period October 31, 2005 (commencement of sale of shares) to December 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.001 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class T

Six months ended
June 30, 2007

Years ended
December 31,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 9.97

$ 9.97

$ 9.96

Income from Investment Operations

Net investment income E

.177

.358

.050

Net realized and unrealized gain (loss)

(.159)

.004

.059

Total from investment operations

.018

.362

.109

Distributions from net investment income

(.178)

(.359)

(.059)

Distributions from net realized gain

(.010)

(.003)

(.040)

Total distributions

(.188)

(.362)

(.099)

Redemption fees added to paid in capital E, J

-

-

-

Net asset value, end of period

$ 9.80

$ 9.97

$ 9.97

Total Return B, C, D

.17%

3.71%

1.10%

Ratios to Average Net Assets I

Expenses before reductions

.69% A

.68% F

.78% A, F

Expenses net of fee waivers, if any

.69% A

.68% F

.78% A, F

Expenses net of all reductions

.65% A

.59% F

.76% A, F

Net investment income

3.60% A

3.62%

3.38% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 4,254

$ 4,408

$ 411

Portfolio turnover rate

20% A

24% G

24% G

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period October 31, 2005 (commencement of sale of shares) to December 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.001 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class B

Six months ended
June 30, 2007

Years ended
December 31,

(Unaudited)

2006

2005

Selected Per-Share Data

Net asset value, beginning of period

$ 9.97

$ 9.97

$ 9.96 H

Income from Investment Operations

Net investment income E

.143

.294

.047

Net realized and unrealized gain (loss)

(.150)

.002

.051

Total from investment operations

(.007)

.296

.098

Distributions from net investment income

(.143)

(.293)

(.048)

Distributions from net realized gain

(.010)

(.003)

(.040)

Total distributions

(.153)

(.296)

(.088)

Redemption fees added to paid in capital E, J

-

-

-

Net asset value, end of period

$ 9.81

$ 9.97

$ 9.97

Total Return B, C, D

(.07)%

3.02%

.99%

Ratios to Average Net Assets I

Expenses before reductions

1.38% A

1.35% F

1.37% A, F

Expenses net of fee waivers, if any

1.38% A

1.35% F

1.37% A, F

Expenses net of all reductions

1.34% A

1.25% F

1.35% A, F

Net investment income

2.92% A

2.97%

2.79% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 394

$ 304

$ 101

Portfolio turnover rate

20% A

24% G

24% G

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period October 31, 2005 (commencement of sale of shares) to December 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.001 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class C

Six months ended
June 30, 2007

Years ended
December 31,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 9.98

$ 9.97

$ 9.96

Income from Investment Operations

Net investment income E

.140

.285

.046

Net realized and unrealized gain (loss)

(.159)

.012

.051

Total from investment operations

(.019)

.297

.097

Distributions from net investment income

(.141)

(.284)

(.047)

Distributions from net realized gain

(.010)

(.003)

(.040)

Total distributions

(.151)

(.287)

(.087)

Redemption fees added to paid in capital E, J

-

-

-

Net asset value, end of period

$ 9.81

$ 9.98

$ 9.97

Total Return B, C, D

(.20)%

3.03%

.98%

Ratios to Average Net Assets I

Expenses before reductions

1.43% A

1.43% F

1.47% A, F

Expenses net of fee waivers, if any

1.43% A

1.43% F

1.47% A, F

Expenses net of all reductions

1.39% A

1.34% F

1.45% A, F

Net investment income

2.86% A

2.88%

2.69% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 2,234

$ 1,365

$ 101

Portfolio turnover rate

20% A

24% G

24% G

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period October 31, 2005 (commencement of sale of shares) to December 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.001 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Intermediate Municipal Income

Six months ended
June 30, 2007

Years ended December 31,

(Unaudited)

2006

2005

2004

2003

2002

Selected Per-Share Data

Net asset value, beginning of period

$ 9.97

$ 9.97

$ 10.15

$ 10.21

$ 10.23

$ 9.85

Income from Investment Operations

Net investment
income D

.190

.385

.385

.395

.410

.427

Net realized and unrealized gain (loss)

(.159)

.002

(.131)

(.022)

.120

.444

Total from investment operations

.031

.387

.254

.373

.530

.871

Distributions from net investment income

(.191)

(.384)

(.384)

(.395)

(.410)

(.431)

Distributions from net realized gain

(.010)

(.003)

(.050)

(.038)

(.140)

(.060)

Total distributions

(.201)

(.387)

(.434)

(.433)

(.550)

(.491)

Redemption fees added to paid in capital D, H

-

-

-

-

-

-

Net asset value,
end of period

$ 9.80

$ 9.97

$ 9.97

$ 10.15

$ 10.21

$ 10.23

Total Return B, C

.30%

3.97%

2.56%

3.74%

5.30%

9.02%

Ratios to Average Net Assets G

Expenses before reductions

.43% A

.43% E

.43% E

.43% E

.44% E

.45% E

Expenses net of fee waivers, if any

.43% A

.43% E

.42% E

.43% E

.44% E

.45% E

Expenses net of all reductions

.38% A

.34% E

.36% E

.42% E

.43% E

.42% E

Net investment
income

3.87% A

3.88%

3.82%

3.89%

4.00%

4.24%

Supplemental Data

Net assets,
end of period
(in millions)

$ 1,970

$ 2,026

$ 1,941

$ 1,813

$ 1,798

$ 1,758

Portfolio turnover rate

20% A

24% F

24% F

26% F

31% F

31% F

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.001 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Institutional Class

Six months ended
June 30, 2007

Years ended
December 31,

(Unaudited)

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 9.98

$ 9.97

$ 9.96

Income from Investment Operations

Net investment income D

.187

.382

.061

Net realized and unrealized gain (loss)

(.157)

.014

.052

Total from investment operations

.030

.396

.113

Distributions from net investment income

(.190)

(.383)

(.063)

Distributions from net realized gain

(.010)

(.003)

(.040)

Total distributions

(.200)

(.386)

(.103)

Redemption fees added to paid in capital D, I

-

-

-

Net asset value, end of period

$ 9.81

$ 9.98

$ 9.97

Total Return B, C

.29%

4.06%

1.14%

Ratios to Average Net Assets H

Expenses before reductions

.44% A

.49% E

.48% A, E

Expenses net of fee waivers, if any

.44% A

.49% E

.48% A, E

Expenses net of all reductions

.40% A

.36% E

.47% A, E

Net investment income

3.85% A

3.86%

3.68% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 66,137

$ 26,548

$ 179

Portfolio turnover rate

20% A

24% F

24% F

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period October 31, 2005 (commencement of sale of shares) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.001 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Notes to Financial Statements

For the period ended June 30, 2007 (Unaudited)

1. Organization.

Fidelity Intermediate Municipal Income Fund (the Fund) is a fund of Fidelity School Street Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The Fund offers Class A, Class T, Class B, Class C, Intermediate Municipal Income and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. In order to disclose class level financial information dollar amounts presented in the notes are unrounded. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued and net asset value per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments. Debt securities, including restricted securities, for which quotes are readily available, are valued by independent pricing services or by dealers who make markets in such securities. Pricing services consider yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. The frequency of when fair value pricing is used is unpredictable. The value of securities used for NAV calculation under fair value pricing may differ from published prices for the same securities. Investments in open-end mutual funds are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

2. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. The Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes, on June 29, 2007. FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the tax years in the three year period ended June 29, 2007, remains subject to examination by the Internal Revenue Service.

Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the Fund claimed a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to futures transactions, market discount and deferred trustees compensation.

Semiannual Report

2. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The Fund purchases municipal securities whose interest, in the opinion of the issuer, is free from federal income tax. There is no assurance that the Internal Revenue Service (IRS) will agree with this opinion. In the event the IRS determines that the issuer does not comply with relevant tax requirements, interest payments from a security could become federally taxable, possibly retroactively to the date the security was issued.

The federal tax cost of investments and unrealized appreciation (depreciation) as of period end were as follows:

Unrealized appreciation

$ 22,864,127

Unrealized depreciation

(18,568,626)

Net unrealized appreciation (depreciation)

$ 4,295,501

Cost for federal income tax purposes

$ 2,033,844,015

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 30 days are subject to a redemption fee equal to .50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Fund's financial statement disclosures.

3. Operating Policies.

Delayed Delivery Transactions and When-Issued Securities. The Fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked-to-market daily and equivalent deliverable securities are held for the transaction. The value of the securities purchased on a

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Operating Policies - continued

Delayed Delivery Transactions and When-Issued Securities - continued

delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

Futures Contracts. The Fund may use futures contracts to manage its exposure to the bond market and to fluctuations in interest rates. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument or hedge other fund investments. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Securities deposited to meet margin requirements are identified in the Schedule of Investments. Futures contracts involve, to varying degrees, risk of loss in excess of any futures variation margin reflected in the Statement of Assets and Liabilities. The underlying face amount at value of any open futures contracts at period end is shown in the Schedule of Investments under the caption "Futures Contracts." This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of the underlying instruments or if the counterparties do not perform under the contract's terms. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded.

Swap Agreements. The Fund may invest in swaps for the purpose of managing its exposure to interest rate, credit or market risk.

Interest rate swaps are agreements to exchange cash flows periodically based on a notional principal amount, for example, the exchange of fixed rate interest payments for floating rate interest payments. The primary risk associated with interest rate swaps is that unfavorable changes in the fluctuation of interest rates could adversely impact a fund.

Semiannual Report

3. Operating Policies - continued

Swap Agreements - continued

Swaps are marked-to-market daily based on dealer-supplied valuations and changes in value are recorded as unrealized appreciation (depreciation). Gains or losses are realized upon early termination of the swap agreement. Collateral, in the form of cash or securities, may be required to be held in segregated accounts with a fund's custodian in compliance with swap contracts. Risks may exceed amounts recognized on the Statement of Assets and Liabilities. These risks include changes in the returns of the underlying instruments, failure of the counterparties to perform under the contracts' terms and the possible lack of liquidity with respect to the swap agreements. Details of swap agreements open at period end are included in the Fund's Schedule of Investments under the caption "Swap Agreements."

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $229,959,889 and $206,897,054, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The fee is based on an annual asset based fee of .10% of the Fund's average net assets plus an income based fee of 5% of the Fund's gross income throughout the month. For the period, the total annualized management fee rate was .31% of average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 2,365

$ 391

Class T

0%

.25%

5,555

180

Class B

.65%

.25%

1,587

1,285

Class C

.75%

.25%

8,246

4,598

$ 17,753

$ 6,454

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan - continued

On January 18, 2007, the Board of Trustees approved an increase in Class A's Service fee from .15% to .25%, effective April 1, 2007.

Sales Load. FDC receives a front-end sales charge of up to 4.00% for selling Class A and Class T shares (4.75% for Class A and 3.50% for Class T shares prior to April 1, 2007), some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, .75% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

Retained
by FDC

Class A

$ 1,083

Class T

407

Class B*

4

Class C*

26

$ 1,520

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent and Accounting Fees. Citibank, N.A. (Citibank) is the custodian, transfer agent, and shareholder servicing agent for the Fund's Class A, Class T, Class B, Class C, Intermediate Municipal Income and Institutional Class shares. Citibank has entered into a sub-arrangement with Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, with respect to all classes of the Fund, except for Intermediate Municipal Income, to perform the transfer, dividend disbursing, and shareholder servicing agent functions. Citibank has also entered into a sub-arrangement with Fidelity Service Company, Inc. (FSC), an affiliate of FMR, with respect to Intermediate Municipal Income, to perform the transfer, dividend disbursing, and shareholder servicing agent functions. FIIOC and FSC receive account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. All fees are paid to FIIOC by Citibank, which is reimbursed by each class for such payments. FIIOC and FSC pay for typesetting, printing and

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent and Accounting Fees - continued

mailing of shareholder reports, except proxy statements. For the period, each class paid the following transfer agent fees:

Amount

% of
Average
Net Assets
*

Class A

$ 1,176

.10

Class T

2,122

.10

Class B

229

.13

Class C

660

.08

Intermediate Municipal Income

825,422

.08

Institutional Class

22,791

.10

$ 852,400

* Annualized

Citibank also has a sub-arrangement with FSC to maintain the Fund's accounting records. The fee is based on the level of average net assets for the month.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $2,565 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Expense Reductions.

Through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody and accounting expenses by

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

7. Expense Reductions - continued

$14,817 and $186,908, respectively. During the period, credits reduced each class' transfer agent expense as noted in the table below.

Transfer Agent
expense reduction

Class A

$ 246

Class T

469

Class B

45

Class C

179

Intermediate Municipal Income

221,667

Institutional Class

4,986

$ 227,592

8. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

In September 2006, FIIOC, the Fund's transfer agent, notified the Fund that the Fund's books and records did not reflect a conversion of certain Class B to Class A shares upon their conversion date. In March 2007, FIIOC converted the relevant Class B shares to Class A shares and recorded the conversion in the books and records of the Fund which did not result in a material impact to the Fund's reported net assets or results of operations in the accompanying financial statements. FIIOC has reimbursed the Fund for related audit and legal expenses and, beginning in June 2007, remediated affected shareholders.

Semiannual Report

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
June 30, 2007

Year ended
December 31, 2006

From net investment income

Class A

$ 40,563

$ 21,110

Class T

79,631

100,820

Class B

5,079

6,314

Class C

23,338

24,255

Intermediate Municipal Income

38,837,395

77,944,342

Institutional Class

882,933

288,216

Total

$ 39,868,939

$ 78,385,057

From net realized gain

Class A

$ 1,889

$ 367

Class T

4,517

1,182

Class B

306

91

Class C

1,479

409

Intermediate Municipal Income

2,035,291

629,888

Institutional Class

27,725

7,743

Total

$ 2,071,207

$ 639,680

10. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Six months ended
June 30,
2007

Year ended
December 31,
2006

Six months ended
June 30,
2007

Year ended
December 31,
2006

Class A

Shares sold

147,934

173,427

$ 1,462,604

$ 1,725,155

Reinvestment of distributions

3,303

1,631

32,706

16,239

Shares redeemed

(9,658)

(3,616)

(96,136)

(35,605)

Net increase (decrease)

141,579

171,442

$ 1,399,174

$ 1,705,789

Class T

Shares sold

39,852

398,477

$ 396,177

$ 3,958,313

Reinvestment of distributions

6,845

9,307

67,815

92,469

Shares redeemed

(55,024)

(6,838)

(545,314)

(68,081)

Net increase (decrease)

(8,327)

400,946

$ (81,322)

$ 3,982,701

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

10. Share Transactions - continued

Shares

Dollars

Six months ended
June 30,
2007

Year ended
December 31,
2006

Six months ended
June 30,
2007

Year ended
December 31,
2006

Class B

Shares sold

9,422

32,080

$ 93,747

$ 318,318

Reinvestment of distributions

396

566

3,924

5,622

Shares redeemed

(163)

(12,297)

(1,610)

(122,210)

Net increase (decrease)

9,655

20,349

$ 96,061

$ 201,730

Class C

Shares sold

148,002

159,319

$ 1,468,702

$ 1,585,622

Reinvestment of distributions

1,363

1,510

13,491

14,988

Shares redeemed

(58,436)

(34,155)

(579,846)

(336,894)

Net increase (decrease)

90,929

126,674

$ 902,347

$ 1,263,716

Intermediate Municipal Income

Shares sold

25,052,159

56,726,510

$ 248,696,831

$ 563,129,257

Reinvestment of distributions

2,912,255

5,529,889

28,843,984

54,890,397

Shares redeemed

(30,303,340)

(53,763,407)

(300,365,633)

(533,657,302)

Net increase (decrease)

(2,338,926)

8,492,992

$ (22,824,818)

$ 84,362,352

Institutional Class

Shares sold

4,374,765

2,676,982

$ 43,524,151

$ 26,690,182

Reinvestment of distributions

81,641

28,099

808,387

281,049

Shares redeemed

(377,814)

(62,846)

(3,741,111)

(626,878)

Net increase (decrease)

4,078,592

2,642,235

$ 40,591,427

$ 26,344,353

Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Intermediate Municipal Income Fund

Each year, typically in June, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly each month except August and takes into account throughout the year matters bearing on Advisory Contracts. The Board, acting directly and through its separate committees, considers at each of its meetings factors that are relevant to the annual renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has adopted a written charter outlining the structure and purposes of the committee. One such committee, the Fixed-Income Contract Committee, meets periodically as needed throughout the year to consider matters specifically related to the annual renewal of Advisory Contracts. The committee requests and receives information on, and makes recommendations to the Independent Trustees concerning, the approval and annual review of the Advisory Contracts.

At its June 2007 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the Advisory Contracts for the fund. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the management fee and total expenses of the fund; (iii) the total costs of the services to be provided by and the profits to be realized by the investment adviser and its affiliates from the relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved amendments to the fund's agreements with foreign sub-advisers to clarify that each sub-adviser provides services as an independent contractor.

In determining whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. In addition to evaluating the specific factors noted above, the Board, in reaching its determination, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the background of the fund's portfolio manager and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. In addition, the Board considered the trading resources that are an integrated part of the fixed-income portfolio management investment process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Semiannual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that, since the last Advisory Contract renewals in June 2006, Fidelity has taken a number of actions that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fee on Fidelity Advisor Floating Rate High Income Fund; (iii) contractually agreeing to reduce the management fees on Fidelity's California, Massachusetts, New Jersey, and New York AMT Tax-Free Money Market Funds, launching new Institutional Classes and Service Classes of these funds, and contractually agreeing to impose expense limitations on these funds; (iv) eliminating the exchange fee on the Fidelity Select Portfolios and reducing the pricing and bookkeeping fee rates for these funds; (v) reducing the maximum transfer agency fee rates on high income funds and certain equity funds; (vi) proposing amended management contracts that, if approved by shareholders, will add a performance adjustment component to the management fees paid by 18 Fidelity Advisor equity funds; (vii) contractually agreeing to reduce fees for Ultra-Short Central Fund and the money market Central Funds; (viii) waiving the Fidelity Advisor funds' contingent deferred sales charge on certain redemptions made through systematic withdrawal programs; and (ix) amending the management contracts for equity and fixed-income funds whose management contracts incorporate a "group fee" structure by adding four new fee "breakpoints" to the group fee rate schedules.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2006, as available, the cumulative total returns of Fidelity Intermediate Municipal Income (retail class) and Class B, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Fidelity Intermediate Municipal Income (retail class) and Class B show the performance of the highest and lowest performing classes, respectively. The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity Intermediate Municipal Income Fund

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Fidelity Intermediate Municipal Income (retail class) was in the first quartile for all the periods shown. The Board also stated that the relative investment performance of Fidelity Intermediate Municipal Income (retail class) compared favorably to its benchmark for the three- and five-year periods, although the fund's one-year cumulative total return was lower than its benchmark. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Semiannual Report

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group" and, for the reasons explained above, is broader than the Lipper peer group used by the Board for performance comparisons. The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 10% means that 90% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Intermediate Municipal Income Fund

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2006. Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that each class's total expenses ranked below its competitive median for 2006.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Semiannual Report

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions, including reductions that occur through operation of the transfer agent agreement. The transfer agent fee varies in part based on the number of accounts in the fund. If the number of accounts decreases or the average account size increases, the overall transfer agent fee rate decreases. The Board concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on several topics, including (i) Fidelity's fund profitability methodology, profitability by investment discipline, and profitability trends within certain funds; (ii) Fidelity's compensation structure relative to competitors and its effect on profitability; (iii) funds and accounts managed by Fidelity other than the Fidelity funds, including fee arrangements; (iv) the total expenses of certain funds and classes relative to competitors; (v) fund performance trends; (vi) fall-out benefits received by certain Fidelity affiliates; and (vii) Fidelity's fee structures.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Adviser

Fidelity Investments Money
Management, Inc.

Fidelity Research & Analysis Company

Fidelity International Investment Advisors

Fidelity International Investment Advisors
(U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Citibank, N.A.

New York, NY

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Citibank, N.A.

New York, NY

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-6666

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) (automated graphic)    1-800-544-5555

(automated graphic)    Automated line for quickest service

LIM-USAN-0807
1.787784.104

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor

Intermediate Municipal Income

Fund - Class A, Class T, Class B
and Class C

Semiannual Report

June 30, 2007

Class A, Class T, Class B, and Class C are classes of Fidelity® Intermediate Municipal Income Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Board Approval of Investment Advisory Contracts and Management Fees

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This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings report, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Stocks are currently on pace to register their fifth-straight year of positive returns, although gains could be trimmed if the U.S. economy continues to slow. While financial markets are always unpredictable, there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2007 to June 30, 2007).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Beginning
Account Value
January 1, 2007

Ending
Account Value
June 30, 2007

Expenses Paid
During Period
*
January 1, 2007
to June 30, 2007

Class A

Actual

$ 1,000.00

$ 1,002.90

$ 3.28**

HypotheticalA

$ 1,000.00

$ 1,021.52

$ 3.31**

Class T

Actual

$ 1,000.00

$ 1,001.70

$ 3.42

HypotheticalA

$ 1,000.00

$ 1,021.37

$ 3.46

Class B

Actual

$ 1,000.00

$ 999.30

$ 6.84

HypotheticalA

$ 1,000.00

$ 1,017.95

$ 6.90

Beginning
Account Value
January 1, 2007

Ending
Account Value
June 30, 2007

Expenses Paid
During Period
*
January 1, 2007
to June 30, 2007

Class C

Actual

$ 1,000.00

$ 998.00

$ 7.08

HypotheticalA

$ 1,000.00

$ 1,017.70

$ 7.15

Intermediate Municipal Income

Actual

$ 1,000.00

$ 1,003.00

$ 2.14

HypotheticalA

$ 1,000.00

$ 1,022.66

$ 2.16

Institutional Class

Actual

$ 1,000.00

$ 1,002.90

$ 2.19

HypotheticalA

$ 1,000.00

$ 1,022.61

$ 2.21

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

.66%**

Class T

.69%

Class B

1.38%

Class C

1.43%

Intermediate Municipal Income

.43%

Institutional Class

.44%

** If fees, effective April 1, 2007 had been in effect during the entire period, the annualized expense ratio would have been .71% and the expenses paid in the actual and hypothetical examples above would have been $3.53 and $3.56, respectively.

Semiannual Report

Investment Changes

Top Five States as of June 30, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

California

16.5

14.9

Texas

14.1

14.2

New York

12.2

12.5

Illinois

10.8

9.8

Florida

5.8

4.9

Top Five Sectors as of June 30, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

General Obligations

36.7

38.8

Escrowed/Pre-Refunded

14.0

9.3

Special Tax

10.7

10.0

Electric Utilities

9.9

11.5

Transportation

9.9

9.6

Weighted Average Maturity as of June 30, 2007

6 months ago

Years

5.6

5.7

The weighted average maturity is based on the dollar-weighted average length of time until principal payments are expected or until securities reach maturity. Effective May 2007, the calculation was modified taking into account any maturity shortening feature such as a call, refunding or redemption provision. The prior period figure reflects this change.

Duration as of June 30, 2007

6 months ago

Years

5.2

5.1

Duration shows how much a bond fund's price fluctuates with changes in comparable interest rates. If rates rise 1%, for example, a fund with a five-year duration is likely to lose about 5% of its value. Other factors also can influence a bond fund's performance and share price. Accordingly, a bond fund's actual performance may differ from this example.

Quality Diversification (% of fund's net assets)

As of June 30, 2007

As of December 31, 2006

AAA 60.7%

AAA 61.3%

AA,A 31.0%

AA,A 30.3%

BBB 6.2%

BBB 6.9%

BB and Below 0.4%

BB and Below 0.3%

Not Rated 1.3%

Not Rated 0.7%

Short-Term
Investments and
Net Other Assets 0.4%

Short-Term
Investments and
Net Other Assets 0.5%

We have used ratings from Moody's® Investors Services, Inc. Where Moody's ratings are not available, we have used S&P® ratings.

Semiannual Report

Investments June 30, 2007 (Unaudited)

Showing Percentage of Net Assets

Municipal Bonds - 99.6%

Principal Amount (000s)

Value
(000s)

Alabama - 0.9%

Auburn Univ. Gen. Fee Rev. Series A, 5.5% 6/1/12 (MBIA Insured)

$ 2,125

$ 2,241

Birmingham Baptist Med. Ctrs. Spl. Care Facilities Fing. Auth. Rev. (Baptist Health Sys., Inc. Proj.) Series A, 5% 11/15/09

1,200

1,214

Health Care Auth. for Baptist Health Series 2006 D, 5% 11/15/10

1,295

1,324

Huntsville Solid Waste Disp. Auth. & Resource Recovery Rev.:

5.25% 10/1/07 (MBIA Insured) (f)

1,700

1,705

5.25% 10/1/08 (MBIA Insured) (f)

3,055

3,104

5.75% 10/1/09 (MBIA Insured) (f)

3,865

3,993

Jefferson County Ltd. Oblig. School Warrants Series A:

5.25% 1/1/15

2,000

2,117

5.5% 1/1/22

2,300

2,443

18,141

Alaska - 0.1%

Alaska Student Ln. Corp. Student Ln. Rev. Series A, 5.8% 7/1/12 (AMBAC Insured) (f)

2,935

3,071

Arizona - 0.2%

Arizona School Facilities Board Ctfs. of Prtn. Series C, 5% 9/1/09 (FSA Insured)

1,100

1,126

Tucson Wtr. Rev. Series A, 5% 7/1/11 (FGIC Insured)

1,500

1,552

Yuma Muni. Property Corp. Rev. 5% 7/1/12 (AMBAC Insured)

1,100

1,132

3,810

California - 16.5%

California Dept. of Wtr. Resources Pwr. Supply Rev. Series A:

5.25% 5/1/12 (MBIA Insured)

4,000

4,222

5.5% 5/1/15 (AMBAC Insured)

2,600

2,788

California Econ. Recovery:

Series 2004 A, 5.25% 7/1/12

1,210

1,279

Series A:

5% 7/1/15

15,200

16,005

5% 7/1/15 (MBIA Insured)

6,100

6,439

5.25% 1/1/11

700

730

5.25% 7/1/13

7,000

7,454

5.25% 7/1/13 (MBIA Insured)

10,300

10,997

5.25% 7/1/14

15,400

16,496

5.25% 7/1/14 (FGIC Insured)

9,700

10,421

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

California - continued

California Gen. Oblig.:

Series 2007:

5.625% 5/1/20

$ 85

$ 89

5.625% 5/1/20 (Pre-Refunded to 5/1/10 @ 101) (g)

140

148

4.5% 2/1/09

2,800

2,834

5% 2/1/11

2,650

2,741

5% 10/1/13

1,550

1,627

5% 3/1/15

3,000

3,158

5% 8/1/16

6,000

6,340

5% 3/1/26

2,200

2,261

5% 6/1/27 (AMBAC Insured)

1,800

1,857

5% 2/1/31 (MBIA Insured)

1,900

1,948

5% 3/1/31

1,900

1,944

5% 9/1/31

3,900

3,995

5% 9/1/32

5,300

5,425

5% 8/1/33

4,300

4,388

5% 8/1/35

7,800

7,950

5% 9/1/35

12,000

12,256

5.125% 11/1/24

1,900

1,972

5.125% 2/1/26

1,200

1,242

5.25% 2/1/11

4,000

4,170

5.25% 3/1/12

2,210

2,323

5.25% 2/1/15

5,000

5,295

5.25% 2/1/16

8,500

8,978

5.25% 2/1/27 (MBIA Insured)

1,605

1,677

5.25% 2/1/28

3,400

3,538

5.25% 11/1/29

1,200

1,249

5.25% 2/1/33

6,100

6,311

5.25% 12/1/33

110

115

5.25% 12/1/33 (Pre-Refunded to 6/1/14 @ 100) (g)

6,645

7,150

5.25% 4/1/34

30

31

5.25% 4/1/34 (Pre-Refunded to 4/1/14 @ 100) (g)

6,570

7,059

5.5% 3/1/11

8,500

8,941

5.5% 4/1/13

1,400

1,500

5.5% 4/1/13 (AMBAC Insured)

1,000

1,078

5.5% 4/1/30

5

5

5.5% 4/1/30 (Pre-Refunded to 4/1/14 @ 100) (g)

1,285

1,399

5.5% 4/1/30 (Pre-Refunded to 4/1/14 @ 100) (g)

10,015

10,906

5.5% 4/1/30 (Pre-Refunded to 4/1/14 @ 100) (g)

495

539

5.5% 11/1/33

21,355

22,710

5.75% 10/1/10

2,200

2,325

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

California - continued

California Health Facilities Fing. Auth. Rev. (Catholic Healthcare West Proj.) Series I, 4.95%, tender 7/1/14 (e)

$ 3,000

$ 3,095

California Hsg. Fin. Agcy. Rev. Series 1983 A, 0% 2/1/15

19,346

10,596

California Pub. Works Board Lease Rev.:

(Butterfield State Office Complex Proj.) Series 2005 A, 5.25% 6/1/30

4,300

4,466

(California State Univ. Proj.) Series A, 5% 10/1/14 (FGIC Insured)

3,405

3,602

(Coalinga State Hosp. Proj.) Series 2004 A, 5.5% 6/1/16

5,610

6,047

Series 2005 K, 5% 11/1/16

7,195

7,549

5% 11/1/14 (FGIC Insured)

5,000

5,292

California State Univ. Rev. 5% 11/1/14 (FSA Insured) (c)

1,000

1,061

California Statewide Communities Dev. Auth. Rev. (Kaiser Fund Hosp./Health Place, Inc. Proj.) Series 2002 C, 3.85%, tender 6/1/12 (e)

1,300

1,278

Commerce Refuse To Energy Auth. Rev. 5.5% 7/1/12 (MBIA Insured)

2,290

2,452

Foothill/Eastern Trans. Corridor Agcy. Toll Road Rev.:

Series A, 5% 1/1/35 (MBIA Insured)

1,900

1,926

0% 1/15/27 (a)

1,000

932

5% 1/15/16 (MBIA Insured)

1,000

1,035

5.75% 1/15/40

1,600

1,664

Golden State Tobacco Securitization Corp. Tobacco Settlement Rev.:

Series 2003 A1, 6.75% 6/1/39 (Pre-Refunded to 6/1/13 @ 100) (g)

2,000

2,287

Series B, 5.5% 6/1/43 (Pre-Refunded to 6/1/13 @ 100) (g)

3,000

3,235

Los Angeles Cmnty. Redev. Agcy. Lease Rev. (Vermont Manchester Social Svcs. Proj.) 5% 9/1/18 (AMBAC Insured)

1,425

1,491

Los Angeles Dept. Arpt. Rev. Series A, 5.25% 5/15/19 (FGIC Insured)

2,500

2,623

Los Angeles Reg'l. Arpts. Impt. Rev. (LAXFUEL Corp. Proj.):

5% 1/1/08 (FSA Insured) (f)

1,510

1,518

5% 1/1/10 (FSA Insured) (f)

1,660

1,687

5% 1/1/11 (FSA Insured) (f)

1,740

1,778

5% 1/1/12 (FSA Insured) (f)

1,835

1,882

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

California - continued

Los Angeles Unified School District Series F, 5% 7/1/15 (FSA Insured)

$ 4,000

$ 4,213

Modesto Irrigation District Elec. Rev. Series A, 9.625% 1/1/11 (Escrowed to Maturity) (g)

2,235

2,477

North City West School Facilities Fing. Auth. Spl. Tax Subseries C, 5% 9/1/12 (AMBAC Insured)

2,140

2,242

Orange County Local Trans. Auth. Sales Tax Rev. 6.2% 2/14/11 (AMBAC Insured)

2,000

2,130

Port of Oakland Gen. Oblig. Series 2002 N, 5% 11/1/12 (MBIA Insured) (f)

3,420

3,554

Regents of the Univ. of California Rev. Series K:

5% 5/15/14 (MBIA Insured)

3,000

3,182

5% 5/15/16 (MBIA Insured)

6,880

7,352

San Diego County Ctfs. of Prtn.:

5% 10/1/08

1,470

1,489

5.25% 10/1/10

1,620

1,678

San Francisco City & County Arpts. Commission Int'l. Arpt. Rev. Second Series 28A, 5% 5/1/13 (MBIA Insured) (f)

1,340

1,391

San Joaquin Hills Trans. Corridor Agcy. Toll Road Rev. Series A, 0% 1/15/12 (MBIA Insured)

3,620

3,006

Union Elementary School District Series A, 0% 9/1/20 (FGIC Insured)

1,310

721

337,236

Colorado - 1.4%

Adams County Bldg. Auth. Rev. Series B, 0% 8/15/12 (Escrowed to Maturity) (g)

5,000

4,045

Colorado Ctfs. of Prtn. (UCDHSC Fitzsimons Academic Proj.) Series B, 5% 11/1/17 (MBIA Insured)

1,000

1,055

Colorado Health Facilities Auth. Rev.:

(Adventist Health Sys. - Sunbelt Proj.):

Series E:

5% 11/15/12

2,190

2,260

5% 11/15/14

1,165

1,210

Series F:

5% 11/15/13

1,285

1,332

5% 11/15/14

1,355

1,407

(Longmont Hosp. Proj.) Series B, 5.25% 12/1/16 (Radian Asset Assurance, Inc. Insured)

1,990

2,124

(Volunteers of America Care Proj.) Series A:

5% 7/1/11

645

646

5% 7/1/12

675

673

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Colorado - continued

Colorado Health Facilities Auth. Rev.: - continued

Series 2001, 6.625% 11/15/26 (Pre-Refunded to 11/15/11 @ 101) (g)

$ 2,550

$ 2,842

Dawson Ridge Metropolitan District #1 Series 1992 A, 0% 10/1/17 (Escrowed to Maturity) (g)

3,475

2,208

Denver Health & Hosp. Auth. Healthcare Rev. Series A, 5% 12/1/15

2,310

2,364

Douglas and Elbert Counties School District #RE1:

5.75% 12/15/20 (FGIC Insured)

1,000

1,096

5.75% 12/15/22 (FGIC Insured)

1,000

1,093

E-470 Pub. Hwy. Auth. Rev.:

Series 2000 A, 5.75% 9/1/29 (Pre-Refunded to 9/1/10 @ 102) (g)

3,200

3,430

Series B, 0% 9/1/15 (MBIA Insured)

1,400

983

28,768

District Of Columbia - 1.1%

District of Columbia Ctfs. of Prtn. (District's Pub. Safety and Emergency Preparedness Communications Ctr. and Related Technology Proj.) Series 2003, 5.5% 1/1/16 (AMBAC Insured)

1,930

2,075

District of Columbia Gen. Oblig.:

Series 2001 B, 5.5% 6/1/13 (FSA Insured)

2,260

2,344

Series A:

5.25% 6/1/10 (FSA Insured)

1,000

1,035

5.25% 6/1/10 (MBIA Insured)

1,980

2,022

Series B, 0% 6/1/12 (MBIA Insured)

3,400

2,748

District of Columbia Rev. (George Washington Univ. Proj.) Series A, 5.75% 9/15/20 (MBIA Insured)

1,300

1,358

District of Columbia Wtr. & Swr. Auth. Pub. Util. Rev. Series A, 5.5% 10/1/41 (FGIC Insured)

3,900

4,234

Metropolitan Washington DC Arpts. Auth. Sys. Rev. Series 1998 B:

5.25% 10/1/09 (MBIA Insured) (f)

3,475

3,561

5.25% 10/1/10 (MBIA Insured) (f)

2,780

2,847

22,224

Florida - 5.8%

Alachua County Health Facilities Auth. Health Facilities Rev. (Avmed/Santa Fe Health Care Sys. Proj.) 6% 11/15/09 (Escrowed to Maturity) (g)

555

568

Broward County School Board Ctfs. of Prtn.:

Series A, 5% 7/1/16 (FGIC Insured)

2,180

2,298

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Florida - continued

Broward County School Board Ctfs. of Prtn.: - continued

5.25% 7/1/20 (MBIA Insured)

$ 1,000

$ 1,049

Citizens Property Ins. Corp. 5% 3/1/12 (MBIA Insured)

4,000

4,163

Clay County School Board Ctfs. of Prtn. Series B, 5% 7/1/16 (MBIA Insured)

1,385

1,446

Escambia City Health Facilities Auth. Rev. (Ascension Health Cr. Group Proj.) Series 2002 C, 5.75% 11/15/32

1,800

1,917

Flagler County School Board Ctfs. Series A, 5% 8/1/16 (FSA Insured)

2,105

2,209

Florida Correctional Privatization Communications Ctfs. of Prtn. Series A, 5% 8/1/15 (AMBAC Insured)

2,690

2,814

Florida Dept. of Trans. Rev. Series 2005 A, 5% 7/1/16

3,465

3,647

Florida Gen. Oblig. (Dept. of Trans. Right of Way Proj.) Series A, 5% 7/1/33

700

717

Highlands County Health Facilities Auth. Rev. (Adventist Health Sys. - Sunbelt Proj.):

Series B, 5% 11/15/17

1,200

1,230

Series G:

5% 11/15/12

1,000

1,032

5% 11/15/13

1,600

1,658

Series I, 5%, tender 11/16/09 (e)

5,000

5,090

3.95%, tender 9/1/12 (e)

7,550

7,405

5.25% 11/15/11 (Pre-Refunded to 11/15/08 @ 101) (g)

3,735

3,837

5.875% 11/15/29 (Pre-Refunded to 11/15/13 @ 100) (g)

5,000

5,475

Hillsborough County Indl. Dev. Auth. Poll. Cont. Rev. (Tampa Elec. Co. Proj.) 4%, tender 8/1/07 (e)

18,000

17,994

Lakeland Hosp. Sys. Rev. (Reg'l. Health Systems Proj.):

5% 11/15/12

1,340

1,380

5% 11/15/14

2,485

2,568

Lee County Solid Waste Sys. Rev. 5.25% 10/1/09 (MBIA Insured) (f)

1,000

1,025

Miami Gen. Oblig. (Homeland Defense/Neighborhood Cap. Impt. Proj.) Series 2002, 5.5% 1/1/16 (MBIA Insured)

1,495

1,583

Miami Health Facilities Auth. Sys. Rev. Series C, 5.125% 11/15/24

600

614

Miami-Dade County School Board Ctfs. of Prtn.:

Series A:

5% 8/1/14 (AMBAC Insured) (c)

2,700

2,804

5% 8/1/15 (AMBAC Insured) (c)

5,990

6,218

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Florida - continued

Miami-Dade County School Board Ctfs. of Prtn.: - continued

Series B, 5%, tender 5/1/11 (MBIA Insured) (e)

$ 1,400

$ 1,444

Orange County School Board Ctfs. of Prtn. Series A:

0% 8/1/13 (MBIA Insured)

2,365

1,832

5.375% 8/1/22 (Pre-Refunded to 8/1/07 @ 101) (g)

4,530

4,581

Palm Beach County School Board Ctfs. of Prtn. Series D, 5.25% 8/1/14 (FSA Insured)

3,535

3,711

Pasco County Solid Waste Disp. & Resource Recovery Sys. Rev. 6% 4/1/10 (AMBAC Insured) (f)

2,000

2,097

Reedy Creek Impt. District Utils. Rev. Series 2, 5.25% 10/1/12 (MBIA Insured)

15,125

16,010

Saint Lucie County School Board Ctfs. of Prtn. 5% 7/1/17 (FSA Insured)

1,410

1,465

Seminole County School Board Ctfs. of Prtn. Series A, 5% 7/1/12 (MBIA Insured)

1,020

1,062

South Miami Health Facilities Auth. Hosp. Rev. (Baptist Health Sys. Proj.) 5% 8/15/15

4,400

4,587

Volusia County School Board Ctfs. of Prtn. (School Board of Volusia County Master Lease Prog.) 5% 8/1/08 (FSA Insured)

1,700

1,722

119,252

Georgia - 1.7%

Atlanta Arpt. Rev.:

Series 2000 B, 5.625% 1/1/09 (FGIC Insured) (f)

1,620

1,659

Series A, 5.375% 1/1/12 (FSA Insured) (f)

4,000

4,190

Series F, 5.25% 1/1/13 (FSA Insured) (f)

1,200

1,258

Augusta Wtr. & Swr. Rev. 5.25% 10/1/39 (FSA Insured)

3,570

3,736

Fulton DeKalb Hosp. Auth. Hosp. Rev. 5% 1/1/10 (FSA Insured)

3,370

3,451

Georgia Gen. Oblig.:

Series 1993 A, 7.45% 1/1/09

2,880

3,032

Series B, 5% 5/1/22 (Pre-Refunded to 5/1/12 @ 100) (g)

9,500

9,917

Georgia Muni. Elec. Auth. Pwr. Rev.:

Series 1992 B, 8.25% 1/1/11 (MBIA Insured)

4,025

4,568

Series 2005 V:

6.6% 1/1/18 (g)

35

40

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Georgia - continued

Georgia Muni. Elec. Auth. Pwr. Rev.: - continued

Series 2005 V:

6.6% 1/1/18 (MBIA Insured)

$ 1,550

$ 1,779

Savannah Econ. Dev. Auth. Rev. (Southern Care Corp. Proj.) Series C, 0% 12/1/21 (Escrowed to Maturity) (g)

1,645

850

34,480

Hawaii - 0.2%

Hawaii Arpt. Sys. Rev. Series 2000 B, 8% 7/1/10 (FGIC Insured) (f)

3,700

4,103

Illinois - 10.8%

Adams County School District #172 5.5% 2/1/16 (FGIC Insured)

2,575

2,732

Chicago Board of Ed.:

Series 1997 A, 0% 12/1/15 (AMBAC Insured)

1,150

799

Series A, 0% 12/1/16 (FGIC Insured)

1,000

662

Chicago Gen. Oblig.:

(City Colleges Proj.) 0% 1/1/16 (FGIC Insured)

4,100

2,822

(Neighborhoods Alive 21 Prog.) 5% 1/1/33 (AMBAC Insured)

1,600

1,637

Series 2004 A:

5% 1/1/34 (FSA Insured)

10,800

11,052

5.25% 1/1/29 (FSA Insured)

1,100

1,150

Series A:

5.25% 1/1/22 (MBIA Insured)

1,000

1,048

5.25% 1/1/33 (MBIA Insured)

775

799

Series A2, 6% 1/1/11 (AMBAC Insured)

1,355

1,443

Series C, 5% 1/1/35 (MBIA Insured)

1,600

1,636

Chicago Midway Arpt. Rev. Series B:

6% 1/1/09 (MBIA Insured) (f)

2,000

2,023

6.125% 1/1/12 (MBIA Insured) (f)

2,740

2,772

Chicago O'Hare Int'l. Arpt. Rev.:

Series 1999, 5.5% 1/1/11 (AMBAC Insured) (f)

10,000

10,411

Series A:

5% 1/1/12 (MBIA Insured)

1,100

1,141

5.5% 1/1/10 (AMBAC Insured) (f)

1,350

1,396

6.25% 1/1/08 (AMBAC Insured) (f)

8,815

8,923

5.5% 1/1/09 (AMBAC Insured) (f)

1,995

2,038

5.5% 1/1/09 (Escrowed to Maturity) (f)(g)

2,405

2,457

Chicago Park District Series A:

5.25% 1/1/21 (FGIC Insured)

1,765

1,856

5.5% 1/1/18 (FGIC Insured)

370

387

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Illinois - continued

Chicago Sales Tax Rev. 5.5% 1/1/12 (FGIC Insured)

$ 2,200

$ 2,333

Chicago Spl. Trans. Rev.:

Series 2001, 5.5% 1/1/17 (Escrowed to Maturity) (g)

1,000

1,047

5.5% 1/1/12 (Escrowed to Maturity) (g)

1,470

1,552

Cook County Cmnty. Consolidated School District #21, Wheeling:

0% 12/1/13 (Escrowed to Maturity) (g)

2,500

1,911

0% 12/1/18 (Escrowed to Maturity) (g)

3,900

2,350

Cook County Cmnty. Unit School District #401 Elmwood Park 0% 12/1/10 (FSA Insured)

3,275

2,850

Cook County Gen. Oblig. Series B:

5.25% 11/15/26 (MBIA Insured)

1,100

1,162

5.25% 11/15/28 (MBIA Insured)

600

633

Cook County High School District #201 J. Sterling Morton Tpk. 0% 12/1/11 (FGIC Insured)

4,275

3,566

DuPage County Forest Preserve District Rev.:

0% 11/1/09

4,000

3,643

0% 11/1/17

2,700

1,699

Granite City Solid Waste Disp. Rev. (Waste Mgmt., Inc. Proj.) 3.85%, tender 5/1/08 (e)(f)

2,200

2,193

Grundy, Kendall & Will County Cmnty. High School District #111 Gen. Oblig. 5.5% 5/1/13 (FGIC Insured)

1,000

1,074

Hodgkins Tax Increment Rev. 5% 1/1/12

1,095

1,128

Illinois Dedicated Tax Rev. Series B, 0% 12/15/18 (AMBAC Insured)

1,800

1,072

Illinois Dev. Fin. Auth. Rev. (DePaul Univ. Proj.) Series 2004 C, 5.625% 10/1/15

1,505

1,624

Illinois Edl. Facilities Auth. Revs.:

(Northwestern Univ. Proj.) 5% 12/1/38

2,600

2,647

(Univ. of Chicago Proj.):

Series A, 5.25% 7/1/41 (Pre-Refunded to 7/1/11 @ 101) (g)

2,490

2,627

Series B:

3.1%, tender 7/1/07 (e)(g)

5

5

3.1%, tender 7/1/07 (e)

3,595

3,595

Illinois Fin. Auth. Gas Supply Rev. (Peoples Gas Lt. and Coke Co. Proj.) Series A, 4.3%, tender 6/1/16 (AMBAC Insured) (e)

1,400

1,398

Illinois Fin. Auth. Rev.:

(Bradley Univ. Proj.) 5% 8/1/13 (XL Cap. Assurance, Inc. Insured)

1,030

1,076

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Illinois - continued

Illinois Fin. Auth. Rev.: - continued

(DePaul Univ. Proj.):

5% 10/1/09

$ 1,000

$ 1,018

5% 10/1/10

1,235

1,264

5% 10/1/18 (XL Cap. Assurance, Inc. Insured)

2,815

2,927

Illinois Gen. Oblig.:

First Series:

5.25% 12/1/17 (FSA Insured)

1,000

1,051

5.375% 7/1/15 (MBIA Insured)

1,300

1,373

5.5% 8/1/10

1,400

1,461

5.5% 4/1/16 (FSA Insured)

1,000

1,059

5.5% 2/1/18 (FGIC Insured)

1,000

1,056

5.5% 4/1/17 (MBIA Insured)

2,600

2,696

5.6% 4/1/21 (MBIA Insured)

2,800

2,905

Illinois Health Facilities Auth. Rev.:

(Condell Med. Ctr. Proj.):

5% 5/15/09

1,040

1,048

7% 5/15/22

5,000

5,348

(Decatur Memorial Hosp. Proj.) Series 2001, 5.6% 10/1/16

2,600

2,707

(Riverside Health Sys. Proj.) 6.8% 11/15/20 (Pre-Refunded to 11/15/10 @ 101) (g)

2,755

3,016

Illinois Sales Tax Rev.:

Series W, 5% 6/15/13

3,430

3,451

6% 6/15/20

1,600

1,683

Illinois Toll Hwy. Auth. Toll Hwy. Rev. Series 2006 A2, 5% 1/1/31 (FSA Insured)

27,200

28,074

Kane & DeKalb Counties Cmnty. Unit School District #302 5.8% 2/1/22 (Pre-Refunded to 2/1/14 @ 100) (g)

1,500

1,648

Kane, McHenry, Cook & DeKalb Counties Unit School District #300, Carpentersville 0% 12/1/18 (AMBAC Insured)

4,555

2,718

Lake County Cmnty. High School District #117, Antioch Series B, 0% 12/1/20 (FGIC Insured)

5,300

2,862

Lake County Cmnty. Unit School District #60 Waukegan:

Series C:

0% 12/1/13 (FSA Insured)

5,590

4,270

0% 12/1/14 (FSA Insured)

5,180

3,772

0% 12/1/15 (FSA Insured)

3,810

2,643

Series D:

0% 12/1/09 (FSA Insured)

3,480

3,159

0% 12/1/10 (FSA Insured)

3,380

2,942

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Illinois - continued

Lake County Warren Township High School District #121, Gurnee Series C, 5.75% 3/1/20 (AMBAC Insured)

$ 2,370

$ 2,620

Metropolitan Pier & Exposition Auth. Dedicated State Tax Rev.:

(McCormick Place Expansion Proj.):

Series 2002 A, 5.75% 6/15/41 (MBIA Insured)

7,100

7,625

Series A:

0% 6/15/11 (Escrowed to Maturity) (g)

7,780

6,627

0% 6/15/16 (FGIC Insured)

2,050

1,383

0% 6/15/17 (FGIC Insured)

3,240

2,083

0% 6/15/20 (FGIC Insured)

1,400

778

5% 12/15/28 (MBIA Insured)

1,000

1,023

Series 2002 A, 0% 6/15/14 (FGIC Insured)

4,135

3,071

Quincy Hosp. Rev. (Blessing Hosp. Proj.) 5% 11/15/12

2,235

2,293

Univ. of Illinois Auxiliary Facilities Sys. Rev. (UIC South Campus Dev. Proj.) 5.75% 1/15/19 (Pre-Refunded to 1/15/10 @ 100) (g)

1,000

1,044

Univ. of Illinois Ctfs. of Prtn. (Util. Infrastructure Proj.) 5% 8/15/11 (AMBAC Insured)

1,300

1,347

Will County Cmnty. Unit School District #201 0% 11/1/17 (FGIC Insured)

4,700

2,963

Will County Cmnty. Unit School District #365, Valley View 0% 11/1/17 (FSA Insured)

1,300

820

Will County Forest Preservation District Series B, 0% 12/1/14 (FGIC Insured)

1,000

728

220,925

Indiana - 3.4%

Anderson Econ. Dev. Auth. Rev. (Anderson Univ. Proj.) 5% 10/1/13

1,065

1,094

Carmel High School Bldg. Corp.:

5% 7/10/13 (FSA Insured)

1,145

1,202

5% 1/10/14 (FSA Insured)

1,180

1,241

5% 7/10/14 (FSA Insured)

1,215

1,282

Clark-Pleasant 2004 School Bldg. Corp. 5.25% 7/15/21 (FSA Insured)

1,405

1,481

Crown Point Multi-School Bldg. Corp. (Crown Point Cmnty. School Corp. Proj.) 0% 1/15/18 (MBIA Insured)

6,850

4,226

East Allen Woodlan School Bldg. Corp.:

5% 1/15/11 (MBIA Insured)

1,030

1,064

5% 1/15/12 (MBIA Insured)

1,295

1,347

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Indiana - continued

Franklin Township Independent School Bldg. Corp., Marion County 5% 7/15/15 (MBIA Insured)

$ 1,700

$ 1,799

GCS School Bldg. Corp. One 5.5% 7/15/12 (FSA Insured)

1,280

1,365

Goshen Multi-School Bldg. Corp. 5% 1/15/13 (MBIA Insured)

1,755

1,836

Hamilton Heights School Bldg. Corp.:

5.25% 7/15/15 (FSA Insured)

1,010

1,082

5.25% 7/15/16 (FSA Insured)

2,095

2,254

Hobart Bldg. Corp. 6.5% 1/15/29 (FGIC Insured)

7,680

9,245

Indiana Dev. Fin. Auth. Solid Waste Disp. Rev. (Waste Mgmt., Inc. Proj.) 4.7%, tender 10/1/15 (e)(f)

1,250

1,241

Indiana Muni. Pwr. Agcy. Pwr. Supply Sys. Rev. Series A, 5% 1/1/32 (FGIC Insured)

1,150

1,183

Indiana Trans. Fin. Auth. Hwy. Rev. Series 1993 A:

0% 6/1/17 (AMBAC Insured)

3,000

1,925

0% 12/1/17 (AMBAC Insured)

1,470

921

0% 6/1/18 (AMBAC Insured)

1,740

1,062

Indianapolis Local Pub. Impt. Bond Bank (Indianapolis Arpt. Auth. Proj.):

Series 2006 F, 5.25% 1/1/13 (AMBAC Insured) (f)

1,110

1,164

Series I, 5.25% 1/1/10 (MBIA Insured) (f)

3,545

3,641

Indianapolis Resource Recovery Rev. (Ogden Martin Sys., Inc. Proj.) 6.75% 12/1/07 (AMBAC Insured)

3,000

3,029

Indianapolis Thermal Energy Sys. Series 2001 A, 5.5% 10/1/16 (MBIA Insured)

5,000

5,318

Lawrenceburg School Bldg. Corp. 5.5% 7/15/17 (Pre-Refunded to 7/15/12 @ 100) (g)

1,090

1,164

Michigan City School Bldg. Corp. 5% 1/1/12 (MBIA Insured)

2,210

2,289

Petersburg Poll. Cont. Rev. 5.75% 8/1/21

9,000

9,526

Portage Township Multi-School Bldg. Corp.:

5.25% 7/15/19 (Pre-Refunded to 7/15/15 @ 100) (g)

1,530

1,653

5.25% 7/15/27 (Pre-Refunded to 7/15/15 @ 100) (g)

1,310

1,415

Rockport Poll. Cont. Rev. (AEP Generating Co. Proj.) Series 1995 A, 4.15%, tender 7/15/11 (AMBAC Insured) (e)

2,000

2,008

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Indiana - continued

Wawasee Cmnty. School Corp. New Elementary and Remodeling Bldg. Corp. 5% 7/15/15 (FSA Insured)

$ 1,455

$ 1,540

Westfield Washington Multi-School Bldg. Corp. Series A, 5% 1/15/12 (FSA Insured)

1,005

1,045

70,642

Iowa - 0.2%

Tobacco Settlement Auth. Tobacco Settlement Rev. 5.3% 6/1/25 (Pre-Refunded to 6/1/11 @ 101) (g)

3,000

3,143

Kansas - 0.5%

Burlington Envir. Impt. Rev. (Kansas City Pwr. & Lt. Co. Proj.) Series A, 4.75%, tender 10/1/07 (e)

2,800

2,805

Kansas Dev. Fin. Auth. Rev.:

(Sisters of Charity of Leavenworth Health Svcs. Corp. Proj.):

5.25% 12/1/10 (MBIA Insured)

2,230

2,278

5.25% 12/1/11 (MBIA Insured)

1,805

1,844

Series II, 5.5% 11/1/19

1,000

1,066

5.5% 11/1/20

1,000

1,065

Topeka Combined Util. Impt. Rev. Series 2005 A, 6% 8/1/23 (XL Cap. Assurance, Inc. Insured)

1,430

1,620

10,678

Kentucky - 0.2%

Kenton County Arpt. Board Arpt. Rev. Series B, 5% 3/1/10 (MBIA Insured) (f)

1,645

1,682

Louisville & Jefferson County Reg'l. Arpt. Auth. Arpt. Sys. Rev. Series C, 5.5% 7/1/12 (FSA Insured) (f)

2,250

2,376

4,058

Louisiana - 0.8%

East Baton Rouge Parish Pub. Impt. Sales Tax Rev. Series B, 5% 2/1/12 (AMBAC Insured)

1,000

1,040

Ernest N. Morial-New Orleans Exhibit Hall Auth. Spl. Tax Series A, 5.25% 7/15/11 (AMBAC Insured)

2,700

2,812

Louisiana Citizens Property Ins. Corp. Assessment Rev. Series B, 5.25% 6/1/14 (AMBAC Insured)

5,000

5,324

Louisiana Offshore Term. Auth. Deepwater Port Rev. (LOOP LLC Proj.) Series 2003 D, 4%, tender 9/1/08 (e)

3,300

3,301

Louisiana Pub. Facilities Auth. Rev. (Archdiocese of New Orleans Proj.) 5% 7/1/13 (CIFG North America Insured)

1,050

1,095

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Louisiana - continued

New Orleans Gen. Oblig.:

0% 9/1/13 (AMBAC Insured)

$ 1,400

$ 1,063

5% 12/1/29 (MBIA Insured)

2,000

2,051

16,686

Maine - 0.1%

Maine Tpk. Auth. Tpk. Rev. Series 2000, 5.75% 7/1/28 (Pre-Refunded to 7/1/10 @ 101) (g)

1,810

1,919

Maryland - 0.1%

Maryland Health & Higher Edl. Facilities Auth. Rev. (Johns Hopkins Health Sys. Proj.) Series B, 5% 5/15/35

1,300

1,334

Massachusetts - 3.1%

Massachusetts Bay Trans. Auth. Series A, 5.75% 7/1/18

260

273

Massachusetts Dept. of Agricultural Resources Higher Ed. Rev. Series A:

5% 1/1/12

715

738

5% 1/1/13

750

778

Massachusetts Dev. Fin. Agcy. Rev. (Massachusetts Biomedical Research Corp. Proj.):

6.375% 8/1/14

1,315

1,399

6.375% 8/1/15

2,460

2,618

6.375% 8/1/16

2,570

2,737

Massachusetts Dev. Fin. Agcy. Solid Waste Disp. Rev. (Waste Mgmt., Inc. Proj.) 5.5%, tender 5/1/14 (e)(f)

3,000

3,126

Massachusetts Fed. Hwy. Series 2000 A:

5.75% 6/15/11

4,000

4,224

5.75% 6/15/13

3,000

3,172

Massachusetts Gen. Oblig.:

Series 2006 D, 5% 8/1/22 (Pre-Refunded to 8/1/16 @ 100) (g)

700

746

Series C, 5.25% 11/1/30 (Pre-Refunded to 11/1/12 @ 100) (g)

2,000

2,113

Series D:

5% 10/1/23 (Pre-Refunded to 10/1/13 @ 100) (g)

1,800

1,890

5.25% 10/1/20 (Pre-Refunded to 10/1/13 @ 100) (g)

5,900

6,276

Series E:

5% 11/1/23 (Pre-Refunded to 11/1/16 @ 100) (g)

11,900

12,703

5% 11/1/24 (Pre-Refunded to 11/1/16 @ 100) (g)

1,900

2,028

Massachusetts Port Auth. Spl. Facilities Rev. (Delta Air Lines, Inc. Proj.) Series A:

5.5% 1/1/12 (AMBAC Insured) (f)

1,000

1,048

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Massachusetts - continued

Massachusetts Port Auth. Spl. Facilities Rev. (Delta Air Lines, Inc. Proj.) Series A: - continued

5.5% 1/1/14 (AMBAC Insured) (f)

$ 1,000

$ 1,045

5.5% 1/1/17 (AMBAC Insured) (f)

4,040

4,203

Massachusetts School Bldg. Auth. Dedicated Sales Tax Rev. Series A, 5% 8/15/37 (AMBAC Insured)

8,500

8,807

Massachusetts Tpk. Auth. Western Tpk. Rev. Series A, 5.55% 1/1/17 (MBIA Insured)

3,620

3,782

Massachusetts Wtr. Poll. Abatement Trust Wtr. Poll. Abatement Rev. (MWRA Ln. Prog.) Series A, 5.25% 8/1/13

25

26

63,732

Michigan - 2.8%

Clarkston Cmnty. Schools 5.375% 5/1/22 (Pre-Refunded to 5/1/13 @ 100) (g)

1,000

1,068

Detroit City School District Series A, 5.5% 5/1/11 (FSA Insured)

3,355

3,536

Detroit Convention Facilities Rev. (Cobo Hall Expansion Proj.):

5% 9/30/11 (MBIA Insured)

2,000

2,076

5% 9/30/12 (MBIA Insured)

1,500

1,567

Detroit Gen. Oblig. Series B1, 5% 4/1/13 (AMBAC Insured)

2,305

2,402

Detroit Swr. Disp. Rev.:

Series 2001 D1, 5.5%, tender 7/1/08 (MBIA Insured) (e)

10,000

10,164

4.184% 7/1/32 (FSA Insured) (e)

5,800

5,800

Detroit Wtr. Supply Sys. Rev. 5.25% 7/1/14 (MBIA Insured)

2,600

2,780

Michigan Ctfs. of Prtn. 5.75% 6/1/17 (Pre-Refunded to 6/1/10 @ 100) (g)

1,000

1,050

Michigan Higher Ed. Student Ln. Auth. Rev. Series XII W, 4.875% 9/1/10 (AMBAC Insured) (f)

8,915

9,054

Michigan Hosp. Fin. Auth. Rev.:

(Crittenton Hosp. Proj.) Series A:

5.5% 3/1/16

1,000

1,049

5.5% 3/1/17

1,885

1,979

(McLaren Health Care Corp. Proj.) Series A, 5% 6/1/19

8,000

8,127

(Mercy Health Svcs. Proj.) Series Q, 6% 8/15/09 (Escrowed to Maturity) (g)

1,195

1,204

(Oakwood Obligated Group Proj.) 5.5% 11/1/11

1,915

2,005

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Michigan - continued

Michigan Strategic Fund Ltd. Oblig. Rev. (Detroit Edison Co. Proj.) Series A, 5.55% 9/1/29 (MBIA Insured) (f)

$ 1,500

$ 1,562

Southfield Pub. Schools Series A, 5.25% 5/1/16 (Pre-Refunded to 5/1/13 @ 100) (g)

1,025

1,089

56,512

Minnesota - 0.6%

Minneapolis & Saint Paul Hsg. & Redev. Auth. Health Care Sys. Rev. (Health Partners Oblig. Group Proj.):

5.25% 12/1/09

1,250

1,277

5.625% 12/1/22

575

606

Osseo Independent School District #279 Series B, 5% 2/1/13

2,445

2,501

Rochester Health Care Facilities Rev. (Mayo Foundation Proj.) Series A, 5.5% 11/15/27

5,910

6,030

Saint Paul Hsg. & Redev. Auth. Health Care Facilities Rev. (Healthpartners Oblig. Group Proj.):

5% 5/15/12

400

411

5% 5/15/13

395

406

5% 5/15/14

250

257

Saint Paul Port Auth. Lease Rev. (HealthEast Midway Campus Proj.) Series 2003 A, 5.25% 5/1/15

1,500

1,505

12,993

Mississippi - 0.5%

Mississippi Bus. Fin. Corp. Solid Waste Disp. Rev. (Waste Mgmt., Inc. Proj.) 4.4%, tender 3/1/11 (e)(f)

1,275

1,264

Mississippi Higher Ed. Student Ln. Series 2000 B3, 5.45% 3/1/10 (f)

3,800

3,901

Mississippi Hosp. Equip. & Facilities Auth.:

(Mississippi Baptist Med. Ctr. Proj.) Series 2007 A:

5% 8/15/12

1,310

1,346

5% 8/15/13

1,500

1,543

(South Central Reg'l. Med. Ctr. Proj.) 5% 12/1/11

1,305

1,336

9,390

Missouri - 1.1%

Bi-State Dev. Agcy. Rev. 3.95%, tender 10/1/09, LOC JPMorgan Chase Bank (e)

8,400

8,387

Fenton Tax Increment Rev. (Gravois Bluffs Redev. Proj.) 5% 4/1/13

1,000

1,025

Mehlville School District #R-9, Saint Louis County Ctfs. of Prtn. (Missouri Cap. Impt. Projs.) Series 2002, 5.5% 9/1/17 (Pre-Refunded to 9/1/12 @ 100) (g)

1,000

1,070

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Missouri - continued

Missouri Dev. Fin. Board Infrastructure Facilities Rev. (City of Branson-Branson Landing Proj.) Series 2005 A, 6% 6/1/20

$ 1,000

$ 1,116

Missouri Envir. Impt. & Energy Resources Auth. Wtr. Poll. Cont. & Drinking Wtr. Rev. (State Revolving Fund Prog.) Series 2003 A, 5.125% 1/1/20

2,315

2,422

Missouri Highways & Trans. Commission State Road Rev. Series 2001 A, 5.625% 2/1/13 (Pre-Refunded to 2/1/11 @ 100) (g)

2,370

2,503

Saint Louis Arpt. Rev. Series 2007 B, 5% 7/1/16 (FSA Insured) (f)

1,500

1,561

Saint Louis Muni. Fin. Corp. Leasehold Rev.:

(Civil Courts Bldg. Proj.) Series 2003 A, 5% 8/1/10 (FSA Insured)

2,010

2,072

(Convention Ctr. Proj.) 5.25% 7/15/13 (AMBAC Insured)

1,880

2,000

22,156

Montana - 0.2%

Forsyth Poll. Cont. Rev. (Portland Gen. Elec. Co. Proj.) Series A, 5.2%, tender 5/1/09 (e)

4,200

4,284

Nevada - 0.5%

Clark County Arpt. Rev. Series C:

5.375% 7/1/18 (AMBAC Insured) (f)

1,500

1,569

5.375% 7/1/20 (AMBAC Insured) (f)

1,100

1,147

Clark County School District Series C, 5.375% 6/15/15 (Pre-Refunded to 6/15/12 @ 100) (g)

1,000

1,060

Henderson Health Care Facilities Rev. (Catholic Healthcare West Proj.) Series B:

5% 7/1/13

1,000

1,031

5% 7/1/14

1,000

1,032

Las Vegas Valley Wtr. District Series B, 5.25% 6/1/17 (MBIA Insured)

2,300

2,424

Washoe County Gen. Oblig. Series 2000 B, 0% 7/1/16 (FSA Insured)

4,140

2,773

11,036

New Hampshire - 0.3%

Manchester School Facilities Rev. 5.5% 6/1/20 (Pre-Refunded to 6/1/13 @ 100) (g)

1,150

1,238

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

New Hampshire - continued

New Hampshire Bus. Fin. Auth. Poll. Cont. Rev.:

(United Illumination Co.) Series A, 3.65%, tender 2/1/10 (AMBAC Insured) (e)(f)

$ 2,400

$ 2,358

3.5%, tender 2/1/09 (e)(f)

2,600

2,572

6,168

New Jersey - 2.5%

Camden County Impt. Auth. Rev. (Cooper Health Sys. Obligated Group Proj.) Series B, 5.25% 2/15/10

1,925

1,960

Elizabeth Gen. Oblig. 5.25% 8/15/09 (MBIA Insured)

1,200

1,234

Garden State Preservation Trust Open Space & Farmland Preservation Series 2005 A, 5.8% 11/1/19 (FSA Insured)

2,300

2,554

New Jersey Econ. Dev. Auth. Rev.:

Series 2005 O:

5.125% 3/1/28

2,000

2,083

5.25% 3/1/15

3,000

3,206

5.25% 3/1/21 (MBIA Insured)

1,200

1,270

5.25% 3/1/23

1,500

1,583

5.25% 3/1/25

4,200

4,424

5.25% 3/1/26

4,700

4,941

Series 2005 P, 5.125% 9/1/28

1,100

1,140

New Jersey Tobacco Settlement Fing. Corp.:

4.375% 6/1/19 (Pre-Refunded to 6/1/13 @ 100) (g)

2,480

2,494

5.75% 6/1/32 (Pre-Refunded to 6/1/12 @ 100) (g)

4,255

4,474

6.125% 6/1/24 (Pre-Refunded to 6/1/13 @ 100) (g)

6,400

6,781

6.375% 6/1/32 (Pre-Refunded to 6/1/13 @ 100) (g)

2,755

3,067

6.75% 6/1/39 (Pre-Refunded to 6/1/13 @ 100) (g)

3,735

4,264

New Jersey Tpk. Auth. Tpk. Rev. Series A, 5% 1/1/25 (FSA Insured)

2,610

2,706

Union County Impt. Auth. (Juvenile Detention Ctr. Facility Proj.) 5.5% 5/1/28 (FGIC Insured)

2,000

2,154

50,335

New Mexico - 0.4%

Albuquerque Arpt. Rev. 6.5% 7/1/07 (AMBAC Insured) (f)

1,400

1,400

Farmington Poll. Cont. Rev. Series B, 3.55%, tender 4/1/10 (FGIC Insured) (e)

2,410

2,380

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

New Mexico - continued

New Mexico Edl. Assistance Foundation Sr. Series A3, 4.95% 3/1/09 (f)

$ 2,000

$ 2,030

New Mexico Edl. Assistance Foundation Student Ln. Rev. Sr. Series IV A1, 7.05% 3/1/10 (f)

1,810

1,878

7,688

New York - 12.2%

Buffalo Muni. Wtr. Fin. Auth. Series B, 5% 7/1/14 (FSA Insured) (c)

1,800

1,874

Erie County Indl. Dev. Agcy. School Facility Rev. (Buffalo City School District Proj.):

Series 2003:

5.75% 5/1/16 (FSA Insured)

4,740

5,146

5.75% 5/1/22 (FSA Insured)

2,240

2,401

Series 2004:

5.75% 5/1/17 (FSA Insured)

2,895

3,178

5.75% 5/1/25 (FSA Insured)

1,715

1,870

5.75% 5/1/19 (FSA Insured)

5,590

6,130

5.75% 5/1/22 (FSA Insured)

8,525

9,328

Long Island Pwr. Auth. Elec. Sys. Rev. Series B:

5% 6/1/10

2,600

2,672

5% 6/1/11

1,075

1,113

Metropolitan Trans. Auth. Svc. Contract Rev.:

Series 7, 5.625% 7/1/16 (Escrowed to Maturity) (g)

2,495

2,556

Series B, 5.5% 7/1/19 (MBIA Insured)

1,000

1,066

New York City Gen. Oblig.:

Series 1997 H, 6% 8/1/12 (FGIC Insured)

1,700

1,854

Series 2000 A, 6.5% 5/15/11

155

167

Series 2002 C, 5.5% 8/1/13

2,000

2,136

Series 2003 I, 5.75% 3/1/16 (Pre-Refunded to 3/1/13 @ 100) (g)

2,100

2,286

Series 2005 G, 5% 8/1/14

6,500

6,827

Series 2005 J, 5% 3/1/12

3,020

3,137

Series 2005 K, 5% 8/1/11

6,000

6,216

Series A, 5.25% 11/1/14 (MBIA Insured)

600

635

Series G, 5.25% 8/1/14 (AMBAC Insured)

1,000

1,051

Series J, 5.5% 6/1/19

2,315

2,471

Subseries 2005 F1, 5.25% 9/1/14

3,600

3,838

New York City Muni. Wtr. Fin. Auth. Wtr. & Swr. Sys. Rev. Series D:

5% 6/15/38

4,200

4,311

5% 6/15/39

1,600

1,641

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

New York - continued

New York City Transitional Fin. Auth. Rev.:

Series A:

5.5% 11/1/26 (b)

$ 4,490

$ 4,747

5.75% 2/15/16 (Pre-Refunded to 2/15/10 @ 101) (g)

30

32

6% 11/1/28 (b)

40,925

43,976

Series B, 5.25% 2/1/29 (b)

3,800

3,951

New York Dorm. Auth. Revs.:

(City Univ. Sys. Consolidation Proj.):

Series A:

5.75% 7/1/13

3,400

3,618

5.75% 7/1/13 (AMBAC Insured)

1,100

1,173

Series C, 7.5% 7/1/10

4,210

4,423

(Mental Health Svcs. Proj.) Series D, 5% 2/15/12 (FGIC Insured)

9,000

9,367

(New York & Presbyterian Hosp. Proj.) 4.4% 8/1/13 (AMBAC Insured)

185

185

(State Univ. Edl. Facilities Proj.) Series A, 5.25% 5/15/15 (MBIA Insured)

5,500

5,885

Series 2003 A, 5% 3/15/09

3,000

3,058

New York Envir. Facilities Corp. Clean Wtr. & Drinking Wtr. Series F:

4.875% 6/15/18

1,100

1,118

4.875% 6/15/20

2,200

2,236

5% 6/15/15

775

791

New York Metropolitan Transit Auth. Rev. Series 2005 C, 5.25% 11/15/14

1,000

1,069

New York Thruway Auth. Gen. Rev. Series 2005 G:

5% 1/1/32 (FSA Insured)

1,300

1,343

5.25% 1/1/27 (FSA Insured)

5,000

5,322

New York Urban Dev. Corp. Rev. (Correctional Cap. Facilities Proj.) Series A, 5.25% 1/1/14 (FSA Insured)

1,685

1,764

Tobacco Settlement Asset Securitization Corp. Series 1, 5.5% 7/15/24 (Pre-Refunded to 7/15/12 @ 100) (g)

7,875

8,230

Tobacco Settlement Fing. Corp.:

Series 2004 B1, 5% 6/1/09 (FGIC Insured)

3,745

3,834

Series A1:

5% 6/1/11

1,540

1,542

5.25% 6/1/21 (AMBAC Insured)

2,200

2,306

5.25% 6/1/22 (AMBAC Insured)

3,450

3,612

5.5% 6/1/14

3,200

3,284

5.5% 6/1/15

9,900

10,276

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

New York - continued

Tobacco Settlement Fing. Corp.: - continued

Series A1:

5.5% 6/1/16 (d)

$ 16,800

$ 17,414

5.5% 6/1/17

1,900

1,991

Series C1:

5.5% 6/1/14

3,900

4,003

5.5% 6/1/15

4,900

5,086

5.5% 6/1/16

1,600

1,677

5.5% 6/1/17

4,950

5,187

5.5% 6/1/18

5,165

5,467

5.5% 6/1/19

4,700

5,001

5.5% 6/1/20

800

850

5.5% 6/1/22

600

636

Triborough Bridge & Tunnel Auth. Revs. Series 2005 A, 5.125% 1/1/22

2,000

2,066

250,424

New York & New Jersey - 0.6%

Port Auth. of New York & New Jersey:

120th Series, 5.75% 10/15/13 (MBIA Insured) (f)

7,220

7,325

124th Series, 5% 8/1/13 (FGIC Insured) (f)

1,215

1,236

Port Auth. of New York & New Jersey Spl. Oblig. Rev. (JFK Int'l. Air Term. Spl. Proj.) Series 6, 6.25% 12/1/13 (MBIA Insured) (f)

4,100

4,543

13,104

North Carolina - 1.1%

Dare County Ctfs. of Prtn.:

5.25% 6/1/16 (AMBAC Insured)

1,580

1,678

5.25% 6/1/20 (AMBAC Insured)

1,520

1,604

North Carolina Ctfs. of Prtn. (Repair and Renovation Proj.) Series B, 5.25% 6/1/17

1,400

1,486

North Carolina Eastern Muni. Pwr. Agcy. Pwr. Sys. Rev.:

Series 1993 B, 7% 1/1/08 (MBIA Insured)

900

914

Series A:

5.5% 1/1/11

1,590

1,657

5.75% 1/1/26

1,000

1,037

Series B, 6.125% 1/1/09

2,220

2,288

Series C, 5.25% 1/1/10

2,630

2,698

Series D:

5.375% 1/1/10

3,360

3,456

6% 1/1/09

1,620

1,636

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

North Carolina - continued

North Carolina Infrastructure Fin. Corp. Ctfs. of Prtn. (North Carolina Correctional Facilities Proj.) Series A, 5% 2/1/17

$ 2,500

$ 2,598

North Carolina Med. Care Cmnty. Health (Memorial Mission Hosp. Proj.) 5% 10/1/18

1,975

2,049

23,101

North Dakota - 0.3%

Fargo Health Sys. Rev. Series A, 5.625% 6/1/15 (AMBAC Insured)

3,685

3,921

Ward County Health Care Facility Rev. (Trinity Med. Ctr. Proj.):

5% 7/1/12

1,000

1,023

5% 7/1/14

1,000

1,025

5,969

Ohio - 0.6%

Akron Bath Copley Hosp. District Rev. (Akron Gen. Health Systems Proj.) Series A, 5% 1/1/12

1,690

1,734

Franklin County Hosp. Rev. 5.5% 5/1/21 (Pre-Refunded to 5/1/11 @ 101) (g)

2,000

2,122

Indian Hill Exempt Village School District Hamilton County 5.5% 12/1/16 (Pre-Refunded to 12/1/11 @ 100) (g)

1,060

1,127

Lake County Hosp. Impt. Facilities Rev. (Lake Hosp. Sys., Inc. Proj.) 6.875% 8/15/11 (Escrowed to Maturity) (g)

2,600

2,740

Ohio Gen. Oblig. Series 2003 D, 2.45%, tender 9/14/07 (e)

1,350

1,346

Olentangy Local School District:

5.5% 12/1/15 (FSA Insured)

25

27

5.5% 12/1/15 (Pre-Refunded to 6/1/12 @ 100) (g)

975

1,040

Richland County Hosp. Facilities (MedCentral Health Sys. Proj.) Series B:

6.375% 11/15/22

500

533

6.375% 11/15/22 (Pre-Refunded to 11/15/10 @ 101) (g)

1,000

1,086

11,755

Oklahoma - 1.2%

Cherokee County Econ. Dev. Auth. Series A, 0% 11/1/11 (Escrowed to Maturity) (g)

1,000

836

Durant Cmnty. Facilities Auth. Sales Tax Rev. 5.5% 11/1/19 (XL Cap. Assurance, Inc. Insured)

1,050

1,129

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Oklahoma - continued

Grand River Dam Auth. Rev. 6.25% 6/1/11 (AMBAC Insured)

$ 7,360

$ 7,956

Midwest City Muni. Auth. Cap. Impt. Rev. 5.5% 6/1/10 (Escrowed to Maturity) (g)

2,335

2,392

Oklahoma City Pub. Property Auth. Hotel Tax Rev.:

5.5% 10/1/19 (FGIC Insured)

2,165

2,353

5.5% 10/1/20 (FGIC Insured)

1,550

1,681

Tulsa County Indl. Auth. Cap. Impts. Rev. Series 2006 D, 5.25% 1/1/11 (FSA Insured)

5,465

5,698

Tulsa County Indl. Auth. Health Care Rev. (Saint Francis Health Sys. Proj.):

5% 12/15/13

1,000

1,040

5% 12/15/14

850

886

23,971

Oregon - 0.2%

Oregon Dept. Administrative Svcs. Ctfs. of Prtn. Series B, 5% 5/1/09 (FSA Insured)

720

734

Tri-County Metropolitan Trans. District Rev. Series A:

5.75% 8/1/14 (Pre-Refunded to 8/1/10 @ 100) (g)

1,520

1,599

5.75% 8/1/17 (Pre-Refunded to 8/1/10 @ 100) (g)

1,950

2,051

4,384

Pennsylvania - 3.5%

Allegheny County Arpt. Rev. (Pittsburgh Int'l. Arpt. Proj.):

Series 97A, 5.75% 1/1/13 (MBIA Insured) (f)

3,500

3,737

Series A1, 5.75% 1/1/12 (MBIA Insured) (f)

1,210

1,284

Allegheny County Hosp. Dev. Auth. Rev.:

(UPMC Health Sys. Proj.) Series 1999 B, 4.55% 12/15/10 (AMBAC Insured)

1,330

1,342

(West Penn Allegheny Health Sys. Proj.) Series A, 5% 11/15/11

3,100

3,128

Annville-Cleona School District 5.5% 3/1/23 (FSA Insured)

1,300

1,406

Canon McMillan School District Series 2001 B, 5.75% 12/1/33 (FGIC Insured)

1,400

1,469

Central Dauphin School District Gen. Oblig. 7% 2/1/27 (Pre-Refunded to 2/1/16 @ 100) (g)

1,000

1,206

Clarion County Indl. Dev. Auth. Wtr. Facilities Rev. (Pennsylvania-American Wtr. Co. Proj.) 3.6%, tender 12/1/09 (AMBAC Insured) (e)(f)

5,665

5,550

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Pennsylvania - continued

Delaware County Auth. Hosp. Rev.:

(Crozer Keystone Oblig. Group Proj.):

Series A:

5% 12/15/12

$ 1,120

$ 1,147

5% 12/15/13

1,155

1,182

Series B, 5% 12/15/13

3,115

3,189

(Crozer-Keystone Health Sys. Proj.):

5.75% 12/15/13

785

834

5.75% 12/15/13 (Pre-Refunded to 12/15/11 @ 102) (g)

380

413

Easton Area School District Series 2005, 7.5% 4/1/21 (FSA Insured)

2,000

2,478

Mifflin County School District 7.5% 9/1/26 (XL Cap. Assurance, Inc. Insured) (c)

1,390

1,751

Montgomery County Higher Ed. & Health Auth. Hosp. Rev. (Abington Memorial Hosp. Proj.) Series A, 6% 6/1/22 (AMBAC Insured)

3,930

4,551

Pennsylvania Econ. Dev. Fing. Auth. Exempt Facilities Rev.:

(Amtrak Proj.) Series 2001 A:

6.125% 11/1/21 (f)

1,300

1,371

6.5% 11/1/16 (f)

1,100

1,175

(Shippingport Proj.) Series A, 4.35%, tender 6/1/10 (e)(f)

2,300

2,296

Pennsylvania Higher Edl. Facilities Auth. Rev. (UPMC Health Sys. Proj.) Series 2001 A, 6% 1/15/22

4,000

4,248

Pennsylvania Tpk. Commission Tpk. Rev. Series S, 5.625% 6/1/12 (FGIC Insured)

2,500

2,673

Philadelphia Gas Works Rev.:

(1998 Gen. Ordinance Proj.) 4th Series, 5.25% 8/1/16 (FSA Insured)

2,355

2,489

Fifth Series A1, 5% 9/1/33 (FSA Insured)

2,000

2,051

Series 17, 5.375% 7/1/20 (FSA Insured)

1,725

1,821

Philadelphia Gen. Oblig. Series 2003 A, 5% 2/15/12 (XL Cap. Assurance, Inc. Insured)

1,000

1,039

Philadelphia Muni. Auth. Rev. Series B, 5.25% 11/15/11 (FSA Insured)

3,360

3,521

Philadelphia School District Series B, 5% 4/1/11 (AMBAC Insured)

2,100

2,173

Pittsburgh Gen. Oblig. Series B, 5.25% 9/1/15 (FSA Insured)

3,000

3,230

Pittsburgh School District Series A, 5% 9/1/09 (MBIA Insured)

1,670

1,705

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Pennsylvania - continued

Pittsburgh Wtr. & Swr. Auth. Wtr. & Swr. Sys. Rev. 5.5% 9/1/14 (FSA Insured)

$ 2,290

$ 2,490

West Allegheny School District Series B, 5.25% 2/1/13 (FGIC Insured)

1,345

1,428

Wilson School District 5.25% 6/1/24 (XL Cap. Assurance, Inc. Insured) (c)

3,960

4,200

72,577

Puerto Rico - 0.6%

Puerto Rico Govt. Dev. Bank Series B, 5% 12/1/10

11,460

11,751

Rhode Island - 0.1%

Rhode Island Health & Edl. Bldg. Corp. Rev.:

(Lifespan Corp. Proj.) Series A, 5% 5/15/14 (FSA Insured)

2,000

2,097

(Univ. of Rhode Island Univ. Revs. Proj.) Series A, 5.5% 9/15/24 (AMBAC Insured)

630

679

2,776

South Carolina - 1.3%

Charleston County Hosp. Facilities (Care Alliance Health Services Proj.) Series A, 5.25% 8/15/11

1,765

1,817

Columbia Gen. Oblig. Ctfs. of Prtn. (Tourism Dev. Fee Pledge Proj.) Series 2003, 5.25% 6/1/18 (AMBAC Insured)

2,310

2,444

Greenville County Pub. Facilities Corp. Ctfs. of Prtn. (Courthouse and Detention Proj.) 5% 4/1/11 (AMBAC Insured)

1,565

1,622

Greenville County School District Installment Purp. Rev. 5% 12/1/10

1,700

1,748

Greenwood Fifty School Facilities Installment 5% 12/1/15

1,360

1,430

Lexington One School Facilities Corp. Rev. (Lexington County School District No. 1 Proj.) 5% 12/1/10

680

699

Scago Edl. Facilities Corp. for Colleton School District:

5% 12/1/15 (Radian Asset Assurance, Inc. Insured)

750

782

5% 12/1/19

2,040

2,121

South Carolina Jobs Econ. Dev. Auth. Hosp. Facilities Rev. (Palmetto Health Alliance Proj.) Series A, 7.125% 12/15/15 (Pre-Refunded to 12/15/10 @ 102) (g)

5,500

6,142

South Carolina Pub. Svc. Auth. Rev.:

Series 2005 B, 5% 1/1/10 (MBIA Insured)

3,000

3,076

Series A, 5.5% 1/1/14 (FGIC Insured)

1,300

1,404

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

South Carolina - continued

Sumter Two School Facilities, Inc. Rev.:

5% 12/1/15

$ 1,115

$ 1,168

5% 12/1/17

1,335

1,397

25,850

South Dakota - 0.3%

Minnehaha County Gen. Oblig.:

5.625% 12/1/16 (Pre-Refunded to 12/1/10 @ 100) (g)

2,000

2,102

5.625% 12/1/17 (Pre-Refunded to 12/1/10 @ 100) (g)

2,115

2,222

5.625% 12/1/18 (Pre-Refunded to 12/1/10 @ 100) (g)

2,350

2,467

6,791

Tennessee - 1.3%

Clarksville Natural Gas Acquisition Corp. Gas Rev.:

5% 12/15/10

5,000

5,146

5% 12/15/11

3,285

3,397

Knox County Health Edl. & Hsg. Facilities Board Hosp. Facilities Rev. (Fort Sanders Alliance Proj.) Series C:

5.25% 1/1/15 (MBIA Insured)

1,240

1,321

6.25% 1/1/13 (MBIA Insured)

1,700

1,874

7.25% 1/1/10 (MBIA Insured)

8,000

8,596

Memphis-Shelby County Arpt. Auth. Arpt. Rev. Series A:

5% 9/1/10 (MBIA Insured)

1,755

1,812

5% 9/1/11 (MBIA Insured)

1,835

1,903

5% 9/1/13 (MBIA Insured)

2,010

2,102

Shelby County Health Edl. & Hsg. Facility Board Hosp. Rev. (Methodist Health Care Proj.) 5.5% 4/1/09 (MBIA Insured)

1,100

1,124

27,275

Texas - 14.1%

Alamo Cmnty. College District:

5% 8/15/17 (FGIC Insured)

3,100

3,287

5.625% 8/15/16 (FGIC Insured)

3,115

3,446

Austin Cmnty. College District Rev. (Convention Ctr. Proj.) Series B, 0% 2/1/22 (AMBAC Insured)

1,335

678

Austin Convention Enterprises, Inc. (Convention Ctr. Proj.):

Series 2006 B, 6% 1/1/16

1,750

1,866

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Texas - continued

Austin Convention Enterprises, Inc. (Convention Ctr. Proj.): - continued

Series B:

6% 1/1/18

$ 1,000

$ 1,066

6% 1/1/19

1,335

1,419

Austin Independent School District 5.25% 8/1/11

3,515

3,677

Austin Util. Sys. Rev.:

Series 1992 A, 0% 11/15/10 (MBIA Insured)

5,200

4,534

0% 11/15/12 (AMBAC Insured)

5,645

4,520

0% 5/15/17 (FGIC Insured)

1,900

1,230

Austin Wtr. & Wastewtr. Sys. Rev.:

Series A, 5% 5/15/31 (AMBAC Insured)

2,100

2,159

5% 11/15/10 (MBIA Insured)

1,735

1,793

Bexar Metropolitan Wtr. District Wtrwks. Sys. Rev.:

5.375% 5/1/15 (FSA Insured)

175

185

5.375% 5/1/15 (Pre-Refunded to 5/1/12 @ 100) (g)

1,190

1,260

5.375% 5/1/16 (FSA Insured)

185

195

5.375% 5/1/16 (Pre-Refunded to 5/1/12 @ 100) (g)

1,240

1,313

5.375% 5/1/17 (FSA Insured)

195

206

Birdville Independent School District:

0% 2/15/12

4,150

3,422

5% 2/15/10

1,200

1,231

Boerne Independent School District 5.25% 2/1/35

1,300

1,351

Bryan Wtrwks. & Swr. Sys. Rev. 5.5% 7/1/11 (FSA Insured)

1,500

1,583

Cedar Hill Independent School District 0% 8/15/07

1,270

1,264

Clint Independent School District:

5.5% 8/15/18

190

201

5.5% 8/15/18 (Pre-Refunded to 8/15/12 @ 100) (g)

810

865

Comal Independent School District (School Bldg. Proj.) 5% 2/1/33

1,500

1,531

Corpus Christi Gen. Oblig. 5% 3/1/10 (AMBAC Insured)

1,565

1,606

Cypress-Fairbanks Independent School District:

Series A, 0% 2/15/16

3,640

2,492

5.75% 2/15/17 (Pre-Refunded to 2/15/12 @ 100) (g)

1,500

1,608

Dallas Independent School District Series 2005, 5.25% 8/15/11

2,000

2,093

Del Valle Independent School District 5.5% 2/1/11

1,350

1,416

Denton Independent School District 5% 8/15/33

5,300

5,400

DeSoto Independent School District 0% 8/15/18

2,195

1,321

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Texas - continued

Fort Worth Independent School District 5% 2/15/12

$ 1,500

$ 1,559

Fort Worth Wtr. & Swr. Rev. Series A, 5% 2/15/11 (FSA Insured)

2,000

2,068

Gainesville Independent School District 5.25% 2/15/36

1,035

1,086

Garland Independent School District:

Series A, 5% 2/15/10

1,000

1,026

5.5% 2/15/12

2,180

2,262

Garland Wtr. & Swr. Rev. 5.25% 3/1/20 (AMBAC Insured)

1,170

1,230

Harlandale Independent School District:

5.5% 8/15/35

15

16

5.5% 8/15/35 (Pre-Refunded to 8/15/10 @ 100) (g)

1,385

1,448

Harris County Gen. Oblig.:

(Toll Road Proj.) 0% 10/1/14 (MBIA Insured)

8,530

6,269

Series A, 5.25% 8/15/35 (Pre-Refunded to 8/15/10 @ 100) (g)

4,600

4,777

0% 10/1/16 (MBIA Insured)

6,180

4,130

5.375% 8/15/23 (Pre-Refunded to 8/15/12 @ 100) (g)

1,800

1,912

Harris County Health Facilities Dev. Corp. Rev. (Saint Luke's Episcopal Hosp. Proj.) Series 2001 A:

5.625% 2/15/14 (Pre-Refunded to 8/15/11 @ 100) (g)

2,500

2,654

5.625% 2/15/15 (Pre-Refunded to 8/15/11 @ 100) (g)

2,680

2,846

Houston Area Wtr. Corp. Contract Rev. (Northeast Wtr. Purification Proj.):

5.5% 3/1/15 (Pre-Refunded to 3/1/12 @ 100) (g)

1,000

1,062

5.5% 3/1/18 (Pre-Refunded to 3/1/12 @ 100) (g)

1,140

1,211

Houston Arpt. Sys. Rev.:

(Automated People Mover Proj.) Series A, 5.375% 7/15/11 (FSA Insured) (f)

3,300

3,304

Series B, 5.5% 7/1/30 (FSA Insured)

3,900

4,023

Houston Gen. Oblig. Series A, 5.25% 3/1/13

250

255

Houston Independent School District:

Series A, 0% 8/15/11

13,740

11,577

0% 8/15/10 (AMBAC Insured)

2,200

1,938

0% 8/15/15

2,000

1,404

Houston Wtr. & Swr. Sys. Rev. Series C:

0% 12/1/10 (AMBAC Insured)

2,600

2,263

0% 12/1/11 (AMBAC Insured)

8,250

6,881

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Texas - continued

Humble Independent School District:

0% 2/15/10

$ 2,320

$ 2,086

0% 2/15/16

1,250

859

0% 2/15/17

1,400

916

Irving Independent School District Series A, 0% 2/15/16

1,035

705

Keller Independent School District:

Series 1996 A, 0% 8/15/17

1,020

649

Series A, 0% 8/15/12

1,590

1,283

Kermit Independent School District 5.25% 12/15/32

2,400

2,535

Klein Independent School District Series A:

5% 8/1/13

1,455

1,525

5% 8/1/14

5,110

5,380

La Joya Independent School District 5.75% 2/15/17 (Pre-Refunded to 2/15/10 @ 100) (g)

2,200

2,299

Lamar Consolidated Independent School District 5.25% 2/15/14

305

308

Laredo Gen. Oblig. 5.125% 8/15/11 (FGIC Insured)

2,225

2,278

Lewisville Independent School District 0% 8/15/08

5,000

4,798

Liberty Hill Independent School District (School Bldg. Proj.) 5.25% 8/1/35

3,400

3,567

Lower Colorado River Auth. Rev. 0% 1/1/09 (Escrowed to Maturity) (g)

615

580

Lower Colorado River Auth. Transmission Contract Rev.:

(LCRA Transmission Services Corp. Proj.) Series C, 5.25% 5/15/21 (AMBAC Insured)

2,405

2,528

(Transmission Services Corp. Proj.) 5% 5/15/33 (AMBAC Insured)

2,200

2,255

Mansfield Independent School District:

5.5% 2/15/13

230

241

5.5% 2/15/13 (Pre-Refunded to 2/15/11 @ 100) (g)

1,345

1,414

5.5% 2/15/14

330

346

5.5% 2/15/14 (Pre-Refunded to 2/15/11 @ 100) (g)

1,950

2,050

5.5% 2/15/15

25

26

5.5% 2/15/15 (Pre-Refunded to 2/15/12 @ 100) (g)

2,245

2,383

5.5% 2/15/16

35

37

5.5% 2/15/16 (Pre-Refunded to 2/15/12 @ 100) (g)

3,415

3,626

5.5% 2/15/18

145

152

5.5% 2/15/18 (Pre-Refunded to 2/15/11 @ 100) (g)

855

899

5.5% 2/15/19

370

387

5.5% 2/15/19 (Pre-Refunded to 2/15/11 @ 100) (g)

2,160

2,271

Mesquite Independent School District 5.375% 8/15/11

430

437

Midway Independent School District 0% 8/15/19

1,400

803

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Texas - continued

Montgomery County Gen. Oblig. Series A:

5.625% 3/1/19 (FSA Insured)

$ 520

$ 551

5.625% 3/1/19 (Pre-Refunded to 3/1/12 @ 100) (g)

3,480

3,715

Mount Pleasant Independent School District 5.5% 2/15/17 (Pre-Refunded to 8/15/11 @ 100) (g)

1,010

1,068

Navasota Independent School District:

5.25% 8/15/34 (FGIC Insured)

1,000

1,046

5.5% 8/15/26 (FGIC Insured)

1,225

1,315

New Braunfels Independent School District 5.5% 2/1/15

1,135

1,188

North Central Health Facilities Dev. Corp. Rev. Series 1997 B, 5.75% 2/15/15 (Escrowed to Maturity) (g)

2,520

2,789

North Texas Tollway Auth. Dallas North Tollway Sys. Rev. Series A, 5% 1/1/28 (AMBAC Insured)

3,300

3,383

Northside Independent School District:

Series A, 5.25% 2/15/17

2,975

3,110

5.5% 2/15/13

1,090

1,143

5.5% 2/15/13 (Pre-Refunded to 2/15/11 @ 100) (g)

1,220

1,283

5.5% 2/15/16 (Pre-Refunded to 2/15/11 @ 100) (g)

530

557

Pearland Independent School District Series A, 5.875% 2/15/19 (Pre-Refunded to 2/15/11 @ 100) (g)

1,000

1,064

Pflugerville Independent School District:

5.75% 8/15/14 (Pre-Refunded to 8/15/10 @ 100) (g)

1,000

1,053

5.75% 8/15/17 (Pre-Refunded to 8/15/10 @ 100) (g)

500

527

Prosper Independent School District 5.125% 8/15/30

1,400

1,449

Red River Ed. Fin. Corp. Ed. Rev. (Hockaday School Proj.) 5.75% 5/15/19 (Pre-Refunded to 5/15/10 @ 100) (g)

1,210

1,269

Rockwall Independent School District:

5.375% 2/15/17

20

21

5.375% 2/15/17 (Pre-Refunded to 2/15/12 @ 100) (g)

1,025

1,083

5.375% 2/15/18

25

26

5.375% 2/15/18 (Pre-Refunded to 2/15/12 @ 100) (g)

1,345

1,421

5.625% 2/15/11

3,865

4,073

Round Rock Independent School District:

Series 2001 A:

5.5% 8/1/13 (Pre-Refunded to 8/1/11 @ 100) (g)

1,940

2,051

5.5% 8/1/15 (Pre-Refunded to 8/1/11 @ 100) (g)

1,510

1,597

5.375% 8/1/15 (Pre-Refunded to 8/1/12 @ 100) (g)

1,000

1,062

5.375% 8/1/17 (Pre-Refunded to 8/1/12 @ 100) (g)

1,050

1,115

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Texas - continued

San Antonio Elec. & Gas Sys. Rev.:

5.375% 2/1/17

$ 3,495

$ 3,673

5.375% 2/1/17 (Pre-Refunded to 2/1/12 @ 100) (g)

2,505

2,643

5.75% 2/1/11 (Escrowed to Maturity) (g)

1,410

1,462

San Antonio Muni. Drainage Util. Sys. Rev.:

5.25% 2/1/13 (MBIA Insured)

1,740

1,843

5.25% 2/1/14 (MBIA Insured)

1,835

1,958

San Antonio Wtr. Sys. Rev. Series A, 5% 5/15/32 (FSA Insured)

700

714

San Marcos Consolidated Independent School District 5.25% 8/1/21 (Pre-Refunded to 8/1/14 @ 100) (g)

3,650

3,912

Snyder Independent School District 5.25% 2/15/26 (AMBAC Insured)

1,350

1,424

South San Antonio Independent School District 5% 8/15/35

1,000

1,023

Southwest Higher Ed. Auth. Rev. (Southern Methodist Univ. Proj.) 5.5% 10/1/12 (AMBAC Insured)

2,905

3,105

Spring Branch Independent School District:

5.375% 2/1/14

1,065

1,111

5.375% 2/1/14 (Pre-Refunded to 2/1/11 @ 100) (g)

1,635

1,711

5.375% 2/1/18

480

499

Tarrant County Cultural Ed. Facilities Fin. Corp. Rev.:

(Air Force Village Proj.) 5% 5/15/10

1,000

1,018

(Texas Health Resources Proj.) Series A, 5% 2/15/14

1,800

1,867

Texas Gen. Oblig. (College Student Ln. Prog.):

5.25% 8/1/09 (f)

6,885

7,053

5.375% 8/1/10 (f)

1,915

1,984

Texas Muni. Pwr. Agcy. Rev. 0% 9/1/16 (MBIA Insured)

2,200

1,472

Texas Pub. Fin. Auth. Rev.:

(Bldg. and Procurement Commission Proj.) Series A, 5% 2/1/10 (AMBAC Insured)

1,000

1,026

(Stephen F. Austin State Univ. Proj.) 5% 10/15/14 (MBIA Insured)

1,300

1,375

Texas State Univ. Sys. Fing. Rev. 5% 3/15/12 (FSA Insured)

2,000

2,083

Texas Tpk. Auth. Central Texas Tpk. Sys. Rev. 5.75% 8/15/38 (AMBAC Insured)

10,110

10,776

Texas Wtr. Dev. Board Rev.:

Series A, 5.5% 7/15/21

1,700

1,743

Series B, 5.625% 7/15/21

2,010

2,078

Town Ctr. Impt. District Sales & Hotel Occupancy Tax 5.625% 3/1/18 (FGIC Insured)

2,280

2,396

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Texas - continued

Tyler Health Facilities Dev. Corp. Hosp. Rev. (Mother Frances Hosp. Reg'l. Health Care Ctr. Proj.) 5.25% 7/1/10

$ 4,080

$ 4,180

Waxahachie Independent School District:

0% 8/15/14

1,460

1,075

0% 8/15/20 (Pre-Refunded to 8/15/10 @ 51.59) (g)

4,780

2,175

0% 8/15/21 (Pre-Refunded to 8/15/10 @ 48.18) (g)

3,860

1,641

White Settlement Independent School District 5.75% 8/15/34

1,250

1,332

Williamson County Gen. Oblig. 5.5% 2/15/19 (FSA Insured)

35

37

Wylie Independent School District 0% 8/15/20

1,000

545

Ysleta Independent School District 0% 8/15/11

1,100

927

287,862

Utah - 0.4%

Intermountain Pwr. Agcy. Series B, 5.75% 7/1/16 (MBIA Insured)

370

377

Salt Lake County Hosp. Rev. (IHC Health Svcs., Inc. Proj.) 5.5% 5/15/12 (AMBAC Insured)

5,000

5,286

Utah Muni. Pwr. Agcy. Elec. Sys. Rev. Series A, 5% 7/1/10 (AMBAC Insured)

2,740

2,822

8,485

Vermont - 0.2%

Vermont Edl. & Health Bldg. Fing. Agcy. Rev. (Fletcher Allen Health Care, Inc. Proj.) Series 2000 A:

5.75% 12/1/18 (AMBAC Insured)

1,200

1,269

6.125% 12/1/27 (AMBAC Insured)

2,800

2,992

4,261

Virginia - 0.3%

Amelia County Indl. Dev. Auth. Solid Waste Disp. Rev. (Waste Mgmt., Inc. Proj.) 4.05%, tender 4/1/08 (e)(f)

1,700

1,697

Arlington County Indl. Dev. Auth. Resource Recovery Rev. (Alexandria/Arlington Waste Proj.) Series B, 5.375% 1/1/11 (FSA Insured) (f)

2,750

2,811

Virginia Hsg. Dev. Auth. Multi-family Hsg. Rev. Series I, 5.85% 5/1/08 (f)

1,370

1,376

5,884

Washington - 4.1%

Central Puget Sound Reg'l. Trans. Auth. Sales & Use Tax Rev. Series 2007 A, 5% 11/1/27 (AMBAC Insured)

1,500

1,547

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Washington - continued

Chelan County Pub. Util. District #1 Columbia River-Rock Island Hydro-Elec. Sys. Rev. Series A:

0% 6/1/17 (MBIA Insured)

$ 2,800

$ 1,788

0% 6/1/24 (MBIA Insured)

1,525

685

Chelan County Pub. Util. District #1 Rev. Series 2005 A, 5.125%, tender 7/1/15 (FGIC Insured) (e)(f)

1,000

1,036

Chelan County School District #246, Wenatchee 5.5% 12/1/19 (FSA Insured)

1,300

1,375

Clark County Pub. Util. District #1 Elec. Rev.:

Series B:

5.25% 1/1/10 (FSA Insured)

1,630

1,681

5.25% 1/1/11 (FSA Insured)

1,715

1,785

5% 1/1/10 (MBIA Insured)

2,000

2,051

Clark County School District #37, Vancouver Series C, 0% 12/1/19 (FGIC Insured)

3,000

1,700

Cowlitz County Gen. Oblig. 5.5% 11/1/11 (Pre-Refunded to 11/1/09 @ 100) (g)

460

477

Energy Northwest Elec. Rev. (#1 Proj.):

Series 2006 A, 5% 7/1/13

5,000

5,231

Series 2006 B, 6% 7/1/17 (MBIA Insured)

4,000

4,338

Franklin County Pub. Util. District #001 Elec. Rev.:

5.625% 9/1/21 (MBIA Insured)

145

154

5.625% 9/1/21 (Pre-Refunded to 9/1/12 @ 100) (g)

1,855

1,992

Grant County Pub. Util. District #2 Wanapum Hydro Elec. Rev.:

Second Series B, 5.25% 1/1/14 (MBIA Insured) (f)

1,235

1,273

Series B, 5.25% 1/1/16 (FGIC Insured) (f)

1,000

1,048

Port of Seattle Rev. Series B, 5.5% 9/1/08 (FGIC Insured) (f)

3,750

3,820

Snohomish County Pub. Hosp. District #2 (Stevens Health Care Proj.) 4.5% 12/1/09 (FGIC Insured)

855

865

Spokane Pub. Facilities District Hotel/Motel Tax & Sales/Use Tax Rev.:

5.75% 12/1/18 (MBIA Insured)

1,000

1,089

5.75% 12/1/20 (MBIA Insured)

1,000

1,085

Tumwater School District #33, Thurston County Series 1996 B:

0% 12/1/11 (FGIC Insured)

6,415

5,365

0% 12/1/12 (FGIC Insured)

6,830

5,476

Washington Gen. Oblig.:

(Convention & Trade Ctr. Proj.) Series AT5, 0% 8/1/12 (MBIA Insured)

2,025

1,636

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Washington - continued

Washington Gen. Oblig.: - continued

Series 2001 C:

5.25% 1/1/16

$ 3,000

$ 3,110

5.25% 1/1/26 (FSA Insured)

2,200

2,278

Series R 97A, 0% 7/1/19 (MBIA Insured)

3,440

2,013

Washington Health Care Facilities Auth. Rev.:

(Providence Health Systems Proj.) Series 2001 A, 5.5% 10/1/13 (MBIA Insured)

3,065

3,224

(Swedish Health Svcs. Proj.) 5.5% 11/15/12 (AMBAC Insured)

3,000

3,089

Washington Pub. Pwr. Supply Sys. Nuclear Proj. #2 Rev. Series A, 5% 7/1/12 (FSA Insured)

3,500

3,607

Washington Pub. Pwr. Supply Sys. Nuclear Proj. #3 Rev. Series B:

0% 7/1/10

16,000

14,123

0% 7/1/10

2,250

1,986

0% 7/1/12 (MBIA Insured)

4,000

3,243

84,170

West Virginia - 0.3%

Kanawha/Putnam County, Huntington/Charlestown City Series 1984 A, 0% 12/1/16 (Escrowed to Maturity) (g)

1,100

729

West Virginia Commissioner of Hwys. Spl. Oblig. Series A, 5% 9/1/12 (FSA Insured)

1,500

1,567

West Virginia State School Bldg. Auth. Rev. Series A, 5% 7/1/14 (FGIC Insured)

2,815

2,971

5,267

Wisconsin - 0.9%

Badger Tobacco Asset Securitization Corp. 6.125% 6/1/27

2,065

2,175

Menasha Joint School District:

5.5% 3/1/19 (g)

970

1,022

5.5% 3/1/19 (FSA Insured)

60

63

Wisconsin Gen. Oblig. Series D, 5.4% 5/1/20 (Pre-Refunded to 5/1/11 @ 100) (g)

1,000

1,048

Wisconsin Health & Edl. Facilities Auth. Rev.:

(Marshfield Clinic Proj.) Series 2006 A, 5% 2/15/14

850

869

(Wheaton Franciscan Healthcare Proj.) Series 2006 A, 5% 8/15/12

4,795

4,888

(Wheaton Franciscan Svcs., Inc. Proj.):

Series A, 5.5% 8/15/14

1,775

1,851

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Wisconsin - continued

Wisconsin Health & Edl. Facilities Auth. Rev.: - continued

(Wheaton Franciscan Svcs., Inc. Proj.):

5.75% 8/15/12 (Pre-Refunded to 2/15/12 @ 101) (g)

$ 1,760

$ 1,862

6% 8/15/14 (Pre-Refunded to 2/15/12 @ 101) (g)

1,000

1,090

6% 8/15/16 (Pre-Refunded to 2/15/12 @ 101) (g)

1,000

1,090

6.25% 8/15/22 (Pre-Refunded to 2/15/12 @ 101) (g)

1,600

1,761

17,719

TOTAL INVESTMENT PORTFOLIO - 99.6%

(Cost $2,034,070)

2,038,140

NET OTHER ASSETS - 0.4%

7,922

NET ASSETS - 100%

$ 2,046,062

Futures Contracts

Expiration Date

Underlying Face Amount at Value
(000s)

Unrealized Appreciation/
(Depreciation) (000s)

Sold

Equity Index Contracts

75 U.S. Treasury 20-Year Bond Contracts

Sept. 2007

$ 8,081

$ 119

The face value of futures sold as a percentage of net assets - 0.4%

Swap Agreements

Expiration Date

Notional Amount (000s)

Value
(000s)

Interest Rate Swaps

Receive quarterly a fixed rate equal to 3.4% and pay quarterly a floating rate based on BMA Municipal Swap Index with Merrill Lynch, Inc.

June 2012

$ 50,000

$ (681)

Receive quarterly a floating rate based on BMA Municipal Swap Index and pay quarterly a fixed rate equal to 4.044% with Merrill Lynch, Inc.

June 2038

12,000

490

Receive quarterly a floating rate based on BMA Municipal Swap Index and pay quarterly a fixed rate equal to 4.074% with Merrill Lynch, Inc.

Jan. 2038

10,000

342

Receive semi-annually a fixed rate equal to 5.419% and pay quarterly a floating rate based on 3-month LIBOR with Morgan Stanley, Inc.

Jan. 2038

7,700

(436)

$ 79,700

$ (285)

Legend

(a) Security initially issued in zero coupon form which converts to coupon form at a specified rate and date. The rate shown is the rate at period end.

(b) Security initially issued at one coupon which converts to a higher coupon at a specified date. The rate shown is the rate at period end.

(c) Security or a portion of the security purchased on a delayed delivery or when-issued basis.

(d) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $197,000.

(e) The coupon rate shown on floating or adjustable rate securities represents the rate at period end.

(f) Private activity obligations whose interest is subject to the federal alternative minimum tax for individuals.

(g) Security collateralized by an amount sufficient to pay interest and principal.

Other Information

The distribution of municipal securities by revenue source, as a percentage of total net assets, is as follows:

General Obligations

36.7%

Escrowed/Pre-Refunded

14.0%

Special Tax

10.7%

Electric Utilities

9.9%

Transportation

9.9%

Health Care

8.5%

Others* (individually less than 5%)

10.3%

100.0%

*Includes net other assets

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)

June 30, 2007 (Unaudited)

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $2,034,070)

$ 2,038,140

Cash

3,524

Receivable for fund shares sold

1,073

Interest receivable

27,330

Prepaid expenses

5

Other receivables

151

Total assets

2,070,223

Liabilities

Payable for investments purchased
Regular delivery

$ 1,158

Delayed delivery

18,176

Payable for fund shares redeemed

1,549

Distributions payable

1,820

Swap agreements, at value

285

Accrued management fee

534

Distribution fees payable

4

Payable for daily variation on futures contracts

73

Other affiliated payables

527

Other payables and accrued expenses

35

Total liabilities

24,161

Net Assets

$ 2,046,062

Net Assets consist of:

Paid in capital

$ 2,041,188

Undistributed net investment income

179

Accumulated undistributed net realized gain (loss) on investments

791

Net unrealized appreciation (depreciation) on investments

3,904

Net Assets

$ 2,046,062

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)

June 30, 2007 (Unaudited)

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($3,169.34 ÷ 323.16 shares)

$ 9.81

Maximum offering price per share (100/96.00 of $9.81)

$ 10.22

Class T:
Net Asset Value
and redemption price per share
($4,253.75 ÷ 433.85 shares)

$ 9.80

Maximum offering price per share (100/96.00 of $9.80)

$ 10.21

Class B:
Net Asset Value
and offering price per share
($393.62 ÷ 40.13 shares)A

$ 9.81

Class C:
Net Asset Value
and offering price per share
($2,234.39 ÷ 227.73 shares)A

$ 9.81

Intermediate Municipal Income:
Net Asset Value
, offering price and redemption price per share ($1,969,873.89 ÷ 200,916.53 shares)

$ 9.80

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($66,136.57 ÷ 6,738.75 shares)

$ 9.81

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Statement of Operations

Amounts in thousands

Six months ended June 30, 2007 (Unaudited)

Investment Income

Interest

$ 43,747

Expenses

Management fee

$ 3,223

Transfer agent fees

852

Distribution fees

18

Accounting fees and expenses

188

Custodian fees and expenses

15

Independent trustees' compensation

3

Registration fees

63

Audit

33

Legal

6

Miscellaneous

11

Total expenses before reductions

4,412

Expense reductions

(433)

3,979

Net investment income

39,768

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers

1,091

Futures contracts

32

Swap agreements

(67)

Total net realized gain (loss)

1,056

Change in net unrealized appreciation (depreciation) on:

Investment securities

(33,753)

Futures contracts

119

Swap agreements

(129)

Total change in net unrealized appreciation (depreciation)

(33,763)

Net gain (loss)

(32,707)

Net increase (decrease) in net assets resulting from operations

$ 7,061

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

Amounts in thousands

Six months ended June 30, 2007
(Unaudited)

Year ended
December 31, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income

$ 39,768

$ 78,449

Net realized gain (loss)

1,056

2,664

Change in net unrealized appreciation (depreciation)

(33,763)

(1,270)

Net increase (decrease) in net assets resulting
from operations

7,061

79,843

Distributions to shareholders from net investment income

(39,869)

(78,385)

Distributions to shareholders from net realized gain

(2,071)

(640)

Total distributions

(41,940)

(79,025)

Share transactions - net increase (decrease)

20,083

117,860

Redemption fees

54

20

Total increase (decrease) in net assets

(14,742)

118,698

Net Assets

Beginning of period

2,060,804

1,942,106

End of period (including undistributed net investment income of $179 and undistributed net investment income of $374, respectively)

$ 2,046,062

$ 2,060,804

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class A

Six months ended
June 30, 2007

Years ended
December 31,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 9.97

$ 9.97

$ 9.96

Income from Investment Operations

Net investment income E

.178

.365

.060

Net realized and unrealized gain (loss)

(.149)

.003

.051

Total from investment operations

.029

.368

.111

Distributions from net investment income

(.179)

(.365)

(.061)

Distributions from net realized gain

(.010)

(.003)

(.040)

Total distributions

(.189)

(.368)

(.101)

Redemption fees added to paid in capital E, J

-

-

-

Net asset value, end of period

$ 9.81

$ 9.97

$ 9.97

Total Return B, C, D

.29%

3.77%

1.12%

Ratios to Average Net Assets I

Expenses before reductions

.66% A

.63% F

.61% A, F

Expenses net of fee waivers, if any

.66% A

.63% F

.61% A, F

Expenses net of all reductions

.62% A

.50% F

.60% A, F

Net investment income

3.64% A

3.71%

3.55% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 3,169

$ 1,811

$ 101

Portfolio turnover rate

20% A

24% G

24% G

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period October 31, 2005 (commencement of sale of shares) to December 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.001 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class T

Six months ended
June 30, 2007

Years ended
December 31,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 9.97

$ 9.97

$ 9.96

Income from Investment Operations

Net investment income E

.177

.358

.050

Net realized and unrealized gain (loss)

(.159)

.004

.059

Total from investment operations

.018

.362

.109

Distributions from net investment income

(.178)

(.359)

(.059)

Distributions from net realized gain

(.010)

(.003)

(.040)

Total distributions

(.188)

(.362)

(.099)

Redemption fees added to paid in capital E, J

-

-

-

Net asset value, end of period

$ 9.80

$ 9.97

$ 9.97

Total Return B, C, D

.17%

3.71%

1.10%

Ratios to Average Net Assets I

Expenses before reductions

.69% A

.68% F

.78% A, F

Expenses net of fee waivers, if any

.69% A

.68% F

.78% A, F

Expenses net of all reductions

.65% A

.59% F

.76% A, F

Net investment income

3.60% A

3.62%

3.38% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 4,254

$ 4,408

$ 411

Portfolio turnover rate

20% A

24% G

24% G

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period October 31, 2005 (commencement of sale of shares) to December 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.001 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class B

Six months ended
June 30, 2007

Years ended
December 31,

(Unaudited)

2006

2005

Selected Per-Share Data

Net asset value, beginning of period

$ 9.97

$ 9.97

$ 9.96 H

Income from Investment Operations

Net investment income E

.143

.294

.047

Net realized and unrealized gain (loss)

(.150)

.002

.051

Total from investment operations

(.007)

.296

.098

Distributions from net investment income

(.143)

(.293)

(.048)

Distributions from net realized gain

(.010)

(.003)

(.040)

Total distributions

(.153)

(.296)

(.088)

Redemption fees added to paid in capital E, J

-

-

-

Net asset value, end of period

$ 9.81

$ 9.97

$ 9.97

Total Return B, C, D

(.07)%

3.02%

.99%

Ratios to Average Net Assets I

Expenses before reductions

1.38% A

1.35% F

1.37% A, F

Expenses net of fee waivers, if any

1.38% A

1.35% F

1.37% A, F

Expenses net of all reductions

1.34% A

1.25% F

1.35% A, F

Net investment income

2.92% A

2.97%

2.79% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 394

$ 304

$ 101

Portfolio turnover rate

20% A

24% G

24% G

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period October 31, 2005 (commencement of sale of shares) to December 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.001 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class C

Six months ended
June 30, 2007

Years ended
December 31,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 9.98

$ 9.97

$ 9.96

Income from Investment Operations

Net investment income E

.140

.285

.046

Net realized and unrealized gain (loss)

(.159)

.012

.051

Total from investment operations

(.019)

.297

.097

Distributions from net investment income

(.141)

(.284)

(.047)

Distributions from net realized gain

(.010)

(.003)

(.040)

Total distributions

(.151)

(.287)

(.087)

Redemption fees added to paid in capital E, J

-

-

-

Net asset value, end of period

$ 9.81

$ 9.98

$ 9.97

Total Return B, C, D

(.20)%

3.03%

.98%

Ratios to Average Net Assets I

Expenses before reductions

1.43% A

1.43% F

1.47% A, F

Expenses net of fee waivers, if any

1.43% A

1.43% F

1.47% A, F

Expenses net of all reductions

1.39% A

1.34% F

1.45% A, F

Net investment income

2.86% A

2.88%

2.69% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 2,234

$ 1,365

$ 101

Portfolio turnover rate

20% A

24% G

24% G

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period October 31, 2005 (commencement of sale of shares) to December 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.001 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Intermediate Municipal Income

Six months ended
June 30, 2007

Years ended December 31,

(Unaudited)

2006

2005

2004

2003

2002

Selected Per-Share Data

Net asset value, beginning of period

$ 9.97

$ 9.97

$ 10.15

$ 10.21

$ 10.23

$ 9.85

Income from Investment Operations

Net investment
income D

.190

.385

.385

.395

.410

.427

Net realized and unrealized gain (loss)

(.159)

.002

(.131)

(.022)

.120

.444

Total from investment operations

.031

.387

.254

.373

.530

.871

Distributions from net investment income

(.191)

(.384)

(.384)

(.395)

(.410)

(.431)

Distributions from net realized gain

(.010)

(.003)

(.050)

(.038)

(.140)

(.060)

Total distributions

(.201)

(.387)

(.434)

(.433)

(.550)

(.491)

Redemption fees added to paid in capital D, H

-

-

-

-

-

-

Net asset value,
end of period

$ 9.80

$ 9.97

$ 9.97

$ 10.15

$ 10.21

$ 10.23

Total Return B, C

.30%

3.97%

2.56%

3.74%

5.30%

9.02%

Ratios to Average Net Assets G

Expenses before reductions

.43% A

.43% E

.43% E

.43% E

.44% E

.45% E

Expenses net of fee waivers, if any

.43% A

.43% E

.42% E

.43% E

.44% E

.45% E

Expenses net of all reductions

.38% A

.34% E

.36% E

.42% E

.43% E

.42% E

Net investment
income

3.87% A

3.88%

3.82%

3.89%

4.00%

4.24%

Supplemental Data

Net assets,
end of period
(in millions)

$ 1,970

$ 2,026

$ 1,941

$ 1,813

$ 1,798

$ 1,758

Portfolio turnover rate

20% A

24% F

24% F

26% F

31% F

31% F

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.001 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Institutional Class

Six months ended
June 30, 2007

Years ended
December 31,

(Unaudited)

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 9.98

$ 9.97

$ 9.96

Income from Investment Operations

Net investment income D

.187

.382

.061

Net realized and unrealized gain (loss)

(.157)

.014

.052

Total from investment operations

.030

.396

.113

Distributions from net investment income

(.190)

(.383)

(.063)

Distributions from net realized gain

(.010)

(.003)

(.040)

Total distributions

(.200)

(.386)

(.103)

Redemption fees added to paid in capital D, I

-

-

-

Net asset value, end of period

$ 9.81

$ 9.98

$ 9.97

Total Return B, C

.29%

4.06%

1.14%

Ratios to Average Net Assets H

Expenses before reductions

.44% A

.49% E

.48% A, E

Expenses net of fee waivers, if any

.44% A

.49% E

.48% A, E

Expenses net of all reductions

.40% A

.36% E

.47% A, E

Net investment income

3.85% A

3.86%

3.68% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 66,137

$ 26,548

$ 179

Portfolio turnover rate

20% A

24% F

24% F

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period October 31, 2005 (commencement of sale of shares) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.001 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Notes to Financial Statements

For the period ended June 30, 2007 (Unaudited)

1. Organization.

Fidelity Intermediate Municipal Income Fund (the Fund) is a fund of Fidelity School Street Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The Fund offers Class A, Class T, Class B, Class C, Intermediate Municipal Income and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. In order to disclose class level financial information dollar amounts presented in the notes are unrounded. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued and net asset value per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments. Debt securities, including restricted securities, for which quotes are readily available, are valued by independent pricing services or by dealers who make markets in such securities. Pricing services consider yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. The frequency of when fair value pricing is used is unpredictable. The value of securities used for NAV calculation under fair value pricing may differ from published prices for the same securities. Investments in open-end mutual funds are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

2. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. The Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes, on June 29, 2007. FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the tax years in the three year period ended June 29, 2007, remains subject to examination by the Internal Revenue Service.

Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the Fund claimed a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to futures transactions, market discount and deferred trustees compensation.

Semiannual Report

2. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The Fund purchases municipal securities whose interest, in the opinion of the issuer, is free from federal income tax. There is no assurance that the Internal Revenue Service (IRS) will agree with this opinion. In the event the IRS determines that the issuer does not comply with relevant tax requirements, interest payments from a security could become federally taxable, possibly retroactively to the date the security was issued.

The federal tax cost of investments and unrealized appreciation (depreciation) as of period end were as follows:

Unrealized appreciation

$ 22,864,127

Unrealized depreciation

(18,568,626)

Net unrealized appreciation (depreciation)

$ 4,295,501

Cost for federal income tax purposes

$ 2,033,844,015

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 30 days are subject to a redemption fee equal to .50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Fund's financial statement disclosures.

3. Operating Policies.

Delayed Delivery Transactions and When-Issued Securities. The Fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked-to-market daily and equivalent deliverable securities are held for the transaction. The value of the securities purchased on a

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Operating Policies - continued

Delayed Delivery Transactions and When-Issued Securities - continued

delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

Futures Contracts. The Fund may use futures contracts to manage its exposure to the bond market and to fluctuations in interest rates. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument or hedge other fund investments. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Securities deposited to meet margin requirements are identified in the Schedule of Investments. Futures contracts involve, to varying degrees, risk of loss in excess of any futures variation margin reflected in the Statement of Assets and Liabilities. The underlying face amount at value of any open futures contracts at period end is shown in the Schedule of Investments under the caption "Futures Contracts." This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of the underlying instruments or if the counterparties do not perform under the contract's terms. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded.

Swap Agreements. The Fund may invest in swaps for the purpose of managing its exposure to interest rate, credit or market risk.

Interest rate swaps are agreements to exchange cash flows periodically based on a notional principal amount, for example, the exchange of fixed rate interest payments for floating rate interest payments. The primary risk associated with interest rate swaps is that unfavorable changes in the fluctuation of interest rates could adversely impact a fund.

Semiannual Report

3. Operating Policies - continued

Swap Agreements - continued

Swaps are marked-to-market daily based on dealer-supplied valuations and changes in value are recorded as unrealized appreciation (depreciation). Gains or losses are realized upon early termination of the swap agreement. Collateral, in the form of cash or securities, may be required to be held in segregated accounts with a fund's custodian in compliance with swap contracts. Risks may exceed amounts recognized on the Statement of Assets and Liabilities. These risks include changes in the returns of the underlying instruments, failure of the counterparties to perform under the contracts' terms and the possible lack of liquidity with respect to the swap agreements. Details of swap agreements open at period end are included in the Fund's Schedule of Investments under the caption "Swap Agreements."

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $229,959,889 and $206,897,054, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The fee is based on an annual asset based fee of .10% of the Fund's average net assets plus an income based fee of 5% of the Fund's gross income throughout the month. For the period, the total annualized management fee rate was .31% of average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 2,365

$ 391

Class T

0%

.25%

5,555

180

Class B

.65%

.25%

1,587

1,285

Class C

.75%

.25%

8,246

4,598

$ 17,753

$ 6,454

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan - continued

On January 18, 2007, the Board of Trustees approved an increase in Class A's Service fee from .15% to .25%, effective April 1, 2007.

Sales Load. FDC receives a front-end sales charge of up to 4.00% for selling Class A and Class T shares (4.75% for Class A and 3.50% for Class T shares prior to April 1, 2007), some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, .75% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

Retained
by FDC

Class A

$ 1,083

Class T

407

Class B*

4

Class C*

26

$ 1,520

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent and Accounting Fees. Citibank, N.A. (Citibank) is the custodian, transfer agent, and shareholder servicing agent for the Fund's Class A, Class T, Class B, Class C, Intermediate Municipal Income and Institutional Class shares. Citibank has entered into a sub-arrangement with Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, with respect to all classes of the Fund, except for Intermediate Municipal Income, to perform the transfer, dividend disbursing, and shareholder servicing agent functions. Citibank has also entered into a sub-arrangement with Fidelity Service Company, Inc. (FSC), an affiliate of FMR, with respect to Intermediate Municipal Income, to perform the transfer, dividend disbursing, and shareholder servicing agent functions. FIIOC and FSC receive account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. All fees are paid to FIIOC by Citibank, which is reimbursed by each class for such payments. FIIOC and FSC pay for typesetting, printing and

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent and Accounting Fees - continued

mailing of shareholder reports, except proxy statements. For the period, each class paid the following transfer agent fees:

Amount

% of
Average
Net Assets
*

Class A

$ 1,176

.10

Class T

2,122

.10

Class B

229

.13

Class C

660

.08

Intermediate Municipal Income

825,422

.08

Institutional Class

22,791

.10

$ 852,400

* Annualized

Citibank also has a sub-arrangement with FSC to maintain the Fund's accounting records. The fee is based on the level of average net assets for the month.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $2,565 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Expense Reductions.

Through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody and accounting expenses by

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

7. Expense Reductions - continued

$14,817 and $186,908, respectively. During the period, credits reduced each class' transfer agent expense as noted in the table below.

Transfer Agent
expense reduction

Class A

$ 246

Class T

469

Class B

45

Class C

179

Intermediate Municipal Income

221,667

Institutional Class

4,986

$ 227,592

8. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

In September 2006, FIIOC, the Fund's transfer agent, notified the Fund that the Fund's books and records did not reflect a conversion of certain Class B to Class A shares upon their conversion date. In March 2007, FIIOC converted the relevant Class B shares to Class A shares and recorded the conversion in the books and records of the Fund which did not result in a material impact to the Fund's reported net assets or results of operations in the accompanying financial statements. FIIOC has reimbursed the Fund for related audit and legal expenses and, beginning in June 2007, remediated affected shareholders.

Semiannual Report

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
June 30, 2007

Year ended
December 31, 2006

From net investment income

Class A

$ 40,563

$ 21,110

Class T

79,631

100,820

Class B

5,079

6,314

Class C

23,338

24,255

Intermediate Municipal Income

38,837,395

77,944,342

Institutional Class

882,933

288,216

Total

$ 39,868,939

$ 78,385,057

From net realized gain

Class A

$ 1,889

$ 367

Class T

4,517

1,182

Class B

306

91

Class C

1,479

409

Intermediate Municipal Income

2,035,291

629,888

Institutional Class

27,725

7,743

Total

$ 2,071,207

$ 639,680

10. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Six months ended
June 30,
2007

Year ended
December 31,
2006

Six months ended
June 30,
2007

Year ended
December 31,
2006

Class A

Shares sold

147,934

173,427

$ 1,462,604

$ 1,725,155

Reinvestment of distributions

3,303

1,631

32,706

16,239

Shares redeemed

(9,658)

(3,616)

(96,136)

(35,605)

Net increase (decrease)

141,579

171,442

$ 1,399,174

$ 1,705,789

Class T

Shares sold

39,852

398,477

$ 396,177

$ 3,958,313

Reinvestment of distributions

6,845

9,307

67,815

92,469

Shares redeemed

(55,024)

(6,838)

(545,314)

(68,081)

Net increase (decrease)

(8,327)

400,946

$ (81,322)

$ 3,982,701

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

10. Share Transactions - continued

Shares

Dollars

Six months ended
June 30,
2007

Year ended
December 31,
2006

Six months ended
June 30,
2007

Year ended
December 31,
2006

Class B

Shares sold

9,422

32,080

$ 93,747

$ 318,318

Reinvestment of distributions

396

566

3,924

5,622

Shares redeemed

(163)

(12,297)

(1,610)

(122,210)

Net increase (decrease)

9,655

20,349

$ 96,061

$ 201,730

Class C

Shares sold

148,002

159,319

$ 1,468,702

$ 1,585,622

Reinvestment of distributions

1,363

1,510

13,491

14,988

Shares redeemed

(58,436)

(34,155)

(579,846)

(336,894)

Net increase (decrease)

90,929

126,674

$ 902,347

$ 1,263,716

Intermediate Municipal Income

Shares sold

25,052,159

56,726,510

$ 248,696,831

$ 563,129,257

Reinvestment of distributions

2,912,255

5,529,889

28,843,984

54,890,397

Shares redeemed

(30,303,340)

(53,763,407)

(300,365,633)

(533,657,302)

Net increase (decrease)

(2,338,926)

8,492,992

$ (22,824,818)

$ 84,362,352

Institutional Class

Shares sold

4,374,765

2,676,982

$ 43,524,151

$ 26,690,182

Reinvestment of distributions

81,641

28,099

808,387

281,049

Shares redeemed

(377,814)

(62,846)

(3,741,111)

(626,878)

Net increase (decrease)

4,078,592

2,642,235

$ 40,591,427

$ 26,344,353

Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Intermediate Municipal Income Fund

Each year, typically in June, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly each month except August and takes into account throughout the year matters bearing on Advisory Contracts. The Board, acting directly and through its separate committees, considers at each of its meetings factors that are relevant to the annual renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has adopted a written charter outlining the structure and purposes of the committee. One such committee, the Fixed-Income Contract Committee, meets periodically as needed throughout the year to consider matters specifically related to the annual renewal of Advisory Contracts. The committee requests and receives information on, and makes recommendations to the Independent Trustees concerning, the approval and annual review of the Advisory Contracts.

At its June 2007 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the Advisory Contracts for the fund. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the management fee and total expenses of the fund; (iii) the total costs of the services to be provided by and the profits to be realized by the investment adviser and its affiliates from the relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved amendments to the fund's agreements with foreign sub-advisers to clarify that each sub-adviser provides services as an independent contractor.

In determining whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. In addition to evaluating the specific factors noted above, the Board, in reaching its determination, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the background of the fund's portfolio manager and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. In addition, the Board considered the trading resources that are an integrated part of the fixed-income portfolio management investment process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Semiannual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that, since the last Advisory Contract renewals in June 2006, Fidelity has taken a number of actions that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fee on Fidelity Advisor Floating Rate High Income Fund; (iii) contractually agreeing to reduce the management fees on Fidelity's California, Massachusetts, New Jersey, and New York AMT Tax-Free Money Market Funds, launching new Institutional Classes and Service Classes of these funds, and contractually agreeing to impose expense limitations on these funds; (iv) eliminating the exchange fee on the Fidelity Select Portfolios and reducing the pricing and bookkeeping fee rates for these funds; (v) reducing the maximum transfer agency fee rates on high income funds and certain equity funds; (vi) proposing amended management contracts that, if approved by shareholders, will add a performance adjustment component to the management fees paid by 18 Fidelity Advisor equity funds; (vii) contractually agreeing to reduce fees for Ultra-Short Central Fund and the money market Central Funds; (viii) waiving the Fidelity Advisor funds' contingent deferred sales charge on certain redemptions made through systematic withdrawal programs; and (ix) amending the management contracts for equity and fixed-income funds whose management contracts incorporate a "group fee" structure by adding four new fee "breakpoints" to the group fee rate schedules.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2006, as available, the cumulative total returns of Fidelity Intermediate Municipal Income (retail class) and Class B, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Fidelity Intermediate Municipal Income (retail class) and Class B show the performance of the highest and lowest performing classes, respectively. The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity Intermediate Municipal Income Fund

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Fidelity Intermediate Municipal Income (retail class) was in the first quartile for all the periods shown. The Board also stated that the relative investment performance of Fidelity Intermediate Municipal Income (retail class) compared favorably to its benchmark for the three- and five-year periods, although the fund's one-year cumulative total return was lower than its benchmark. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Semiannual Report

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group" and, for the reasons explained above, is broader than the Lipper peer group used by the Board for performance comparisons. The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 10% means that 90% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Intermediate Municipal Income Fund

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2006. Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that each class's total expenses ranked below its competitive median for 2006.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Semiannual Report

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions, including reductions that occur through operation of the transfer agent agreement. The transfer agent fee varies in part based on the number of accounts in the fund. If the number of accounts decreases or the average account size increases, the overall transfer agent fee rate decreases. The Board concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on several topics, including (i) Fidelity's fund profitability methodology, profitability by investment discipline, and profitability trends within certain funds; (ii) Fidelity's compensation structure relative to competitors and its effect on profitability; (iii) funds and accounts managed by Fidelity other than the Fidelity funds, including fee arrangements; (iv) the total expenses of certain funds and classes relative to competitors; (v) fund performance trends; (vi) fall-out benefits received by certain Fidelity affiliates; and (vii) Fidelity's fee structures.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

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Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

Fidelity Investments
Money Management, Inc.

Fidelity Research & Analysis Company

Fidelity International Investment Advisors

Fidelity International Investment Advisors
(U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agent

Citibank, N.A.

New York, NY

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Citibank, N.A.

New York, NY

ALIM-USAN-0807
1.820154.101

(Fidelity Investment logo)(registered trademark)

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor

Intermediate Municipal Income

Fund - Institutional Class

Semiannual Report

June 30, 2007

Institutional Class is a class of Fidelity® Intermediate Municipal Income Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR Corp. or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings report, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Stocks are currently on pace to register their fifth-straight year of positive returns, although gains could be trimmed if the U.S. economy continues to slow. While financial markets are always unpredictable, there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2007 to June 30, 2007).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Beginning
Account Value
January 1, 2007

Ending
Account Value
June 30, 2007

Expenses Paid
During Period
*
January 1, 2007
to June 30, 2007

Class A

Actual

$ 1,000.00

$ 1,002.90

$ 3.28**

HypotheticalA

$ 1,000.00

$ 1,021.52

$ 3.31**

Class T

Actual

$ 1,000.00

$ 1,001.70

$ 3.42

HypotheticalA

$ 1,000.00

$ 1,021.37

$ 3.46

Class B

Actual

$ 1,000.00

$ 999.30

$ 6.84

HypotheticalA

$ 1,000.00

$ 1,017.95

$ 6.90

Beginning
Account Value
January 1, 2007

Ending
Account Value
June 30, 2007

Expenses Paid
During Period
*
January 1, 2007
to June 30, 2007

Class C

Actual

$ 1,000.00

$ 998.00

$ 7.08

HypotheticalA

$ 1,000.00

$ 1,017.70

$ 7.15

Intermediate Municipal Income

Actual

$ 1,000.00

$ 1,003.00

$ 2.14

HypotheticalA

$ 1,000.00

$ 1,022.66

$ 2.16

Institutional Class

Actual

$ 1,000.00

$ 1,002.90

$ 2.19

HypotheticalA

$ 1,000.00

$ 1,022.61

$ 2.21

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

.66%**

Class T

.69%

Class B

1.38%

Class C

1.43%

Intermediate Municipal Income

.43%

Institutional Class

.44%

** If fees, effective April 1, 2007 had been in effect during the entire period, the annualized expense ratio would have been .71% and the expenses paid in the actual and hypothetical examples above would have been $3.53 and $3.56, respectively.

Semiannual Report

Investment Changes

Top Five States as of June 30, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

California

16.5

14.9

Texas

14.1

14.2

New York

12.2

12.5

Illinois

10.8

9.8

Florida

5.8

4.9

Top Five Sectors as of June 30, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

General Obligations

36.7

38.8

Escrowed/Pre-Refunded

14.0

9.3

Special Tax

10.7

10.0

Electric Utilities

9.9

11.5

Transportation

9.9

9.6

Weighted Average Maturity as of June 30, 2007

6 months ago

Years

5.6

5.7

The weighted average maturity is based on the dollar-weighted average length of time until principal payments are expected or until securities reach maturity. Effective May 2007, the calculation was modified taking into account any maturity shortening feature such as a call, refunding or redemption provision. The prior period figure reflects this change.

Duration as of June 30, 2007

6 months ago

Years

5.2

5.1

Duration shows how much a bond fund's price fluctuates with changes in comparable interest rates. If rates rise 1%, for example, a fund with a five-year duration is likely to lose about 5% of its value. Other factors also can influence a bond fund's performance and share price. Accordingly, a bond fund's actual performance may differ from this example.

Quality Diversification (% of fund's net assets)

As of June 30, 2007

As of December 31, 2006

AAA 60.7%

AAA 61.3%

AA,A 31.0%

AA,A 30.3%

BBB 6.2%

BBB 6.9%

BB and Below 0.4%

BB and Below 0.3%

Not Rated 1.3%

Not Rated 0.7%

Short-Term
Investments and
Net Other Assets 0.4%

Short-Term
Investments and
Net Other Assets 0.5%

We have used ratings from Moody's® Investors Services, Inc. Where Moody's ratings are not available, we have used S&P® ratings.

Semiannual Report

Investments June 30, 2007 (Unaudited)

Showing Percentage of Net Assets

Municipal Bonds - 99.6%

Principal Amount (000s)

Value
(000s)

Alabama - 0.9%

Auburn Univ. Gen. Fee Rev. Series A, 5.5% 6/1/12 (MBIA Insured)

$ 2,125

$ 2,241

Birmingham Baptist Med. Ctrs. Spl. Care Facilities Fing. Auth. Rev. (Baptist Health Sys., Inc. Proj.) Series A, 5% 11/15/09

1,200

1,214

Health Care Auth. for Baptist Health Series 2006 D, 5% 11/15/10

1,295

1,324

Huntsville Solid Waste Disp. Auth. & Resource Recovery Rev.:

5.25% 10/1/07 (MBIA Insured) (f)

1,700

1,705

5.25% 10/1/08 (MBIA Insured) (f)

3,055

3,104

5.75% 10/1/09 (MBIA Insured) (f)

3,865

3,993

Jefferson County Ltd. Oblig. School Warrants Series A:

5.25% 1/1/15

2,000

2,117

5.5% 1/1/22

2,300

2,443

18,141

Alaska - 0.1%

Alaska Student Ln. Corp. Student Ln. Rev. Series A, 5.8% 7/1/12 (AMBAC Insured) (f)

2,935

3,071

Arizona - 0.2%

Arizona School Facilities Board Ctfs. of Prtn. Series C, 5% 9/1/09 (FSA Insured)

1,100

1,126

Tucson Wtr. Rev. Series A, 5% 7/1/11 (FGIC Insured)

1,500

1,552

Yuma Muni. Property Corp. Rev. 5% 7/1/12 (AMBAC Insured)

1,100

1,132

3,810

California - 16.5%

California Dept. of Wtr. Resources Pwr. Supply Rev. Series A:

5.25% 5/1/12 (MBIA Insured)

4,000

4,222

5.5% 5/1/15 (AMBAC Insured)

2,600

2,788

California Econ. Recovery:

Series 2004 A, 5.25% 7/1/12

1,210

1,279

Series A:

5% 7/1/15

15,200

16,005

5% 7/1/15 (MBIA Insured)

6,100

6,439

5.25% 1/1/11

700

730

5.25% 7/1/13

7,000

7,454

5.25% 7/1/13 (MBIA Insured)

10,300

10,997

5.25% 7/1/14

15,400

16,496

5.25% 7/1/14 (FGIC Insured)

9,700

10,421

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

California - continued

California Gen. Oblig.:

Series 2007:

5.625% 5/1/20

$ 85

$ 89

5.625% 5/1/20 (Pre-Refunded to 5/1/10 @ 101) (g)

140

148

4.5% 2/1/09

2,800

2,834

5% 2/1/11

2,650

2,741

5% 10/1/13

1,550

1,627

5% 3/1/15

3,000

3,158

5% 8/1/16

6,000

6,340

5% 3/1/26

2,200

2,261

5% 6/1/27 (AMBAC Insured)

1,800

1,857

5% 2/1/31 (MBIA Insured)

1,900

1,948

5% 3/1/31

1,900

1,944

5% 9/1/31

3,900

3,995

5% 9/1/32

5,300

5,425

5% 8/1/33

4,300

4,388

5% 8/1/35

7,800

7,950

5% 9/1/35

12,000

12,256

5.125% 11/1/24

1,900

1,972

5.125% 2/1/26

1,200

1,242

5.25% 2/1/11

4,000

4,170

5.25% 3/1/12

2,210

2,323

5.25% 2/1/15

5,000

5,295

5.25% 2/1/16

8,500

8,978

5.25% 2/1/27 (MBIA Insured)

1,605

1,677

5.25% 2/1/28

3,400

3,538

5.25% 11/1/29

1,200

1,249

5.25% 2/1/33

6,100

6,311

5.25% 12/1/33

110

115

5.25% 12/1/33 (Pre-Refunded to 6/1/14 @ 100) (g)

6,645

7,150

5.25% 4/1/34

30

31

5.25% 4/1/34 (Pre-Refunded to 4/1/14 @ 100) (g)

6,570

7,059

5.5% 3/1/11

8,500

8,941

5.5% 4/1/13

1,400

1,500

5.5% 4/1/13 (AMBAC Insured)

1,000

1,078

5.5% 4/1/30

5

5

5.5% 4/1/30 (Pre-Refunded to 4/1/14 @ 100) (g)

1,285

1,399

5.5% 4/1/30 (Pre-Refunded to 4/1/14 @ 100) (g)

10,015

10,906

5.5% 4/1/30 (Pre-Refunded to 4/1/14 @ 100) (g)

495

539

5.5% 11/1/33

21,355

22,710

5.75% 10/1/10

2,200

2,325

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

California - continued

California Health Facilities Fing. Auth. Rev. (Catholic Healthcare West Proj.) Series I, 4.95%, tender 7/1/14 (e)

$ 3,000

$ 3,095

California Hsg. Fin. Agcy. Rev. Series 1983 A, 0% 2/1/15

19,346

10,596

California Pub. Works Board Lease Rev.:

(Butterfield State Office Complex Proj.) Series 2005 A, 5.25% 6/1/30

4,300

4,466

(California State Univ. Proj.) Series A, 5% 10/1/14 (FGIC Insured)

3,405

3,602

(Coalinga State Hosp. Proj.) Series 2004 A, 5.5% 6/1/16

5,610

6,047

Series 2005 K, 5% 11/1/16

7,195

7,549

5% 11/1/14 (FGIC Insured)

5,000

5,292

California State Univ. Rev. 5% 11/1/14 (FSA Insured) (c)

1,000

1,061

California Statewide Communities Dev. Auth. Rev. (Kaiser Fund Hosp./Health Place, Inc. Proj.) Series 2002 C, 3.85%, tender 6/1/12 (e)

1,300

1,278

Commerce Refuse To Energy Auth. Rev. 5.5% 7/1/12 (MBIA Insured)

2,290

2,452

Foothill/Eastern Trans. Corridor Agcy. Toll Road Rev.:

Series A, 5% 1/1/35 (MBIA Insured)

1,900

1,926

0% 1/15/27 (a)

1,000

932

5% 1/15/16 (MBIA Insured)

1,000

1,035

5.75% 1/15/40

1,600

1,664

Golden State Tobacco Securitization Corp. Tobacco Settlement Rev.:

Series 2003 A1, 6.75% 6/1/39 (Pre-Refunded to 6/1/13 @ 100) (g)

2,000

2,287

Series B, 5.5% 6/1/43 (Pre-Refunded to 6/1/13 @ 100) (g)

3,000

3,235

Los Angeles Cmnty. Redev. Agcy. Lease Rev. (Vermont Manchester Social Svcs. Proj.) 5% 9/1/18 (AMBAC Insured)

1,425

1,491

Los Angeles Dept. Arpt. Rev. Series A, 5.25% 5/15/19 (FGIC Insured)

2,500

2,623

Los Angeles Reg'l. Arpts. Impt. Rev. (LAXFUEL Corp. Proj.):

5% 1/1/08 (FSA Insured) (f)

1,510

1,518

5% 1/1/10 (FSA Insured) (f)

1,660

1,687

5% 1/1/11 (FSA Insured) (f)

1,740

1,778

5% 1/1/12 (FSA Insured) (f)

1,835

1,882

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

California - continued

Los Angeles Unified School District Series F, 5% 7/1/15 (FSA Insured)

$ 4,000

$ 4,213

Modesto Irrigation District Elec. Rev. Series A, 9.625% 1/1/11 (Escrowed to Maturity) (g)

2,235

2,477

North City West School Facilities Fing. Auth. Spl. Tax Subseries C, 5% 9/1/12 (AMBAC Insured)

2,140

2,242

Orange County Local Trans. Auth. Sales Tax Rev. 6.2% 2/14/11 (AMBAC Insured)

2,000

2,130

Port of Oakland Gen. Oblig. Series 2002 N, 5% 11/1/12 (MBIA Insured) (f)

3,420

3,554

Regents of the Univ. of California Rev. Series K:

5% 5/15/14 (MBIA Insured)

3,000

3,182

5% 5/15/16 (MBIA Insured)

6,880

7,352

San Diego County Ctfs. of Prtn.:

5% 10/1/08

1,470

1,489

5.25% 10/1/10

1,620

1,678

San Francisco City & County Arpts. Commission Int'l. Arpt. Rev. Second Series 28A, 5% 5/1/13 (MBIA Insured) (f)

1,340

1,391

San Joaquin Hills Trans. Corridor Agcy. Toll Road Rev. Series A, 0% 1/15/12 (MBIA Insured)

3,620

3,006

Union Elementary School District Series A, 0% 9/1/20 (FGIC Insured)

1,310

721

337,236

Colorado - 1.4%

Adams County Bldg. Auth. Rev. Series B, 0% 8/15/12 (Escrowed to Maturity) (g)

5,000

4,045

Colorado Ctfs. of Prtn. (UCDHSC Fitzsimons Academic Proj.) Series B, 5% 11/1/17 (MBIA Insured)

1,000

1,055

Colorado Health Facilities Auth. Rev.:

(Adventist Health Sys. - Sunbelt Proj.):

Series E:

5% 11/15/12

2,190

2,260

5% 11/15/14

1,165

1,210

Series F:

5% 11/15/13

1,285

1,332

5% 11/15/14

1,355

1,407

(Longmont Hosp. Proj.) Series B, 5.25% 12/1/16 (Radian Asset Assurance, Inc. Insured)

1,990

2,124

(Volunteers of America Care Proj.) Series A:

5% 7/1/11

645

646

5% 7/1/12

675

673

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Colorado - continued

Colorado Health Facilities Auth. Rev.: - continued

Series 2001, 6.625% 11/15/26 (Pre-Refunded to 11/15/11 @ 101) (g)

$ 2,550

$ 2,842

Dawson Ridge Metropolitan District #1 Series 1992 A, 0% 10/1/17 (Escrowed to Maturity) (g)

3,475

2,208

Denver Health & Hosp. Auth. Healthcare Rev. Series A, 5% 12/1/15

2,310

2,364

Douglas and Elbert Counties School District #RE1:

5.75% 12/15/20 (FGIC Insured)

1,000

1,096

5.75% 12/15/22 (FGIC Insured)

1,000

1,093

E-470 Pub. Hwy. Auth. Rev.:

Series 2000 A, 5.75% 9/1/29 (Pre-Refunded to 9/1/10 @ 102) (g)

3,200

3,430

Series B, 0% 9/1/15 (MBIA Insured)

1,400

983

28,768

District Of Columbia - 1.1%

District of Columbia Ctfs. of Prtn. (District's Pub. Safety and Emergency Preparedness Communications Ctr. and Related Technology Proj.) Series 2003, 5.5% 1/1/16 (AMBAC Insured)

1,930

2,075

District of Columbia Gen. Oblig.:

Series 2001 B, 5.5% 6/1/13 (FSA Insured)

2,260

2,344

Series A:

5.25% 6/1/10 (FSA Insured)

1,000

1,035

5.25% 6/1/10 (MBIA Insured)

1,980

2,022

Series B, 0% 6/1/12 (MBIA Insured)

3,400

2,748

District of Columbia Rev. (George Washington Univ. Proj.) Series A, 5.75% 9/15/20 (MBIA Insured)

1,300

1,358

District of Columbia Wtr. & Swr. Auth. Pub. Util. Rev. Series A, 5.5% 10/1/41 (FGIC Insured)

3,900

4,234

Metropolitan Washington DC Arpts. Auth. Sys. Rev. Series 1998 B:

5.25% 10/1/09 (MBIA Insured) (f)

3,475

3,561

5.25% 10/1/10 (MBIA Insured) (f)

2,780

2,847

22,224

Florida - 5.8%

Alachua County Health Facilities Auth. Health Facilities Rev. (Avmed/Santa Fe Health Care Sys. Proj.) 6% 11/15/09 (Escrowed to Maturity) (g)

555

568

Broward County School Board Ctfs. of Prtn.:

Series A, 5% 7/1/16 (FGIC Insured)

2,180

2,298

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Florida - continued

Broward County School Board Ctfs. of Prtn.: - continued

5.25% 7/1/20 (MBIA Insured)

$ 1,000

$ 1,049

Citizens Property Ins. Corp. 5% 3/1/12 (MBIA Insured)

4,000

4,163

Clay County School Board Ctfs. of Prtn. Series B, 5% 7/1/16 (MBIA Insured)

1,385

1,446

Escambia City Health Facilities Auth. Rev. (Ascension Health Cr. Group Proj.) Series 2002 C, 5.75% 11/15/32

1,800

1,917

Flagler County School Board Ctfs. Series A, 5% 8/1/16 (FSA Insured)

2,105

2,209

Florida Correctional Privatization Communications Ctfs. of Prtn. Series A, 5% 8/1/15 (AMBAC Insured)

2,690

2,814

Florida Dept. of Trans. Rev. Series 2005 A, 5% 7/1/16

3,465

3,647

Florida Gen. Oblig. (Dept. of Trans. Right of Way Proj.) Series A, 5% 7/1/33

700

717

Highlands County Health Facilities Auth. Rev. (Adventist Health Sys. - Sunbelt Proj.):

Series B, 5% 11/15/17

1,200

1,230

Series G:

5% 11/15/12

1,000

1,032

5% 11/15/13

1,600

1,658

Series I, 5%, tender 11/16/09 (e)

5,000

5,090

3.95%, tender 9/1/12 (e)

7,550

7,405

5.25% 11/15/11 (Pre-Refunded to 11/15/08 @ 101) (g)

3,735

3,837

5.875% 11/15/29 (Pre-Refunded to 11/15/13 @ 100) (g)

5,000

5,475

Hillsborough County Indl. Dev. Auth. Poll. Cont. Rev. (Tampa Elec. Co. Proj.) 4%, tender 8/1/07 (e)

18,000

17,994

Lakeland Hosp. Sys. Rev. (Reg'l. Health Systems Proj.):

5% 11/15/12

1,340

1,380

5% 11/15/14

2,485

2,568

Lee County Solid Waste Sys. Rev. 5.25% 10/1/09 (MBIA Insured) (f)

1,000

1,025

Miami Gen. Oblig. (Homeland Defense/Neighborhood Cap. Impt. Proj.) Series 2002, 5.5% 1/1/16 (MBIA Insured)

1,495

1,583

Miami Health Facilities Auth. Sys. Rev. Series C, 5.125% 11/15/24

600

614

Miami-Dade County School Board Ctfs. of Prtn.:

Series A:

5% 8/1/14 (AMBAC Insured) (c)

2,700

2,804

5% 8/1/15 (AMBAC Insured) (c)

5,990

6,218

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Florida - continued

Miami-Dade County School Board Ctfs. of Prtn.: - continued

Series B, 5%, tender 5/1/11 (MBIA Insured) (e)

$ 1,400

$ 1,444

Orange County School Board Ctfs. of Prtn. Series A:

0% 8/1/13 (MBIA Insured)

2,365

1,832

5.375% 8/1/22 (Pre-Refunded to 8/1/07 @ 101) (g)

4,530

4,581

Palm Beach County School Board Ctfs. of Prtn. Series D, 5.25% 8/1/14 (FSA Insured)

3,535

3,711

Pasco County Solid Waste Disp. & Resource Recovery Sys. Rev. 6% 4/1/10 (AMBAC Insured) (f)

2,000

2,097

Reedy Creek Impt. District Utils. Rev. Series 2, 5.25% 10/1/12 (MBIA Insured)

15,125

16,010

Saint Lucie County School Board Ctfs. of Prtn. 5% 7/1/17 (FSA Insured)

1,410

1,465

Seminole County School Board Ctfs. of Prtn. Series A, 5% 7/1/12 (MBIA Insured)

1,020

1,062

South Miami Health Facilities Auth. Hosp. Rev. (Baptist Health Sys. Proj.) 5% 8/15/15

4,400

4,587

Volusia County School Board Ctfs. of Prtn. (School Board of Volusia County Master Lease Prog.) 5% 8/1/08 (FSA Insured)

1,700

1,722

119,252

Georgia - 1.7%

Atlanta Arpt. Rev.:

Series 2000 B, 5.625% 1/1/09 (FGIC Insured) (f)

1,620

1,659

Series A, 5.375% 1/1/12 (FSA Insured) (f)

4,000

4,190

Series F, 5.25% 1/1/13 (FSA Insured) (f)

1,200

1,258

Augusta Wtr. & Swr. Rev. 5.25% 10/1/39 (FSA Insured)

3,570

3,736

Fulton DeKalb Hosp. Auth. Hosp. Rev. 5% 1/1/10 (FSA Insured)

3,370

3,451

Georgia Gen. Oblig.:

Series 1993 A, 7.45% 1/1/09

2,880

3,032

Series B, 5% 5/1/22 (Pre-Refunded to 5/1/12 @ 100) (g)

9,500

9,917

Georgia Muni. Elec. Auth. Pwr. Rev.:

Series 1992 B, 8.25% 1/1/11 (MBIA Insured)

4,025

4,568

Series 2005 V:

6.6% 1/1/18 (g)

35

40

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Georgia - continued

Georgia Muni. Elec. Auth. Pwr. Rev.: - continued

Series 2005 V:

6.6% 1/1/18 (MBIA Insured)

$ 1,550

$ 1,779

Savannah Econ. Dev. Auth. Rev. (Southern Care Corp. Proj.) Series C, 0% 12/1/21 (Escrowed to Maturity) (g)

1,645

850

34,480

Hawaii - 0.2%

Hawaii Arpt. Sys. Rev. Series 2000 B, 8% 7/1/10 (FGIC Insured) (f)

3,700

4,103

Illinois - 10.8%

Adams County School District #172 5.5% 2/1/16 (FGIC Insured)

2,575

2,732

Chicago Board of Ed.:

Series 1997 A, 0% 12/1/15 (AMBAC Insured)

1,150

799

Series A, 0% 12/1/16 (FGIC Insured)

1,000

662

Chicago Gen. Oblig.:

(City Colleges Proj.) 0% 1/1/16 (FGIC Insured)

4,100

2,822

(Neighborhoods Alive 21 Prog.) 5% 1/1/33 (AMBAC Insured)

1,600

1,637

Series 2004 A:

5% 1/1/34 (FSA Insured)

10,800

11,052

5.25% 1/1/29 (FSA Insured)

1,100

1,150

Series A:

5.25% 1/1/22 (MBIA Insured)

1,000

1,048

5.25% 1/1/33 (MBIA Insured)

775

799

Series A2, 6% 1/1/11 (AMBAC Insured)

1,355

1,443

Series C, 5% 1/1/35 (MBIA Insured)

1,600

1,636

Chicago Midway Arpt. Rev. Series B:

6% 1/1/09 (MBIA Insured) (f)

2,000

2,023

6.125% 1/1/12 (MBIA Insured) (f)

2,740

2,772

Chicago O'Hare Int'l. Arpt. Rev.:

Series 1999, 5.5% 1/1/11 (AMBAC Insured) (f)

10,000

10,411

Series A:

5% 1/1/12 (MBIA Insured)

1,100

1,141

5.5% 1/1/10 (AMBAC Insured) (f)

1,350

1,396

6.25% 1/1/08 (AMBAC Insured) (f)

8,815

8,923

5.5% 1/1/09 (AMBAC Insured) (f)

1,995

2,038

5.5% 1/1/09 (Escrowed to Maturity) (f)(g)

2,405

2,457

Chicago Park District Series A:

5.25% 1/1/21 (FGIC Insured)

1,765

1,856

5.5% 1/1/18 (FGIC Insured)

370

387

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Illinois - continued

Chicago Sales Tax Rev. 5.5% 1/1/12 (FGIC Insured)

$ 2,200

$ 2,333

Chicago Spl. Trans. Rev.:

Series 2001, 5.5% 1/1/17 (Escrowed to Maturity) (g)

1,000

1,047

5.5% 1/1/12 (Escrowed to Maturity) (g)

1,470

1,552

Cook County Cmnty. Consolidated School District #21, Wheeling:

0% 12/1/13 (Escrowed to Maturity) (g)

2,500

1,911

0% 12/1/18 (Escrowed to Maturity) (g)

3,900

2,350

Cook County Cmnty. Unit School District #401 Elmwood Park 0% 12/1/10 (FSA Insured)

3,275

2,850

Cook County Gen. Oblig. Series B:

5.25% 11/15/26 (MBIA Insured)

1,100

1,162

5.25% 11/15/28 (MBIA Insured)

600

633

Cook County High School District #201 J. Sterling Morton Tpk. 0% 12/1/11 (FGIC Insured)

4,275

3,566

DuPage County Forest Preserve District Rev.:

0% 11/1/09

4,000

3,643

0% 11/1/17

2,700

1,699

Granite City Solid Waste Disp. Rev. (Waste Mgmt., Inc. Proj.) 3.85%, tender 5/1/08 (e)(f)

2,200

2,193

Grundy, Kendall & Will County Cmnty. High School District #111 Gen. Oblig. 5.5% 5/1/13 (FGIC Insured)

1,000

1,074

Hodgkins Tax Increment Rev. 5% 1/1/12

1,095

1,128

Illinois Dedicated Tax Rev. Series B, 0% 12/15/18 (AMBAC Insured)

1,800

1,072

Illinois Dev. Fin. Auth. Rev. (DePaul Univ. Proj.) Series 2004 C, 5.625% 10/1/15

1,505

1,624

Illinois Edl. Facilities Auth. Revs.:

(Northwestern Univ. Proj.) 5% 12/1/38

2,600

2,647

(Univ. of Chicago Proj.):

Series A, 5.25% 7/1/41 (Pre-Refunded to 7/1/11 @ 101) (g)

2,490

2,627

Series B:

3.1%, tender 7/1/07 (e)(g)

5

5

3.1%, tender 7/1/07 (e)

3,595

3,595

Illinois Fin. Auth. Gas Supply Rev. (Peoples Gas Lt. and Coke Co. Proj.) Series A, 4.3%, tender 6/1/16 (AMBAC Insured) (e)

1,400

1,398

Illinois Fin. Auth. Rev.:

(Bradley Univ. Proj.) 5% 8/1/13 (XL Cap. Assurance, Inc. Insured)

1,030

1,076

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Illinois - continued

Illinois Fin. Auth. Rev.: - continued

(DePaul Univ. Proj.):

5% 10/1/09

$ 1,000

$ 1,018

5% 10/1/10

1,235

1,264

5% 10/1/18 (XL Cap. Assurance, Inc. Insured)

2,815

2,927

Illinois Gen. Oblig.:

First Series:

5.25% 12/1/17 (FSA Insured)

1,000

1,051

5.375% 7/1/15 (MBIA Insured)

1,300

1,373

5.5% 8/1/10

1,400

1,461

5.5% 4/1/16 (FSA Insured)

1,000

1,059

5.5% 2/1/18 (FGIC Insured)

1,000

1,056

5.5% 4/1/17 (MBIA Insured)

2,600

2,696

5.6% 4/1/21 (MBIA Insured)

2,800

2,905

Illinois Health Facilities Auth. Rev.:

(Condell Med. Ctr. Proj.):

5% 5/15/09

1,040

1,048

7% 5/15/22

5,000

5,348

(Decatur Memorial Hosp. Proj.) Series 2001, 5.6% 10/1/16

2,600

2,707

(Riverside Health Sys. Proj.) 6.8% 11/15/20 (Pre-Refunded to 11/15/10 @ 101) (g)

2,755

3,016

Illinois Sales Tax Rev.:

Series W, 5% 6/15/13

3,430

3,451

6% 6/15/20

1,600

1,683

Illinois Toll Hwy. Auth. Toll Hwy. Rev. Series 2006 A2, 5% 1/1/31 (FSA Insured)

27,200

28,074

Kane & DeKalb Counties Cmnty. Unit School District #302 5.8% 2/1/22 (Pre-Refunded to 2/1/14 @ 100) (g)

1,500

1,648

Kane, McHenry, Cook & DeKalb Counties Unit School District #300, Carpentersville 0% 12/1/18 (AMBAC Insured)

4,555

2,718

Lake County Cmnty. High School District #117, Antioch Series B, 0% 12/1/20 (FGIC Insured)

5,300

2,862

Lake County Cmnty. Unit School District #60 Waukegan:

Series C:

0% 12/1/13 (FSA Insured)

5,590

4,270

0% 12/1/14 (FSA Insured)

5,180

3,772

0% 12/1/15 (FSA Insured)

3,810

2,643

Series D:

0% 12/1/09 (FSA Insured)

3,480

3,159

0% 12/1/10 (FSA Insured)

3,380

2,942

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Illinois - continued

Lake County Warren Township High School District #121, Gurnee Series C, 5.75% 3/1/20 (AMBAC Insured)

$ 2,370

$ 2,620

Metropolitan Pier & Exposition Auth. Dedicated State Tax Rev.:

(McCormick Place Expansion Proj.):

Series 2002 A, 5.75% 6/15/41 (MBIA Insured)

7,100

7,625

Series A:

0% 6/15/11 (Escrowed to Maturity) (g)

7,780

6,627

0% 6/15/16 (FGIC Insured)

2,050

1,383

0% 6/15/17 (FGIC Insured)

3,240

2,083

0% 6/15/20 (FGIC Insured)

1,400

778

5% 12/15/28 (MBIA Insured)

1,000

1,023

Series 2002 A, 0% 6/15/14 (FGIC Insured)

4,135

3,071

Quincy Hosp. Rev. (Blessing Hosp. Proj.) 5% 11/15/12

2,235

2,293

Univ. of Illinois Auxiliary Facilities Sys. Rev. (UIC South Campus Dev. Proj.) 5.75% 1/15/19 (Pre-Refunded to 1/15/10 @ 100) (g)

1,000

1,044

Univ. of Illinois Ctfs. of Prtn. (Util. Infrastructure Proj.) 5% 8/15/11 (AMBAC Insured)

1,300

1,347

Will County Cmnty. Unit School District #201 0% 11/1/17 (FGIC Insured)

4,700

2,963

Will County Cmnty. Unit School District #365, Valley View 0% 11/1/17 (FSA Insured)

1,300

820

Will County Forest Preservation District Series B, 0% 12/1/14 (FGIC Insured)

1,000

728

220,925

Indiana - 3.4%

Anderson Econ. Dev. Auth. Rev. (Anderson Univ. Proj.) 5% 10/1/13

1,065

1,094

Carmel High School Bldg. Corp.:

5% 7/10/13 (FSA Insured)

1,145

1,202

5% 1/10/14 (FSA Insured)

1,180

1,241

5% 7/10/14 (FSA Insured)

1,215

1,282

Clark-Pleasant 2004 School Bldg. Corp. 5.25% 7/15/21 (FSA Insured)

1,405

1,481

Crown Point Multi-School Bldg. Corp. (Crown Point Cmnty. School Corp. Proj.) 0% 1/15/18 (MBIA Insured)

6,850

4,226

East Allen Woodlan School Bldg. Corp.:

5% 1/15/11 (MBIA Insured)

1,030

1,064

5% 1/15/12 (MBIA Insured)

1,295

1,347

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Indiana - continued

Franklin Township Independent School Bldg. Corp., Marion County 5% 7/15/15 (MBIA Insured)

$ 1,700

$ 1,799

GCS School Bldg. Corp. One 5.5% 7/15/12 (FSA Insured)

1,280

1,365

Goshen Multi-School Bldg. Corp. 5% 1/15/13 (MBIA Insured)

1,755

1,836

Hamilton Heights School Bldg. Corp.:

5.25% 7/15/15 (FSA Insured)

1,010

1,082

5.25% 7/15/16 (FSA Insured)

2,095

2,254

Hobart Bldg. Corp. 6.5% 1/15/29 (FGIC Insured)

7,680

9,245

Indiana Dev. Fin. Auth. Solid Waste Disp. Rev. (Waste Mgmt., Inc. Proj.) 4.7%, tender 10/1/15 (e)(f)

1,250

1,241

Indiana Muni. Pwr. Agcy. Pwr. Supply Sys. Rev. Series A, 5% 1/1/32 (FGIC Insured)

1,150

1,183

Indiana Trans. Fin. Auth. Hwy. Rev. Series 1993 A:

0% 6/1/17 (AMBAC Insured)

3,000

1,925

0% 12/1/17 (AMBAC Insured)

1,470

921

0% 6/1/18 (AMBAC Insured)

1,740

1,062

Indianapolis Local Pub. Impt. Bond Bank (Indianapolis Arpt. Auth. Proj.):

Series 2006 F, 5.25% 1/1/13 (AMBAC Insured) (f)

1,110

1,164

Series I, 5.25% 1/1/10 (MBIA Insured) (f)

3,545

3,641

Indianapolis Resource Recovery Rev. (Ogden Martin Sys., Inc. Proj.) 6.75% 12/1/07 (AMBAC Insured)

3,000

3,029

Indianapolis Thermal Energy Sys. Series 2001 A, 5.5% 10/1/16 (MBIA Insured)

5,000

5,318

Lawrenceburg School Bldg. Corp. 5.5% 7/15/17 (Pre-Refunded to 7/15/12 @ 100) (g)

1,090

1,164

Michigan City School Bldg. Corp. 5% 1/1/12 (MBIA Insured)

2,210

2,289

Petersburg Poll. Cont. Rev. 5.75% 8/1/21

9,000

9,526

Portage Township Multi-School Bldg. Corp.:

5.25% 7/15/19 (Pre-Refunded to 7/15/15 @ 100) (g)

1,530

1,653

5.25% 7/15/27 (Pre-Refunded to 7/15/15 @ 100) (g)

1,310

1,415

Rockport Poll. Cont. Rev. (AEP Generating Co. Proj.) Series 1995 A, 4.15%, tender 7/15/11 (AMBAC Insured) (e)

2,000

2,008

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Indiana - continued

Wawasee Cmnty. School Corp. New Elementary and Remodeling Bldg. Corp. 5% 7/15/15 (FSA Insured)

$ 1,455

$ 1,540

Westfield Washington Multi-School Bldg. Corp. Series A, 5% 1/15/12 (FSA Insured)

1,005

1,045

70,642

Iowa - 0.2%

Tobacco Settlement Auth. Tobacco Settlement Rev. 5.3% 6/1/25 (Pre-Refunded to 6/1/11 @ 101) (g)

3,000

3,143

Kansas - 0.5%

Burlington Envir. Impt. Rev. (Kansas City Pwr. & Lt. Co. Proj.) Series A, 4.75%, tender 10/1/07 (e)

2,800

2,805

Kansas Dev. Fin. Auth. Rev.:

(Sisters of Charity of Leavenworth Health Svcs. Corp. Proj.):

5.25% 12/1/10 (MBIA Insured)

2,230

2,278

5.25% 12/1/11 (MBIA Insured)

1,805

1,844

Series II, 5.5% 11/1/19

1,000

1,066

5.5% 11/1/20

1,000

1,065

Topeka Combined Util. Impt. Rev. Series 2005 A, 6% 8/1/23 (XL Cap. Assurance, Inc. Insured)

1,430

1,620

10,678

Kentucky - 0.2%

Kenton County Arpt. Board Arpt. Rev. Series B, 5% 3/1/10 (MBIA Insured) (f)

1,645

1,682

Louisville & Jefferson County Reg'l. Arpt. Auth. Arpt. Sys. Rev. Series C, 5.5% 7/1/12 (FSA Insured) (f)

2,250

2,376

4,058

Louisiana - 0.8%

East Baton Rouge Parish Pub. Impt. Sales Tax Rev. Series B, 5% 2/1/12 (AMBAC Insured)

1,000

1,040

Ernest N. Morial-New Orleans Exhibit Hall Auth. Spl. Tax Series A, 5.25% 7/15/11 (AMBAC Insured)

2,700

2,812

Louisiana Citizens Property Ins. Corp. Assessment Rev. Series B, 5.25% 6/1/14 (AMBAC Insured)

5,000

5,324

Louisiana Offshore Term. Auth. Deepwater Port Rev. (LOOP LLC Proj.) Series 2003 D, 4%, tender 9/1/08 (e)

3,300

3,301

Louisiana Pub. Facilities Auth. Rev. (Archdiocese of New Orleans Proj.) 5% 7/1/13 (CIFG North America Insured)

1,050

1,095

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Louisiana - continued

New Orleans Gen. Oblig.:

0% 9/1/13 (AMBAC Insured)

$ 1,400

$ 1,063

5% 12/1/29 (MBIA Insured)

2,000

2,051

16,686

Maine - 0.1%

Maine Tpk. Auth. Tpk. Rev. Series 2000, 5.75% 7/1/28 (Pre-Refunded to 7/1/10 @ 101) (g)

1,810

1,919

Maryland - 0.1%

Maryland Health & Higher Edl. Facilities Auth. Rev. (Johns Hopkins Health Sys. Proj.) Series B, 5% 5/15/35

1,300

1,334

Massachusetts - 3.1%

Massachusetts Bay Trans. Auth. Series A, 5.75% 7/1/18

260

273

Massachusetts Dept. of Agricultural Resources Higher Ed. Rev. Series A:

5% 1/1/12

715

738

5% 1/1/13

750

778

Massachusetts Dev. Fin. Agcy. Rev. (Massachusetts Biomedical Research Corp. Proj.):

6.375% 8/1/14

1,315

1,399

6.375% 8/1/15

2,460

2,618

6.375% 8/1/16

2,570

2,737

Massachusetts Dev. Fin. Agcy. Solid Waste Disp. Rev. (Waste Mgmt., Inc. Proj.) 5.5%, tender 5/1/14 (e)(f)

3,000

3,126

Massachusetts Fed. Hwy. Series 2000 A:

5.75% 6/15/11

4,000

4,224

5.75% 6/15/13

3,000

3,172

Massachusetts Gen. Oblig.:

Series 2006 D, 5% 8/1/22 (Pre-Refunded to 8/1/16 @ 100) (g)

700

746

Series C, 5.25% 11/1/30 (Pre-Refunded to 11/1/12 @ 100) (g)

2,000

2,113

Series D:

5% 10/1/23 (Pre-Refunded to 10/1/13 @ 100) (g)

1,800

1,890

5.25% 10/1/20 (Pre-Refunded to 10/1/13 @ 100) (g)

5,900

6,276

Series E:

5% 11/1/23 (Pre-Refunded to 11/1/16 @ 100) (g)

11,900

12,703

5% 11/1/24 (Pre-Refunded to 11/1/16 @ 100) (g)

1,900

2,028

Massachusetts Port Auth. Spl. Facilities Rev. (Delta Air Lines, Inc. Proj.) Series A:

5.5% 1/1/12 (AMBAC Insured) (f)

1,000

1,048

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Massachusetts - continued

Massachusetts Port Auth. Spl. Facilities Rev. (Delta Air Lines, Inc. Proj.) Series A: - continued

5.5% 1/1/14 (AMBAC Insured) (f)

$ 1,000

$ 1,045

5.5% 1/1/17 (AMBAC Insured) (f)

4,040

4,203

Massachusetts School Bldg. Auth. Dedicated Sales Tax Rev. Series A, 5% 8/15/37 (AMBAC Insured)

8,500

8,807

Massachusetts Tpk. Auth. Western Tpk. Rev. Series A, 5.55% 1/1/17 (MBIA Insured)

3,620

3,782

Massachusetts Wtr. Poll. Abatement Trust Wtr. Poll. Abatement Rev. (MWRA Ln. Prog.) Series A, 5.25% 8/1/13

25

26

63,732

Michigan - 2.8%

Clarkston Cmnty. Schools 5.375% 5/1/22 (Pre-Refunded to 5/1/13 @ 100) (g)

1,000

1,068

Detroit City School District Series A, 5.5% 5/1/11 (FSA Insured)

3,355

3,536

Detroit Convention Facilities Rev. (Cobo Hall Expansion Proj.):

5% 9/30/11 (MBIA Insured)

2,000

2,076

5% 9/30/12 (MBIA Insured)

1,500

1,567

Detroit Gen. Oblig. Series B1, 5% 4/1/13 (AMBAC Insured)

2,305

2,402

Detroit Swr. Disp. Rev.:

Series 2001 D1, 5.5%, tender 7/1/08 (MBIA Insured) (e)

10,000

10,164

4.184% 7/1/32 (FSA Insured) (e)

5,800

5,800

Detroit Wtr. Supply Sys. Rev. 5.25% 7/1/14 (MBIA Insured)

2,600

2,780

Michigan Ctfs. of Prtn. 5.75% 6/1/17 (Pre-Refunded to 6/1/10 @ 100) (g)

1,000

1,050

Michigan Higher Ed. Student Ln. Auth. Rev. Series XII W, 4.875% 9/1/10 (AMBAC Insured) (f)

8,915

9,054

Michigan Hosp. Fin. Auth. Rev.:

(Crittenton Hosp. Proj.) Series A:

5.5% 3/1/16

1,000

1,049

5.5% 3/1/17

1,885

1,979

(McLaren Health Care Corp. Proj.) Series A, 5% 6/1/19

8,000

8,127

(Mercy Health Svcs. Proj.) Series Q, 6% 8/15/09 (Escrowed to Maturity) (g)

1,195

1,204

(Oakwood Obligated Group Proj.) 5.5% 11/1/11

1,915

2,005

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Michigan - continued

Michigan Strategic Fund Ltd. Oblig. Rev. (Detroit Edison Co. Proj.) Series A, 5.55% 9/1/29 (MBIA Insured) (f)

$ 1,500

$ 1,562

Southfield Pub. Schools Series A, 5.25% 5/1/16 (Pre-Refunded to 5/1/13 @ 100) (g)

1,025

1,089

56,512

Minnesota - 0.6%

Minneapolis & Saint Paul Hsg. & Redev. Auth. Health Care Sys. Rev. (Health Partners Oblig. Group Proj.):

5.25% 12/1/09

1,250

1,277

5.625% 12/1/22

575

606

Osseo Independent School District #279 Series B, 5% 2/1/13

2,445

2,501

Rochester Health Care Facilities Rev. (Mayo Foundation Proj.) Series A, 5.5% 11/15/27

5,910

6,030

Saint Paul Hsg. & Redev. Auth. Health Care Facilities Rev. (Healthpartners Oblig. Group Proj.):

5% 5/15/12

400

411

5% 5/15/13

395

406

5% 5/15/14

250

257

Saint Paul Port Auth. Lease Rev. (HealthEast Midway Campus Proj.) Series 2003 A, 5.25% 5/1/15

1,500

1,505

12,993

Mississippi - 0.5%

Mississippi Bus. Fin. Corp. Solid Waste Disp. Rev. (Waste Mgmt., Inc. Proj.) 4.4%, tender 3/1/11 (e)(f)

1,275

1,264

Mississippi Higher Ed. Student Ln. Series 2000 B3, 5.45% 3/1/10 (f)

3,800

3,901

Mississippi Hosp. Equip. & Facilities Auth.:

(Mississippi Baptist Med. Ctr. Proj.) Series 2007 A:

5% 8/15/12

1,310

1,346

5% 8/15/13

1,500

1,543

(South Central Reg'l. Med. Ctr. Proj.) 5% 12/1/11

1,305

1,336

9,390

Missouri - 1.1%

Bi-State Dev. Agcy. Rev. 3.95%, tender 10/1/09, LOC JPMorgan Chase Bank (e)

8,400

8,387

Fenton Tax Increment Rev. (Gravois Bluffs Redev. Proj.) 5% 4/1/13

1,000

1,025

Mehlville School District #R-9, Saint Louis County Ctfs. of Prtn. (Missouri Cap. Impt. Projs.) Series 2002, 5.5% 9/1/17 (Pre-Refunded to 9/1/12 @ 100) (g)

1,000

1,070

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Missouri - continued

Missouri Dev. Fin. Board Infrastructure Facilities Rev. (City of Branson-Branson Landing Proj.) Series 2005 A, 6% 6/1/20

$ 1,000

$ 1,116

Missouri Envir. Impt. & Energy Resources Auth. Wtr. Poll. Cont. & Drinking Wtr. Rev. (State Revolving Fund Prog.) Series 2003 A, 5.125% 1/1/20

2,315

2,422

Missouri Highways & Trans. Commission State Road Rev. Series 2001 A, 5.625% 2/1/13 (Pre-Refunded to 2/1/11 @ 100) (g)

2,370

2,503

Saint Louis Arpt. Rev. Series 2007 B, 5% 7/1/16 (FSA Insured) (f)

1,500

1,561

Saint Louis Muni. Fin. Corp. Leasehold Rev.:

(Civil Courts Bldg. Proj.) Series 2003 A, 5% 8/1/10 (FSA Insured)

2,010

2,072

(Convention Ctr. Proj.) 5.25% 7/15/13 (AMBAC Insured)

1,880

2,000

22,156

Montana - 0.2%

Forsyth Poll. Cont. Rev. (Portland Gen. Elec. Co. Proj.) Series A, 5.2%, tender 5/1/09 (e)

4,200

4,284

Nevada - 0.5%

Clark County Arpt. Rev. Series C:

5.375% 7/1/18 (AMBAC Insured) (f)

1,500

1,569

5.375% 7/1/20 (AMBAC Insured) (f)

1,100

1,147

Clark County School District Series C, 5.375% 6/15/15 (Pre-Refunded to 6/15/12 @ 100) (g)

1,000

1,060

Henderson Health Care Facilities Rev. (Catholic Healthcare West Proj.) Series B:

5% 7/1/13

1,000

1,031

5% 7/1/14

1,000

1,032

Las Vegas Valley Wtr. District Series B, 5.25% 6/1/17 (MBIA Insured)

2,300

2,424

Washoe County Gen. Oblig. Series 2000 B, 0% 7/1/16 (FSA Insured)

4,140

2,773

11,036

New Hampshire - 0.3%

Manchester School Facilities Rev. 5.5% 6/1/20 (Pre-Refunded to 6/1/13 @ 100) (g)

1,150

1,238

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

New Hampshire - continued

New Hampshire Bus. Fin. Auth. Poll. Cont. Rev.:

(United Illumination Co.) Series A, 3.65%, tender 2/1/10 (AMBAC Insured) (e)(f)

$ 2,400

$ 2,358

3.5%, tender 2/1/09 (e)(f)

2,600

2,572

6,168

New Jersey - 2.5%

Camden County Impt. Auth. Rev. (Cooper Health Sys. Obligated Group Proj.) Series B, 5.25% 2/15/10

1,925

1,960

Elizabeth Gen. Oblig. 5.25% 8/15/09 (MBIA Insured)

1,200

1,234

Garden State Preservation Trust Open Space & Farmland Preservation Series 2005 A, 5.8% 11/1/19 (FSA Insured)

2,300

2,554

New Jersey Econ. Dev. Auth. Rev.:

Series 2005 O:

5.125% 3/1/28

2,000

2,083

5.25% 3/1/15

3,000

3,206

5.25% 3/1/21 (MBIA Insured)

1,200

1,270

5.25% 3/1/23

1,500

1,583

5.25% 3/1/25

4,200

4,424

5.25% 3/1/26

4,700

4,941

Series 2005 P, 5.125% 9/1/28

1,100

1,140

New Jersey Tobacco Settlement Fing. Corp.:

4.375% 6/1/19 (Pre-Refunded to 6/1/13 @ 100) (g)

2,480

2,494

5.75% 6/1/32 (Pre-Refunded to 6/1/12 @ 100) (g)

4,255

4,474

6.125% 6/1/24 (Pre-Refunded to 6/1/13 @ 100) (g)

6,400

6,781

6.375% 6/1/32 (Pre-Refunded to 6/1/13 @ 100) (g)

2,755

3,067

6.75% 6/1/39 (Pre-Refunded to 6/1/13 @ 100) (g)

3,735

4,264

New Jersey Tpk. Auth. Tpk. Rev. Series A, 5% 1/1/25 (FSA Insured)

2,610

2,706

Union County Impt. Auth. (Juvenile Detention Ctr. Facility Proj.) 5.5% 5/1/28 (FGIC Insured)

2,000

2,154

50,335

New Mexico - 0.4%

Albuquerque Arpt. Rev. 6.5% 7/1/07 (AMBAC Insured) (f)

1,400

1,400

Farmington Poll. Cont. Rev. Series B, 3.55%, tender 4/1/10 (FGIC Insured) (e)

2,410

2,380

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

New Mexico - continued

New Mexico Edl. Assistance Foundation Sr. Series A3, 4.95% 3/1/09 (f)

$ 2,000

$ 2,030

New Mexico Edl. Assistance Foundation Student Ln. Rev. Sr. Series IV A1, 7.05% 3/1/10 (f)

1,810

1,878

7,688

New York - 12.2%

Buffalo Muni. Wtr. Fin. Auth. Series B, 5% 7/1/14 (FSA Insured) (c)

1,800

1,874

Erie County Indl. Dev. Agcy. School Facility Rev. (Buffalo City School District Proj.):

Series 2003:

5.75% 5/1/16 (FSA Insured)

4,740

5,146

5.75% 5/1/22 (FSA Insured)

2,240

2,401

Series 2004:

5.75% 5/1/17 (FSA Insured)

2,895

3,178

5.75% 5/1/25 (FSA Insured)

1,715

1,870

5.75% 5/1/19 (FSA Insured)

5,590

6,130

5.75% 5/1/22 (FSA Insured)

8,525

9,328

Long Island Pwr. Auth. Elec. Sys. Rev. Series B:

5% 6/1/10

2,600

2,672

5% 6/1/11

1,075

1,113

Metropolitan Trans. Auth. Svc. Contract Rev.:

Series 7, 5.625% 7/1/16 (Escrowed to Maturity) (g)

2,495

2,556

Series B, 5.5% 7/1/19 (MBIA Insured)

1,000

1,066

New York City Gen. Oblig.:

Series 1997 H, 6% 8/1/12 (FGIC Insured)

1,700

1,854

Series 2000 A, 6.5% 5/15/11

155

167

Series 2002 C, 5.5% 8/1/13

2,000

2,136

Series 2003 I, 5.75% 3/1/16 (Pre-Refunded to 3/1/13 @ 100) (g)

2,100

2,286

Series 2005 G, 5% 8/1/14

6,500

6,827

Series 2005 J, 5% 3/1/12

3,020

3,137

Series 2005 K, 5% 8/1/11

6,000

6,216

Series A, 5.25% 11/1/14 (MBIA Insured)

600

635

Series G, 5.25% 8/1/14 (AMBAC Insured)

1,000

1,051

Series J, 5.5% 6/1/19

2,315

2,471

Subseries 2005 F1, 5.25% 9/1/14

3,600

3,838

New York City Muni. Wtr. Fin. Auth. Wtr. & Swr. Sys. Rev. Series D:

5% 6/15/38

4,200

4,311

5% 6/15/39

1,600

1,641

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

New York - continued

New York City Transitional Fin. Auth. Rev.:

Series A:

5.5% 11/1/26 (b)

$ 4,490

$ 4,747

5.75% 2/15/16 (Pre-Refunded to 2/15/10 @ 101) (g)

30

32

6% 11/1/28 (b)

40,925

43,976

Series B, 5.25% 2/1/29 (b)

3,800

3,951

New York Dorm. Auth. Revs.:

(City Univ. Sys. Consolidation Proj.):

Series A:

5.75% 7/1/13

3,400

3,618

5.75% 7/1/13 (AMBAC Insured)

1,100

1,173

Series C, 7.5% 7/1/10

4,210

4,423

(Mental Health Svcs. Proj.) Series D, 5% 2/15/12 (FGIC Insured)

9,000

9,367

(New York & Presbyterian Hosp. Proj.) 4.4% 8/1/13 (AMBAC Insured)

185

185

(State Univ. Edl. Facilities Proj.) Series A, 5.25% 5/15/15 (MBIA Insured)

5,500

5,885

Series 2003 A, 5% 3/15/09

3,000

3,058

New York Envir. Facilities Corp. Clean Wtr. & Drinking Wtr. Series F:

4.875% 6/15/18

1,100

1,118

4.875% 6/15/20

2,200

2,236

5% 6/15/15

775

791

New York Metropolitan Transit Auth. Rev. Series 2005 C, 5.25% 11/15/14

1,000

1,069

New York Thruway Auth. Gen. Rev. Series 2005 G:

5% 1/1/32 (FSA Insured)

1,300

1,343

5.25% 1/1/27 (FSA Insured)

5,000

5,322

New York Urban Dev. Corp. Rev. (Correctional Cap. Facilities Proj.) Series A, 5.25% 1/1/14 (FSA Insured)

1,685

1,764

Tobacco Settlement Asset Securitization Corp. Series 1, 5.5% 7/15/24 (Pre-Refunded to 7/15/12 @ 100) (g)

7,875

8,230

Tobacco Settlement Fing. Corp.:

Series 2004 B1, 5% 6/1/09 (FGIC Insured)

3,745

3,834

Series A1:

5% 6/1/11

1,540

1,542

5.25% 6/1/21 (AMBAC Insured)

2,200

2,306

5.25% 6/1/22 (AMBAC Insured)

3,450

3,612

5.5% 6/1/14

3,200

3,284

5.5% 6/1/15

9,900

10,276

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

New York - continued

Tobacco Settlement Fing. Corp.: - continued

Series A1:

5.5% 6/1/16 (d)

$ 16,800

$ 17,414

5.5% 6/1/17

1,900

1,991

Series C1:

5.5% 6/1/14

3,900

4,003

5.5% 6/1/15

4,900

5,086

5.5% 6/1/16

1,600

1,677

5.5% 6/1/17

4,950

5,187

5.5% 6/1/18

5,165

5,467

5.5% 6/1/19

4,700

5,001

5.5% 6/1/20

800

850

5.5% 6/1/22

600

636

Triborough Bridge & Tunnel Auth. Revs. Series 2005 A, 5.125% 1/1/22

2,000

2,066

250,424

New York & New Jersey - 0.6%

Port Auth. of New York & New Jersey:

120th Series, 5.75% 10/15/13 (MBIA Insured) (f)

7,220

7,325

124th Series, 5% 8/1/13 (FGIC Insured) (f)

1,215

1,236

Port Auth. of New York & New Jersey Spl. Oblig. Rev. (JFK Int'l. Air Term. Spl. Proj.) Series 6, 6.25% 12/1/13 (MBIA Insured) (f)

4,100

4,543

13,104

North Carolina - 1.1%

Dare County Ctfs. of Prtn.:

5.25% 6/1/16 (AMBAC Insured)

1,580

1,678

5.25% 6/1/20 (AMBAC Insured)

1,520

1,604

North Carolina Ctfs. of Prtn. (Repair and Renovation Proj.) Series B, 5.25% 6/1/17

1,400

1,486

North Carolina Eastern Muni. Pwr. Agcy. Pwr. Sys. Rev.:

Series 1993 B, 7% 1/1/08 (MBIA Insured)

900

914

Series A:

5.5% 1/1/11

1,590

1,657

5.75% 1/1/26

1,000

1,037

Series B, 6.125% 1/1/09

2,220

2,288

Series C, 5.25% 1/1/10

2,630

2,698

Series D:

5.375% 1/1/10

3,360

3,456

6% 1/1/09

1,620

1,636

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

North Carolina - continued

North Carolina Infrastructure Fin. Corp. Ctfs. of Prtn. (North Carolina Correctional Facilities Proj.) Series A, 5% 2/1/17

$ 2,500

$ 2,598

North Carolina Med. Care Cmnty. Health (Memorial Mission Hosp. Proj.) 5% 10/1/18

1,975

2,049

23,101

North Dakota - 0.3%

Fargo Health Sys. Rev. Series A, 5.625% 6/1/15 (AMBAC Insured)

3,685

3,921

Ward County Health Care Facility Rev. (Trinity Med. Ctr. Proj.):

5% 7/1/12

1,000

1,023

5% 7/1/14

1,000

1,025

5,969

Ohio - 0.6%

Akron Bath Copley Hosp. District Rev. (Akron Gen. Health Systems Proj.) Series A, 5% 1/1/12

1,690

1,734

Franklin County Hosp. Rev. 5.5% 5/1/21 (Pre-Refunded to 5/1/11 @ 101) (g)

2,000

2,122

Indian Hill Exempt Village School District Hamilton County 5.5% 12/1/16 (Pre-Refunded to 12/1/11 @ 100) (g)

1,060

1,127

Lake County Hosp. Impt. Facilities Rev. (Lake Hosp. Sys., Inc. Proj.) 6.875% 8/15/11 (Escrowed to Maturity) (g)

2,600

2,740

Ohio Gen. Oblig. Series 2003 D, 2.45%, tender 9/14/07 (e)

1,350

1,346

Olentangy Local School District:

5.5% 12/1/15 (FSA Insured)

25

27

5.5% 12/1/15 (Pre-Refunded to 6/1/12 @ 100) (g)

975

1,040

Richland County Hosp. Facilities (MedCentral Health Sys. Proj.) Series B:

6.375% 11/15/22

500

533

6.375% 11/15/22 (Pre-Refunded to 11/15/10 @ 101) (g)

1,000

1,086

11,755

Oklahoma - 1.2%

Cherokee County Econ. Dev. Auth. Series A, 0% 11/1/11 (Escrowed to Maturity) (g)

1,000

836

Durant Cmnty. Facilities Auth. Sales Tax Rev. 5.5% 11/1/19 (XL Cap. Assurance, Inc. Insured)

1,050

1,129

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Oklahoma - continued

Grand River Dam Auth. Rev. 6.25% 6/1/11 (AMBAC Insured)

$ 7,360

$ 7,956

Midwest City Muni. Auth. Cap. Impt. Rev. 5.5% 6/1/10 (Escrowed to Maturity) (g)

2,335

2,392

Oklahoma City Pub. Property Auth. Hotel Tax Rev.:

5.5% 10/1/19 (FGIC Insured)

2,165

2,353

5.5% 10/1/20 (FGIC Insured)

1,550

1,681

Tulsa County Indl. Auth. Cap. Impts. Rev. Series 2006 D, 5.25% 1/1/11 (FSA Insured)

5,465

5,698

Tulsa County Indl. Auth. Health Care Rev. (Saint Francis Health Sys. Proj.):

5% 12/15/13

1,000

1,040

5% 12/15/14

850

886

23,971

Oregon - 0.2%

Oregon Dept. Administrative Svcs. Ctfs. of Prtn. Series B, 5% 5/1/09 (FSA Insured)

720

734

Tri-County Metropolitan Trans. District Rev. Series A:

5.75% 8/1/14 (Pre-Refunded to 8/1/10 @ 100) (g)

1,520

1,599

5.75% 8/1/17 (Pre-Refunded to 8/1/10 @ 100) (g)

1,950

2,051

4,384

Pennsylvania - 3.5%

Allegheny County Arpt. Rev. (Pittsburgh Int'l. Arpt. Proj.):

Series 97A, 5.75% 1/1/13 (MBIA Insured) (f)

3,500

3,737

Series A1, 5.75% 1/1/12 (MBIA Insured) (f)

1,210

1,284

Allegheny County Hosp. Dev. Auth. Rev.:

(UPMC Health Sys. Proj.) Series 1999 B, 4.55% 12/15/10 (AMBAC Insured)

1,330

1,342

(West Penn Allegheny Health Sys. Proj.) Series A, 5% 11/15/11

3,100

3,128

Annville-Cleona School District 5.5% 3/1/23 (FSA Insured)

1,300

1,406

Canon McMillan School District Series 2001 B, 5.75% 12/1/33 (FGIC Insured)

1,400

1,469

Central Dauphin School District Gen. Oblig. 7% 2/1/27 (Pre-Refunded to 2/1/16 @ 100) (g)

1,000

1,206

Clarion County Indl. Dev. Auth. Wtr. Facilities Rev. (Pennsylvania-American Wtr. Co. Proj.) 3.6%, tender 12/1/09 (AMBAC Insured) (e)(f)

5,665

5,550

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Pennsylvania - continued

Delaware County Auth. Hosp. Rev.:

(Crozer Keystone Oblig. Group Proj.):

Series A:

5% 12/15/12

$ 1,120

$ 1,147

5% 12/15/13

1,155

1,182

Series B, 5% 12/15/13

3,115

3,189

(Crozer-Keystone Health Sys. Proj.):

5.75% 12/15/13

785

834

5.75% 12/15/13 (Pre-Refunded to 12/15/11 @ 102) (g)

380

413

Easton Area School District Series 2005, 7.5% 4/1/21 (FSA Insured)

2,000

2,478

Mifflin County School District 7.5% 9/1/26 (XL Cap. Assurance, Inc. Insured) (c)

1,390

1,751

Montgomery County Higher Ed. & Health Auth. Hosp. Rev. (Abington Memorial Hosp. Proj.) Series A, 6% 6/1/22 (AMBAC Insured)

3,930

4,551

Pennsylvania Econ. Dev. Fing. Auth. Exempt Facilities Rev.:

(Amtrak Proj.) Series 2001 A:

6.125% 11/1/21 (f)

1,300

1,371

6.5% 11/1/16 (f)

1,100

1,175

(Shippingport Proj.) Series A, 4.35%, tender 6/1/10 (e)(f)

2,300

2,296

Pennsylvania Higher Edl. Facilities Auth. Rev. (UPMC Health Sys. Proj.) Series 2001 A, 6% 1/15/22

4,000

4,248

Pennsylvania Tpk. Commission Tpk. Rev. Series S, 5.625% 6/1/12 (FGIC Insured)

2,500

2,673

Philadelphia Gas Works Rev.:

(1998 Gen. Ordinance Proj.) 4th Series, 5.25% 8/1/16 (FSA Insured)

2,355

2,489

Fifth Series A1, 5% 9/1/33 (FSA Insured)

2,000

2,051

Series 17, 5.375% 7/1/20 (FSA Insured)

1,725

1,821

Philadelphia Gen. Oblig. Series 2003 A, 5% 2/15/12 (XL Cap. Assurance, Inc. Insured)

1,000

1,039

Philadelphia Muni. Auth. Rev. Series B, 5.25% 11/15/11 (FSA Insured)

3,360

3,521

Philadelphia School District Series B, 5% 4/1/11 (AMBAC Insured)

2,100

2,173

Pittsburgh Gen. Oblig. Series B, 5.25% 9/1/15 (FSA Insured)

3,000

3,230

Pittsburgh School District Series A, 5% 9/1/09 (MBIA Insured)

1,670

1,705

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Pennsylvania - continued

Pittsburgh Wtr. & Swr. Auth. Wtr. & Swr. Sys. Rev. 5.5% 9/1/14 (FSA Insured)

$ 2,290

$ 2,490

West Allegheny School District Series B, 5.25% 2/1/13 (FGIC Insured)

1,345

1,428

Wilson School District 5.25% 6/1/24 (XL Cap. Assurance, Inc. Insured) (c)

3,960

4,200

72,577

Puerto Rico - 0.6%

Puerto Rico Govt. Dev. Bank Series B, 5% 12/1/10

11,460

11,751

Rhode Island - 0.1%

Rhode Island Health & Edl. Bldg. Corp. Rev.:

(Lifespan Corp. Proj.) Series A, 5% 5/15/14 (FSA Insured)

2,000

2,097

(Univ. of Rhode Island Univ. Revs. Proj.) Series A, 5.5% 9/15/24 (AMBAC Insured)

630

679

2,776

South Carolina - 1.3%

Charleston County Hosp. Facilities (Care Alliance Health Services Proj.) Series A, 5.25% 8/15/11

1,765

1,817

Columbia Gen. Oblig. Ctfs. of Prtn. (Tourism Dev. Fee Pledge Proj.) Series 2003, 5.25% 6/1/18 (AMBAC Insured)

2,310

2,444

Greenville County Pub. Facilities Corp. Ctfs. of Prtn. (Courthouse and Detention Proj.) 5% 4/1/11 (AMBAC Insured)

1,565

1,622

Greenville County School District Installment Purp. Rev. 5% 12/1/10

1,700

1,748

Greenwood Fifty School Facilities Installment 5% 12/1/15

1,360

1,430

Lexington One School Facilities Corp. Rev. (Lexington County School District No. 1 Proj.) 5% 12/1/10

680

699

Scago Edl. Facilities Corp. for Colleton School District:

5% 12/1/15 (Radian Asset Assurance, Inc. Insured)

750

782

5% 12/1/19

2,040

2,121

South Carolina Jobs Econ. Dev. Auth. Hosp. Facilities Rev. (Palmetto Health Alliance Proj.) Series A, 7.125% 12/15/15 (Pre-Refunded to 12/15/10 @ 102) (g)

5,500

6,142

South Carolina Pub. Svc. Auth. Rev.:

Series 2005 B, 5% 1/1/10 (MBIA Insured)

3,000

3,076

Series A, 5.5% 1/1/14 (FGIC Insured)

1,300

1,404

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

South Carolina - continued

Sumter Two School Facilities, Inc. Rev.:

5% 12/1/15

$ 1,115

$ 1,168

5% 12/1/17

1,335

1,397

25,850

South Dakota - 0.3%

Minnehaha County Gen. Oblig.:

5.625% 12/1/16 (Pre-Refunded to 12/1/10 @ 100) (g)

2,000

2,102

5.625% 12/1/17 (Pre-Refunded to 12/1/10 @ 100) (g)

2,115

2,222

5.625% 12/1/18 (Pre-Refunded to 12/1/10 @ 100) (g)

2,350

2,467

6,791

Tennessee - 1.3%

Clarksville Natural Gas Acquisition Corp. Gas Rev.:

5% 12/15/10

5,000

5,146

5% 12/15/11

3,285

3,397

Knox County Health Edl. & Hsg. Facilities Board Hosp. Facilities Rev. (Fort Sanders Alliance Proj.) Series C:

5.25% 1/1/15 (MBIA Insured)

1,240

1,321

6.25% 1/1/13 (MBIA Insured)

1,700

1,874

7.25% 1/1/10 (MBIA Insured)

8,000

8,596

Memphis-Shelby County Arpt. Auth. Arpt. Rev. Series A:

5% 9/1/10 (MBIA Insured)

1,755

1,812

5% 9/1/11 (MBIA Insured)

1,835

1,903

5% 9/1/13 (MBIA Insured)

2,010

2,102

Shelby County Health Edl. & Hsg. Facility Board Hosp. Rev. (Methodist Health Care Proj.) 5.5% 4/1/09 (MBIA Insured)

1,100

1,124

27,275

Texas - 14.1%

Alamo Cmnty. College District:

5% 8/15/17 (FGIC Insured)

3,100

3,287

5.625% 8/15/16 (FGIC Insured)

3,115

3,446

Austin Cmnty. College District Rev. (Convention Ctr. Proj.) Series B, 0% 2/1/22 (AMBAC Insured)

1,335

678

Austin Convention Enterprises, Inc. (Convention Ctr. Proj.):

Series 2006 B, 6% 1/1/16

1,750

1,866

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Texas - continued

Austin Convention Enterprises, Inc. (Convention Ctr. Proj.): - continued

Series B:

6% 1/1/18

$ 1,000

$ 1,066

6% 1/1/19

1,335

1,419

Austin Independent School District 5.25% 8/1/11

3,515

3,677

Austin Util. Sys. Rev.:

Series 1992 A, 0% 11/15/10 (MBIA Insured)

5,200

4,534

0% 11/15/12 (AMBAC Insured)

5,645

4,520

0% 5/15/17 (FGIC Insured)

1,900

1,230

Austin Wtr. & Wastewtr. Sys. Rev.:

Series A, 5% 5/15/31 (AMBAC Insured)

2,100

2,159

5% 11/15/10 (MBIA Insured)

1,735

1,793

Bexar Metropolitan Wtr. District Wtrwks. Sys. Rev.:

5.375% 5/1/15 (FSA Insured)

175

185

5.375% 5/1/15 (Pre-Refunded to 5/1/12 @ 100) (g)

1,190

1,260

5.375% 5/1/16 (FSA Insured)

185

195

5.375% 5/1/16 (Pre-Refunded to 5/1/12 @ 100) (g)

1,240

1,313

5.375% 5/1/17 (FSA Insured)

195

206

Birdville Independent School District:

0% 2/15/12

4,150

3,422

5% 2/15/10

1,200

1,231

Boerne Independent School District 5.25% 2/1/35

1,300

1,351

Bryan Wtrwks. & Swr. Sys. Rev. 5.5% 7/1/11 (FSA Insured)

1,500

1,583

Cedar Hill Independent School District 0% 8/15/07

1,270

1,264

Clint Independent School District:

5.5% 8/15/18

190

201

5.5% 8/15/18 (Pre-Refunded to 8/15/12 @ 100) (g)

810

865

Comal Independent School District (School Bldg. Proj.) 5% 2/1/33

1,500

1,531

Corpus Christi Gen. Oblig. 5% 3/1/10 (AMBAC Insured)

1,565

1,606

Cypress-Fairbanks Independent School District:

Series A, 0% 2/15/16

3,640

2,492

5.75% 2/15/17 (Pre-Refunded to 2/15/12 @ 100) (g)

1,500

1,608

Dallas Independent School District Series 2005, 5.25% 8/15/11

2,000

2,093

Del Valle Independent School District 5.5% 2/1/11

1,350

1,416

Denton Independent School District 5% 8/15/33

5,300

5,400

DeSoto Independent School District 0% 8/15/18

2,195

1,321

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Texas - continued

Fort Worth Independent School District 5% 2/15/12

$ 1,500

$ 1,559

Fort Worth Wtr. & Swr. Rev. Series A, 5% 2/15/11 (FSA Insured)

2,000

2,068

Gainesville Independent School District 5.25% 2/15/36

1,035

1,086

Garland Independent School District:

Series A, 5% 2/15/10

1,000

1,026

5.5% 2/15/12

2,180

2,262

Garland Wtr. & Swr. Rev. 5.25% 3/1/20 (AMBAC Insured)

1,170

1,230

Harlandale Independent School District:

5.5% 8/15/35

15

16

5.5% 8/15/35 (Pre-Refunded to 8/15/10 @ 100) (g)

1,385

1,448

Harris County Gen. Oblig.:

(Toll Road Proj.) 0% 10/1/14 (MBIA Insured)

8,530

6,269

Series A, 5.25% 8/15/35 (Pre-Refunded to 8/15/10 @ 100) (g)

4,600

4,777

0% 10/1/16 (MBIA Insured)

6,180

4,130

5.375% 8/15/23 (Pre-Refunded to 8/15/12 @ 100) (g)

1,800

1,912

Harris County Health Facilities Dev. Corp. Rev. (Saint Luke's Episcopal Hosp. Proj.) Series 2001 A:

5.625% 2/15/14 (Pre-Refunded to 8/15/11 @ 100) (g)

2,500

2,654

5.625% 2/15/15 (Pre-Refunded to 8/15/11 @ 100) (g)

2,680

2,846

Houston Area Wtr. Corp. Contract Rev. (Northeast Wtr. Purification Proj.):

5.5% 3/1/15 (Pre-Refunded to 3/1/12 @ 100) (g)

1,000

1,062

5.5% 3/1/18 (Pre-Refunded to 3/1/12 @ 100) (g)

1,140

1,211

Houston Arpt. Sys. Rev.:

(Automated People Mover Proj.) Series A, 5.375% 7/15/11 (FSA Insured) (f)

3,300

3,304

Series B, 5.5% 7/1/30 (FSA Insured)

3,900

4,023

Houston Gen. Oblig. Series A, 5.25% 3/1/13

250

255

Houston Independent School District:

Series A, 0% 8/15/11

13,740

11,577

0% 8/15/10 (AMBAC Insured)

2,200

1,938

0% 8/15/15

2,000

1,404

Houston Wtr. & Swr. Sys. Rev. Series C:

0% 12/1/10 (AMBAC Insured)

2,600

2,263

0% 12/1/11 (AMBAC Insured)

8,250

6,881

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Texas - continued

Humble Independent School District:

0% 2/15/10

$ 2,320

$ 2,086

0% 2/15/16

1,250

859

0% 2/15/17

1,400

916

Irving Independent School District Series A, 0% 2/15/16

1,035

705

Keller Independent School District:

Series 1996 A, 0% 8/15/17

1,020

649

Series A, 0% 8/15/12

1,590

1,283

Kermit Independent School District 5.25% 12/15/32

2,400

2,535

Klein Independent School District Series A:

5% 8/1/13

1,455

1,525

5% 8/1/14

5,110

5,380

La Joya Independent School District 5.75% 2/15/17 (Pre-Refunded to 2/15/10 @ 100) (g)

2,200

2,299

Lamar Consolidated Independent School District 5.25% 2/15/14

305

308

Laredo Gen. Oblig. 5.125% 8/15/11 (FGIC Insured)

2,225

2,278

Lewisville Independent School District 0% 8/15/08

5,000

4,798

Liberty Hill Independent School District (School Bldg. Proj.) 5.25% 8/1/35

3,400

3,567

Lower Colorado River Auth. Rev. 0% 1/1/09 (Escrowed to Maturity) (g)

615

580

Lower Colorado River Auth. Transmission Contract Rev.:

(LCRA Transmission Services Corp. Proj.) Series C, 5.25% 5/15/21 (AMBAC Insured)

2,405

2,528

(Transmission Services Corp. Proj.) 5% 5/15/33 (AMBAC Insured)

2,200

2,255

Mansfield Independent School District:

5.5% 2/15/13

230

241

5.5% 2/15/13 (Pre-Refunded to 2/15/11 @ 100) (g)

1,345

1,414

5.5% 2/15/14

330

346

5.5% 2/15/14 (Pre-Refunded to 2/15/11 @ 100) (g)

1,950

2,050

5.5% 2/15/15

25

26

5.5% 2/15/15 (Pre-Refunded to 2/15/12 @ 100) (g)

2,245

2,383

5.5% 2/15/16

35

37

5.5% 2/15/16 (Pre-Refunded to 2/15/12 @ 100) (g)

3,415

3,626

5.5% 2/15/18

145

152

5.5% 2/15/18 (Pre-Refunded to 2/15/11 @ 100) (g)

855

899

5.5% 2/15/19

370

387

5.5% 2/15/19 (Pre-Refunded to 2/15/11 @ 100) (g)

2,160

2,271

Mesquite Independent School District 5.375% 8/15/11

430

437

Midway Independent School District 0% 8/15/19

1,400

803

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Texas - continued

Montgomery County Gen. Oblig. Series A:

5.625% 3/1/19 (FSA Insured)

$ 520

$ 551

5.625% 3/1/19 (Pre-Refunded to 3/1/12 @ 100) (g)

3,480

3,715

Mount Pleasant Independent School District 5.5% 2/15/17 (Pre-Refunded to 8/15/11 @ 100) (g)

1,010

1,068

Navasota Independent School District:

5.25% 8/15/34 (FGIC Insured)

1,000

1,046

5.5% 8/15/26 (FGIC Insured)

1,225

1,315

New Braunfels Independent School District 5.5% 2/1/15

1,135

1,188

North Central Health Facilities Dev. Corp. Rev. Series 1997 B, 5.75% 2/15/15 (Escrowed to Maturity) (g)

2,520

2,789

North Texas Tollway Auth. Dallas North Tollway Sys. Rev. Series A, 5% 1/1/28 (AMBAC Insured)

3,300

3,383

Northside Independent School District:

Series A, 5.25% 2/15/17

2,975

3,110

5.5% 2/15/13

1,090

1,143

5.5% 2/15/13 (Pre-Refunded to 2/15/11 @ 100) (g)

1,220

1,283

5.5% 2/15/16 (Pre-Refunded to 2/15/11 @ 100) (g)

530

557

Pearland Independent School District Series A, 5.875% 2/15/19 (Pre-Refunded to 2/15/11 @ 100) (g)

1,000

1,064

Pflugerville Independent School District:

5.75% 8/15/14 (Pre-Refunded to 8/15/10 @ 100) (g)

1,000

1,053

5.75% 8/15/17 (Pre-Refunded to 8/15/10 @ 100) (g)

500

527

Prosper Independent School District 5.125% 8/15/30

1,400

1,449

Red River Ed. Fin. Corp. Ed. Rev. (Hockaday School Proj.) 5.75% 5/15/19 (Pre-Refunded to 5/15/10 @ 100) (g)

1,210

1,269

Rockwall Independent School District:

5.375% 2/15/17

20

21

5.375% 2/15/17 (Pre-Refunded to 2/15/12 @ 100) (g)

1,025

1,083

5.375% 2/15/18

25

26

5.375% 2/15/18 (Pre-Refunded to 2/15/12 @ 100) (g)

1,345

1,421

5.625% 2/15/11

3,865

4,073

Round Rock Independent School District:

Series 2001 A:

5.5% 8/1/13 (Pre-Refunded to 8/1/11 @ 100) (g)

1,940

2,051

5.5% 8/1/15 (Pre-Refunded to 8/1/11 @ 100) (g)

1,510

1,597

5.375% 8/1/15 (Pre-Refunded to 8/1/12 @ 100) (g)

1,000

1,062

5.375% 8/1/17 (Pre-Refunded to 8/1/12 @ 100) (g)

1,050

1,115

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Texas - continued

San Antonio Elec. & Gas Sys. Rev.:

5.375% 2/1/17

$ 3,495

$ 3,673

5.375% 2/1/17 (Pre-Refunded to 2/1/12 @ 100) (g)

2,505

2,643

5.75% 2/1/11 (Escrowed to Maturity) (g)

1,410

1,462

San Antonio Muni. Drainage Util. Sys. Rev.:

5.25% 2/1/13 (MBIA Insured)

1,740

1,843

5.25% 2/1/14 (MBIA Insured)

1,835

1,958

San Antonio Wtr. Sys. Rev. Series A, 5% 5/15/32 (FSA Insured)

700

714

San Marcos Consolidated Independent School District 5.25% 8/1/21 (Pre-Refunded to 8/1/14 @ 100) (g)

3,650

3,912

Snyder Independent School District 5.25% 2/15/26 (AMBAC Insured)

1,350

1,424

South San Antonio Independent School District 5% 8/15/35

1,000

1,023

Southwest Higher Ed. Auth. Rev. (Southern Methodist Univ. Proj.) 5.5% 10/1/12 (AMBAC Insured)

2,905

3,105

Spring Branch Independent School District:

5.375% 2/1/14

1,065

1,111

5.375% 2/1/14 (Pre-Refunded to 2/1/11 @ 100) (g)

1,635

1,711

5.375% 2/1/18

480

499

Tarrant County Cultural Ed. Facilities Fin. Corp. Rev.:

(Air Force Village Proj.) 5% 5/15/10

1,000

1,018

(Texas Health Resources Proj.) Series A, 5% 2/15/14

1,800

1,867

Texas Gen. Oblig. (College Student Ln. Prog.):

5.25% 8/1/09 (f)

6,885

7,053

5.375% 8/1/10 (f)

1,915

1,984

Texas Muni. Pwr. Agcy. Rev. 0% 9/1/16 (MBIA Insured)

2,200

1,472

Texas Pub. Fin. Auth. Rev.:

(Bldg. and Procurement Commission Proj.) Series A, 5% 2/1/10 (AMBAC Insured)

1,000

1,026

(Stephen F. Austin State Univ. Proj.) 5% 10/15/14 (MBIA Insured)

1,300

1,375

Texas State Univ. Sys. Fing. Rev. 5% 3/15/12 (FSA Insured)

2,000

2,083

Texas Tpk. Auth. Central Texas Tpk. Sys. Rev. 5.75% 8/15/38 (AMBAC Insured)

10,110

10,776

Texas Wtr. Dev. Board Rev.:

Series A, 5.5% 7/15/21

1,700

1,743

Series B, 5.625% 7/15/21

2,010

2,078

Town Ctr. Impt. District Sales & Hotel Occupancy Tax 5.625% 3/1/18 (FGIC Insured)

2,280

2,396

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Texas - continued

Tyler Health Facilities Dev. Corp. Hosp. Rev. (Mother Frances Hosp. Reg'l. Health Care Ctr. Proj.) 5.25% 7/1/10

$ 4,080

$ 4,180

Waxahachie Independent School District:

0% 8/15/14

1,460

1,075

0% 8/15/20 (Pre-Refunded to 8/15/10 @ 51.59) (g)

4,780

2,175

0% 8/15/21 (Pre-Refunded to 8/15/10 @ 48.18) (g)

3,860

1,641

White Settlement Independent School District 5.75% 8/15/34

1,250

1,332

Williamson County Gen. Oblig. 5.5% 2/15/19 (FSA Insured)

35

37

Wylie Independent School District 0% 8/15/20

1,000

545

Ysleta Independent School District 0% 8/15/11

1,100

927

287,862

Utah - 0.4%

Intermountain Pwr. Agcy. Series B, 5.75% 7/1/16 (MBIA Insured)

370

377

Salt Lake County Hosp. Rev. (IHC Health Svcs., Inc. Proj.) 5.5% 5/15/12 (AMBAC Insured)

5,000

5,286

Utah Muni. Pwr. Agcy. Elec. Sys. Rev. Series A, 5% 7/1/10 (AMBAC Insured)

2,740

2,822

8,485

Vermont - 0.2%

Vermont Edl. & Health Bldg. Fing. Agcy. Rev. (Fletcher Allen Health Care, Inc. Proj.) Series 2000 A:

5.75% 12/1/18 (AMBAC Insured)

1,200

1,269

6.125% 12/1/27 (AMBAC Insured)

2,800

2,992

4,261

Virginia - 0.3%

Amelia County Indl. Dev. Auth. Solid Waste Disp. Rev. (Waste Mgmt., Inc. Proj.) 4.05%, tender 4/1/08 (e)(f)

1,700

1,697

Arlington County Indl. Dev. Auth. Resource Recovery Rev. (Alexandria/Arlington Waste Proj.) Series B, 5.375% 1/1/11 (FSA Insured) (f)

2,750

2,811

Virginia Hsg. Dev. Auth. Multi-family Hsg. Rev. Series I, 5.85% 5/1/08 (f)

1,370

1,376

5,884

Washington - 4.1%

Central Puget Sound Reg'l. Trans. Auth. Sales & Use Tax Rev. Series 2007 A, 5% 11/1/27 (AMBAC Insured)

1,500

1,547

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Washington - continued

Chelan County Pub. Util. District #1 Columbia River-Rock Island Hydro-Elec. Sys. Rev. Series A:

0% 6/1/17 (MBIA Insured)

$ 2,800

$ 1,788

0% 6/1/24 (MBIA Insured)

1,525

685

Chelan County Pub. Util. District #1 Rev. Series 2005 A, 5.125%, tender 7/1/15 (FGIC Insured) (e)(f)

1,000

1,036

Chelan County School District #246, Wenatchee 5.5% 12/1/19 (FSA Insured)

1,300

1,375

Clark County Pub. Util. District #1 Elec. Rev.:

Series B:

5.25% 1/1/10 (FSA Insured)

1,630

1,681

5.25% 1/1/11 (FSA Insured)

1,715

1,785

5% 1/1/10 (MBIA Insured)

2,000

2,051

Clark County School District #37, Vancouver Series C, 0% 12/1/19 (FGIC Insured)

3,000

1,700

Cowlitz County Gen. Oblig. 5.5% 11/1/11 (Pre-Refunded to 11/1/09 @ 100) (g)

460

477

Energy Northwest Elec. Rev. (#1 Proj.):

Series 2006 A, 5% 7/1/13

5,000

5,231

Series 2006 B, 6% 7/1/17 (MBIA Insured)

4,000

4,338

Franklin County Pub. Util. District #001 Elec. Rev.:

5.625% 9/1/21 (MBIA Insured)

145

154

5.625% 9/1/21 (Pre-Refunded to 9/1/12 @ 100) (g)

1,855

1,992

Grant County Pub. Util. District #2 Wanapum Hydro Elec. Rev.:

Second Series B, 5.25% 1/1/14 (MBIA Insured) (f)

1,235

1,273

Series B, 5.25% 1/1/16 (FGIC Insured) (f)

1,000

1,048

Port of Seattle Rev. Series B, 5.5% 9/1/08 (FGIC Insured) (f)

3,750

3,820

Snohomish County Pub. Hosp. District #2 (Stevens Health Care Proj.) 4.5% 12/1/09 (FGIC Insured)

855

865

Spokane Pub. Facilities District Hotel/Motel Tax & Sales/Use Tax Rev.:

5.75% 12/1/18 (MBIA Insured)

1,000

1,089

5.75% 12/1/20 (MBIA Insured)

1,000

1,085

Tumwater School District #33, Thurston County Series 1996 B:

0% 12/1/11 (FGIC Insured)

6,415

5,365

0% 12/1/12 (FGIC Insured)

6,830

5,476

Washington Gen. Oblig.:

(Convention & Trade Ctr. Proj.) Series AT5, 0% 8/1/12 (MBIA Insured)

2,025

1,636

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Washington - continued

Washington Gen. Oblig.: - continued

Series 2001 C:

5.25% 1/1/16

$ 3,000

$ 3,110

5.25% 1/1/26 (FSA Insured)

2,200

2,278

Series R 97A, 0% 7/1/19 (MBIA Insured)

3,440

2,013

Washington Health Care Facilities Auth. Rev.:

(Providence Health Systems Proj.) Series 2001 A, 5.5% 10/1/13 (MBIA Insured)

3,065

3,224

(Swedish Health Svcs. Proj.) 5.5% 11/15/12 (AMBAC Insured)

3,000

3,089

Washington Pub. Pwr. Supply Sys. Nuclear Proj. #2 Rev. Series A, 5% 7/1/12 (FSA Insured)

3,500

3,607

Washington Pub. Pwr. Supply Sys. Nuclear Proj. #3 Rev. Series B:

0% 7/1/10

16,000

14,123

0% 7/1/10

2,250

1,986

0% 7/1/12 (MBIA Insured)

4,000

3,243

84,170

West Virginia - 0.3%

Kanawha/Putnam County, Huntington/Charlestown City Series 1984 A, 0% 12/1/16 (Escrowed to Maturity) (g)

1,100

729

West Virginia Commissioner of Hwys. Spl. Oblig. Series A, 5% 9/1/12 (FSA Insured)

1,500

1,567

West Virginia State School Bldg. Auth. Rev. Series A, 5% 7/1/14 (FGIC Insured)

2,815

2,971

5,267

Wisconsin - 0.9%

Badger Tobacco Asset Securitization Corp. 6.125% 6/1/27

2,065

2,175

Menasha Joint School District:

5.5% 3/1/19 (g)

970

1,022

5.5% 3/1/19 (FSA Insured)

60

63

Wisconsin Gen. Oblig. Series D, 5.4% 5/1/20 (Pre-Refunded to 5/1/11 @ 100) (g)

1,000

1,048

Wisconsin Health & Edl. Facilities Auth. Rev.:

(Marshfield Clinic Proj.) Series 2006 A, 5% 2/15/14

850

869

(Wheaton Franciscan Healthcare Proj.) Series 2006 A, 5% 8/15/12

4,795

4,888

(Wheaton Franciscan Svcs., Inc. Proj.):

Series A, 5.5% 8/15/14

1,775

1,851

Municipal Bonds - continued

Principal Amount (000s)

Value
(000s)

Wisconsin - continued

Wisconsin Health & Edl. Facilities Auth. Rev.: - continued

(Wheaton Franciscan Svcs., Inc. Proj.):

5.75% 8/15/12 (Pre-Refunded to 2/15/12 @ 101) (g)

$ 1,760

$ 1,862

6% 8/15/14 (Pre-Refunded to 2/15/12 @ 101) (g)

1,000

1,090

6% 8/15/16 (Pre-Refunded to 2/15/12 @ 101) (g)

1,000

1,090

6.25% 8/15/22 (Pre-Refunded to 2/15/12 @ 101) (g)

1,600

1,761

17,719

TOTAL INVESTMENT PORTFOLIO - 99.6%

(Cost $2,034,070)

2,038,140

NET OTHER ASSETS - 0.4%

7,922

NET ASSETS - 100%

$ 2,046,062

Futures Contracts

Expiration Date

Underlying Face Amount at Value
(000s)

Unrealized Appreciation/
(Depreciation) (000s)

Sold

Equity Index Contracts

75 U.S. Treasury 20-Year Bond Contracts

Sept. 2007

$ 8,081

$ 119

The face value of futures sold as a percentage of net assets - 0.4%

Swap Agreements

Expiration Date

Notional Amount (000s)

Value
(000s)

Interest Rate Swaps

Receive quarterly a fixed rate equal to 3.4% and pay quarterly a floating rate based on BMA Municipal Swap Index with Merrill Lynch, Inc.

June 2012

$ 50,000

$ (681)

Receive quarterly a floating rate based on BMA Municipal Swap Index and pay quarterly a fixed rate equal to 4.044% with Merrill Lynch, Inc.

June 2038

12,000

490

Receive quarterly a floating rate based on BMA Municipal Swap Index and pay quarterly a fixed rate equal to 4.074% with Merrill Lynch, Inc.

Jan. 2038

10,000

342

Receive semi-annually a fixed rate equal to 5.419% and pay quarterly a floating rate based on 3-month LIBOR with Morgan Stanley, Inc.

Jan. 2038

7,700

(436)

$ 79,700

$ (285)

Legend

(a) Security initially issued in zero coupon form which converts to coupon form at a specified rate and date. The rate shown is the rate at period end.

(b) Security initially issued at one coupon which converts to a higher coupon at a specified date. The rate shown is the rate at period end.

(c) Security or a portion of the security purchased on a delayed delivery or when-issued basis.

(d) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $197,000.

(e) The coupon rate shown on floating or adjustable rate securities represents the rate at period end.

(f) Private activity obligations whose interest is subject to the federal alternative minimum tax for individuals.

(g) Security collateralized by an amount sufficient to pay interest and principal.

Other Information

The distribution of municipal securities by revenue source, as a percentage of total net assets, is as follows:

General Obligations

36.7%

Escrowed/Pre-Refunded

14.0%

Special Tax

10.7%

Electric Utilities

9.9%

Transportation

9.9%

Health Care

8.5%

Others* (individually less than 5%)

10.3%

100.0%

*Includes net other assets

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)

June 30, 2007 (Unaudited)

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $2,034,070)

$ 2,038,140

Cash

3,524

Receivable for fund shares sold

1,073

Interest receivable

27,330

Prepaid expenses

5

Other receivables

151

Total assets

2,070,223

Liabilities

Payable for investments purchased
Regular delivery

$ 1,158

Delayed delivery

18,176

Payable for fund shares redeemed

1,549

Distributions payable

1,820

Swap agreements, at value

285

Accrued management fee

534

Distribution fees payable

4

Payable for daily variation on futures contracts

73

Other affiliated payables

527

Other payables and accrued expenses

35

Total liabilities

24,161

Net Assets

$ 2,046,062

Net Assets consist of:

Paid in capital

$ 2,041,188

Undistributed net investment income

179

Accumulated undistributed net realized gain (loss) on investments

791

Net unrealized appreciation (depreciation) on investments

3,904

Net Assets

$ 2,046,062

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)

June 30, 2007 (Unaudited)

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($3,169.34 ÷ 323.16 shares)

$ 9.81

Maximum offering price per share (100/96.00 of $9.81)

$ 10.22

Class T:
Net Asset Value
and redemption price per share
($4,253.75 ÷ 433.85 shares)

$ 9.80

Maximum offering price per share (100/96.00 of $9.80)

$ 10.21

Class B:
Net Asset Value
and offering price per share
($393.62 ÷ 40.13 shares)A

$ 9.81

Class C:
Net Asset Value
and offering price per share
($2,234.39 ÷ 227.73 shares)A

$ 9.81

Intermediate Municipal Income:
Net Asset Value
, offering price and redemption price per share ($1,969,873.89 ÷ 200,916.53 shares)

$ 9.80

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($66,136.57 ÷ 6,738.75 shares)

$ 9.81

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Statement of Operations

Amounts in thousands

Six months ended June 30, 2007 (Unaudited)

Investment Income

Interest

$ 43,747

Expenses

Management fee

$ 3,223

Transfer agent fees

852

Distribution fees

18

Accounting fees and expenses

188

Custodian fees and expenses

15

Independent trustees' compensation

3

Registration fees

63

Audit

33

Legal

6

Miscellaneous

11

Total expenses before reductions

4,412

Expense reductions

(433)

3,979

Net investment income

39,768

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers

1,091

Futures contracts

32

Swap agreements

(67)

Total net realized gain (loss)

1,056

Change in net unrealized appreciation (depreciation) on:

Investment securities

(33,753)

Futures contracts

119

Swap agreements

(129)

Total change in net unrealized appreciation (depreciation)

(33,763)

Net gain (loss)

(32,707)

Net increase (decrease) in net assets resulting from operations

$ 7,061

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

Amounts in thousands

Six months ended June 30, 2007
(Unaudited)

Year ended
December 31, 2006

Increase (Decrease) in Net Assets

Operations

Net investment income

$ 39,768

$ 78,449

Net realized gain (loss)

1,056

2,664

Change in net unrealized appreciation (depreciation)

(33,763)

(1,270)

Net increase (decrease) in net assets resulting
from operations

7,061

79,843

Distributions to shareholders from net investment income

(39,869)

(78,385)

Distributions to shareholders from net realized gain

(2,071)

(640)

Total distributions

(41,940)

(79,025)

Share transactions - net increase (decrease)

20,083

117,860

Redemption fees

54

20

Total increase (decrease) in net assets

(14,742)

118,698

Net Assets

Beginning of period

2,060,804

1,942,106

End of period (including undistributed net investment income of $179 and undistributed net investment income of $374, respectively)

$ 2,046,062

$ 2,060,804

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class A

Six months ended
June 30, 2007

Years ended
December 31,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 9.97

$ 9.97

$ 9.96

Income from Investment Operations

Net investment income E

.178

.365

.060

Net realized and unrealized gain (loss)

(.149)

.003

.051

Total from investment operations

.029

.368

.111

Distributions from net investment income

(.179)

(.365)

(.061)

Distributions from net realized gain

(.010)

(.003)

(.040)

Total distributions

(.189)

(.368)

(.101)

Redemption fees added to paid in capital E, J

-

-

-

Net asset value, end of period

$ 9.81

$ 9.97

$ 9.97

Total Return B, C, D

.29%

3.77%

1.12%

Ratios to Average Net Assets I

Expenses before reductions

.66% A

.63% F

.61% A, F

Expenses net of fee waivers, if any

.66% A

.63% F

.61% A, F

Expenses net of all reductions

.62% A

.50% F

.60% A, F

Net investment income

3.64% A

3.71%

3.55% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 3,169

$ 1,811

$ 101

Portfolio turnover rate

20% A

24% G

24% G

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period October 31, 2005 (commencement of sale of shares) to December 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.001 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class T

Six months ended
June 30, 2007

Years ended
December 31,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 9.97

$ 9.97

$ 9.96

Income from Investment Operations

Net investment income E

.177

.358

.050

Net realized and unrealized gain (loss)

(.159)

.004

.059

Total from investment operations

.018

.362

.109

Distributions from net investment income

(.178)

(.359)

(.059)

Distributions from net realized gain

(.010)

(.003)

(.040)

Total distributions

(.188)

(.362)

(.099)

Redemption fees added to paid in capital E, J

-

-

-

Net asset value, end of period

$ 9.80

$ 9.97

$ 9.97

Total Return B, C, D

.17%

3.71%

1.10%

Ratios to Average Net Assets I

Expenses before reductions

.69% A

.68% F

.78% A, F

Expenses net of fee waivers, if any

.69% A

.68% F

.78% A, F

Expenses net of all reductions

.65% A

.59% F

.76% A, F

Net investment income

3.60% A

3.62%

3.38% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 4,254

$ 4,408

$ 411

Portfolio turnover rate

20% A

24% G

24% G

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period October 31, 2005 (commencement of sale of shares) to December 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.001 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class B

Six months ended
June 30, 2007

Years ended
December 31,

(Unaudited)

2006

2005

Selected Per-Share Data

Net asset value, beginning of period

$ 9.97

$ 9.97

$ 9.96 H

Income from Investment Operations

Net investment income E

.143

.294

.047

Net realized and unrealized gain (loss)

(.150)

.002

.051

Total from investment operations

(.007)

.296

.098

Distributions from net investment income

(.143)

(.293)

(.048)

Distributions from net realized gain

(.010)

(.003)

(.040)

Total distributions

(.153)

(.296)

(.088)

Redemption fees added to paid in capital E, J

-

-

-

Net asset value, end of period

$ 9.81

$ 9.97

$ 9.97

Total Return B, C, D

(.07)%

3.02%

.99%

Ratios to Average Net Assets I

Expenses before reductions

1.38% A

1.35% F

1.37% A, F

Expenses net of fee waivers, if any

1.38% A

1.35% F

1.37% A, F

Expenses net of all reductions

1.34% A

1.25% F

1.35% A, F

Net investment income

2.92% A

2.97%

2.79% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 394

$ 304

$ 101

Portfolio turnover rate

20% A

24% G

24% G

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period October 31, 2005 (commencement of sale of shares) to December 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.001 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class C

Six months ended
June 30, 2007

Years ended
December 31,

(Unaudited)

2006

2005 H

Selected Per-Share Data

Net asset value, beginning of period

$ 9.98

$ 9.97

$ 9.96

Income from Investment Operations

Net investment income E

.140

.285

.046

Net realized and unrealized gain (loss)

(.159)

.012

.051

Total from investment operations

(.019)

.297

.097

Distributions from net investment income

(.141)

(.284)

(.047)

Distributions from net realized gain

(.010)

(.003)

(.040)

Total distributions

(.151)

(.287)

(.087)

Redemption fees added to paid in capital E, J

-

-

-

Net asset value, end of period

$ 9.81

$ 9.98

$ 9.97

Total Return B, C, D

(.20)%

3.03%

.98%

Ratios to Average Net Assets I

Expenses before reductions

1.43% A

1.43% F

1.47% A, F

Expenses net of fee waivers, if any

1.43% A

1.43% F

1.47% A, F

Expenses net of all reductions

1.39% A

1.34% F

1.45% A, F

Net investment income

2.86% A

2.88%

2.69% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 2,234

$ 1,365

$ 101

Portfolio turnover rate

20% A

24% G

24% G

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period October 31, 2005 (commencement of sale of shares) to December 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.001 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Intermediate Municipal Income

Six months ended
June 30, 2007

Years ended December 31,

(Unaudited)

2006

2005

2004

2003

2002

Selected Per-Share Data

Net asset value, beginning of period

$ 9.97

$ 9.97

$ 10.15

$ 10.21

$ 10.23

$ 9.85

Income from Investment Operations

Net investment
income D

.190

.385

.385

.395

.410

.427

Net realized and unrealized gain (loss)

(.159)

.002

(.131)

(.022)

.120

.444

Total from investment operations

.031

.387

.254

.373

.530

.871

Distributions from net investment income

(.191)

(.384)

(.384)

(.395)

(.410)

(.431)

Distributions from net realized gain

(.010)

(.003)

(.050)

(.038)

(.140)

(.060)

Total distributions

(.201)

(.387)

(.434)

(.433)

(.550)

(.491)

Redemption fees added to paid in capital D, H

-

-

-

-

-

-

Net asset value,
end of period

$ 9.80

$ 9.97

$ 9.97

$ 10.15

$ 10.21

$ 10.23

Total Return B, C

.30%

3.97%

2.56%

3.74%

5.30%

9.02%

Ratios to Average Net Assets G

Expenses before reductions

.43% A

.43% E

.43% E

.43% E

.44% E

.45% E

Expenses net of fee waivers, if any

.43% A

.43% E

.42% E

.43% E

.44% E

.45% E

Expenses net of all reductions

.38% A

.34% E

.36% E

.42% E

.43% E

.42% E

Net investment
income

3.87% A

3.88%

3.82%

3.89%

4.00%

4.24%

Supplemental Data

Net assets,
end of period
(in millions)

$ 1,970

$ 2,026

$ 1,941

$ 1,813

$ 1,798

$ 1,758

Portfolio turnover rate

20% A

24% F

24% F

26% F

31% F

31% F

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.001 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Institutional Class

Six months ended
June 30, 2007

Years ended
December 31,

(Unaudited)

2006

2005 G

Selected Per-Share Data

Net asset value, beginning of period

$ 9.98

$ 9.97

$ 9.96

Income from Investment Operations

Net investment income D

.187

.382

.061

Net realized and unrealized gain (loss)

(.157)

.014

.052

Total from investment operations

.030

.396

.113

Distributions from net investment income

(.190)

(.383)

(.063)

Distributions from net realized gain

(.010)

(.003)

(.040)

Total distributions

(.200)

(.386)

(.103)

Redemption fees added to paid in capital D, I

-

-

-

Net asset value, end of period

$ 9.81

$ 9.98

$ 9.97

Total Return B, C

.29%

4.06%

1.14%

Ratios to Average Net Assets H

Expenses before reductions

.44% A

.49% E

.48% A, E

Expenses net of fee waivers, if any

.44% A

.49% E

.48% A, E

Expenses net of all reductions

.40% A

.36% E

.47% A, E

Net investment income

3.85% A

3.86%

3.68% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 66,137

$ 26,548

$ 179

Portfolio turnover rate

20% A

24% F

24% F

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period October 31, 2005 (commencement of sale of shares) to December 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.001 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Notes to Financial Statements

For the period ended June 30, 2007 (Unaudited)

1. Organization.

Fidelity Intermediate Municipal Income Fund (the Fund) is a fund of Fidelity School Street Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The Fund offers Class A, Class T, Class B, Class C, Intermediate Municipal Income and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. In order to disclose class level financial information dollar amounts presented in the notes are unrounded. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued and net asset value per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments. Debt securities, including restricted securities, for which quotes are readily available, are valued by independent pricing services or by dealers who make markets in such securities. Pricing services consider yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. The frequency of when fair value pricing is used is unpredictable. The value of securities used for NAV calculation under fair value pricing may differ from published prices for the same securities. Investments in open-end mutual funds are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

2. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. The Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes, on June 29, 2007. FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the tax years in the three year period ended June 29, 2007, remains subject to examination by the Internal Revenue Service.

Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the Fund claimed a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to futures transactions, market discount and deferred trustees compensation.

Semiannual Report

2. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The Fund purchases municipal securities whose interest, in the opinion of the issuer, is free from federal income tax. There is no assurance that the Internal Revenue Service (IRS) will agree with this opinion. In the event the IRS determines that the issuer does not comply with relevant tax requirements, interest payments from a security could become federally taxable, possibly retroactively to the date the security was issued.

The federal tax cost of investments and unrealized appreciation (depreciation) as of period end were as follows:

Unrealized appreciation

$ 22,864,127

Unrealized depreciation

(18,568,626)

Net unrealized appreciation (depreciation)

$ 4,295,501

Cost for federal income tax purposes

$ 2,033,844,015

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 30 days are subject to a redemption fee equal to .50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by Fidelity Management & Research Company (FMR), are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Fund's financial statement disclosures.

3. Operating Policies.

Delayed Delivery Transactions and When-Issued Securities. The Fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked-to-market daily and equivalent deliverable securities are held for the transaction. The value of the securities purchased on a

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Operating Policies - continued

Delayed Delivery Transactions and When-Issued Securities - continued

delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

Futures Contracts. The Fund may use futures contracts to manage its exposure to the bond market and to fluctuations in interest rates. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument or hedge other fund investments. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Securities deposited to meet margin requirements are identified in the Schedule of Investments. Futures contracts involve, to varying degrees, risk of loss in excess of any futures variation margin reflected in the Statement of Assets and Liabilities. The underlying face amount at value of any open futures contracts at period end is shown in the Schedule of Investments under the caption "Futures Contracts." This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of the underlying instruments or if the counterparties do not perform under the contract's terms. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded.

Swap Agreements. The Fund may invest in swaps for the purpose of managing its exposure to interest rate, credit or market risk.

Interest rate swaps are agreements to exchange cash flows periodically based on a notional principal amount, for example, the exchange of fixed rate interest payments for floating rate interest payments. The primary risk associated with interest rate swaps is that unfavorable changes in the fluctuation of interest rates could adversely impact a fund.

Semiannual Report

3. Operating Policies - continued

Swap Agreements - continued

Swaps are marked-to-market daily based on dealer-supplied valuations and changes in value are recorded as unrealized appreciation (depreciation). Gains or losses are realized upon early termination of the swap agreement. Collateral, in the form of cash or securities, may be required to be held in segregated accounts with a fund's custodian in compliance with swap contracts. Risks may exceed amounts recognized on the Statement of Assets and Liabilities. These risks include changes in the returns of the underlying instruments, failure of the counterparties to perform under the contracts' terms and the possible lack of liquidity with respect to the swap agreements. Details of swap agreements open at period end are included in the Fund's Schedule of Investments under the caption "Swap Agreements."

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $229,959,889 and $206,897,054, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The fee is based on an annual asset based fee of .10% of the Fund's average net assets plus an income based fee of 5% of the Fund's gross income throughout the month. For the period, the total annualized management fee rate was .31% of average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 2,365

$ 391

Class T

0%

.25%

5,555

180

Class B

.65%

.25%

1,587

1,285

Class C

.75%

.25%

8,246

4,598

$ 17,753

$ 6,454

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan - continued

On January 18, 2007, the Board of Trustees approved an increase in Class A's Service fee from .15% to .25%, effective April 1, 2007.

Sales Load. FDC receives a front-end sales charge of up to 4.00% for selling Class A and Class T shares (4.75% for Class A and 3.50% for Class T shares prior to April 1, 2007), some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, .75% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

Retained
by FDC

Class A

$ 1,083

Class T

407

Class B*

4

Class C*

26

$ 1,520

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent and Accounting Fees. Citibank, N.A. (Citibank) is the custodian, transfer agent, and shareholder servicing agent for the Fund's Class A, Class T, Class B, Class C, Intermediate Municipal Income and Institutional Class shares. Citibank has entered into a sub-arrangement with Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, with respect to all classes of the Fund, except for Intermediate Municipal Income, to perform the transfer, dividend disbursing, and shareholder servicing agent functions. Citibank has also entered into a sub-arrangement with Fidelity Service Company, Inc. (FSC), an affiliate of FMR, with respect to Intermediate Municipal Income, to perform the transfer, dividend disbursing, and shareholder servicing agent functions. FIIOC and FSC receive account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. All fees are paid to FIIOC by Citibank, which is reimbursed by each class for such payments. FIIOC and FSC pay for typesetting, printing and

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent and Accounting Fees - continued

mailing of shareholder reports, except proxy statements. For the period, each class paid the following transfer agent fees:

Amount

% of
Average
Net Assets
*

Class A

$ 1,176

.10

Class T

2,122

.10

Class B

229

.13

Class C

660

.08

Intermediate Municipal Income

825,422

.08

Institutional Class

22,791

.10

$ 852,400

* Annualized

Citibank also has a sub-arrangement with FSC to maintain the Fund's accounting records. The fee is based on the level of average net assets for the month.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $2,565 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Expense Reductions.

Through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody and accounting expenses by

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

7. Expense Reductions - continued

$14,817 and $186,908, respectively. During the period, credits reduced each class' transfer agent expense as noted in the table below.

Transfer Agent
expense reduction

Class A

$ 246

Class T

469

Class B

45

Class C

179

Intermediate Municipal Income

221,667

Institutional Class

4,986

$ 227,592

8. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

In September 2006, FIIOC, the Fund's transfer agent, notified the Fund that the Fund's books and records did not reflect a conversion of certain Class B to Class A shares upon their conversion date. In March 2007, FIIOC converted the relevant Class B shares to Class A shares and recorded the conversion in the books and records of the Fund which did not result in a material impact to the Fund's reported net assets or results of operations in the accompanying financial statements. FIIOC has reimbursed the Fund for related audit and legal expenses and, beginning in June 2007, remediated affected shareholders.

Semiannual Report

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
June 30, 2007

Year ended
December 31, 2006

From net investment income

Class A

$ 40,563

$ 21,110

Class T

79,631

100,820

Class B

5,079

6,314

Class C

23,338

24,255

Intermediate Municipal Income

38,837,395

77,944,342

Institutional Class

882,933

288,216

Total

$ 39,868,939

$ 78,385,057

From net realized gain

Class A

$ 1,889

$ 367

Class T

4,517

1,182

Class B

306

91

Class C

1,479

409

Intermediate Municipal Income

2,035,291

629,888

Institutional Class

27,725

7,743

Total

$ 2,071,207

$ 639,680

10. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Six months ended
June 30,
2007

Year ended
December 31,
2006

Six months ended
June 30,
2007

Year ended
December 31,
2006

Class A

Shares sold

147,934

173,427

$ 1,462,604

$ 1,725,155

Reinvestment of distributions

3,303

1,631

32,706

16,239

Shares redeemed

(9,658)

(3,616)

(96,136)

(35,605)

Net increase (decrease)

141,579

171,442

$ 1,399,174

$ 1,705,789

Class T

Shares sold

39,852

398,477

$ 396,177

$ 3,958,313

Reinvestment of distributions

6,845

9,307

67,815

92,469

Shares redeemed

(55,024)

(6,838)

(545,314)

(68,081)

Net increase (decrease)

(8,327)

400,946

$ (81,322)

$ 3,982,701

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

10. Share Transactions - continued

Shares

Dollars

Six months ended
June 30,
2007

Year ended
December 31,
2006

Six months ended
June 30,
2007

Year ended
December 31,
2006

Class B

Shares sold

9,422

32,080

$ 93,747

$ 318,318

Reinvestment of distributions

396

566

3,924

5,622

Shares redeemed

(163)

(12,297)

(1,610)

(122,210)

Net increase (decrease)

9,655

20,349

$ 96,061

$ 201,730

Class C

Shares sold

148,002

159,319

$ 1,468,702

$ 1,585,622

Reinvestment of distributions

1,363

1,510

13,491

14,988

Shares redeemed

(58,436)

(34,155)

(579,846)

(336,894)

Net increase (decrease)

90,929

126,674

$ 902,347

$ 1,263,716

Intermediate Municipal Income

Shares sold

25,052,159

56,726,510

$ 248,696,831

$ 563,129,257

Reinvestment of distributions

2,912,255

5,529,889

28,843,984

54,890,397

Shares redeemed

(30,303,340)

(53,763,407)

(300,365,633)

(533,657,302)

Net increase (decrease)

(2,338,926)

8,492,992

$ (22,824,818)

$ 84,362,352

Institutional Class

Shares sold

4,374,765

2,676,982

$ 43,524,151

$ 26,690,182

Reinvestment of distributions

81,641

28,099

808,387

281,049

Shares redeemed

(377,814)

(62,846)

(3,741,111)

(626,878)

Net increase (decrease)

4,078,592

2,642,235

$ 40,591,427

$ 26,344,353

Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Intermediate Municipal Income Fund

Each year, typically in June, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly each month except August and takes into account throughout the year matters bearing on Advisory Contracts. The Board, acting directly and through its separate committees, considers at each of its meetings factors that are relevant to the annual renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has adopted a written charter outlining the structure and purposes of the committee. One such committee, the Fixed-Income Contract Committee, meets periodically as needed throughout the year to consider matters specifically related to the annual renewal of Advisory Contracts. The committee requests and receives information on, and makes recommendations to the Independent Trustees concerning, the approval and annual review of the Advisory Contracts.

At its June 2007 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the Advisory Contracts for the fund. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the management fee and total expenses of the fund; (iii) the total costs of the services to be provided by and the profits to be realized by the investment adviser and its affiliates from the relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved amendments to the fund's agreements with foreign sub-advisers to clarify that each sub-adviser provides services as an independent contractor.

In determining whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. In addition to evaluating the specific factors noted above, the Board, in reaching its determination, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the background of the fund's portfolio manager and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. In addition, the Board considered the trading resources that are an integrated part of the fixed-income portfolio management investment process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Semiannual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that, since the last Advisory Contract renewals in June 2006, Fidelity has taken a number of actions that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fee on Fidelity Advisor Floating Rate High Income Fund; (iii) contractually agreeing to reduce the management fees on Fidelity's California, Massachusetts, New Jersey, and New York AMT Tax-Free Money Market Funds, launching new Institutional Classes and Service Classes of these funds, and contractually agreeing to impose expense limitations on these funds; (iv) eliminating the exchange fee on the Fidelity Select Portfolios and reducing the pricing and bookkeeping fee rates for these funds; (v) reducing the maximum transfer agency fee rates on high income funds and certain equity funds; (vi) proposing amended management contracts that, if approved by shareholders, will add a performance adjustment component to the management fees paid by 18 Fidelity Advisor equity funds; (vii) contractually agreeing to reduce fees for Ultra-Short Central Fund and the money market Central Funds; (viii) waiving the Fidelity Advisor funds' contingent deferred sales charge on certain redemptions made through systematic withdrawal programs; and (ix) amending the management contracts for equity and fixed-income funds whose management contracts incorporate a "group fee" structure by adding four new fee "breakpoints" to the group fee rate schedules.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2006, as available, the cumulative total returns of Fidelity Intermediate Municipal Income (retail class) and Class B, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Fidelity Intermediate Municipal Income (retail class) and Class B show the performance of the highest and lowest performing classes, respectively. The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity Intermediate Municipal Income Fund

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Fidelity Intermediate Municipal Income (retail class) was in the first quartile for all the periods shown. The Board also stated that the relative investment performance of Fidelity Intermediate Municipal Income (retail class) compared favorably to its benchmark for the three- and five-year periods, although the fund's one-year cumulative total return was lower than its benchmark. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Semiannual Report

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group" and, for the reasons explained above, is broader than the Lipper peer group used by the Board for performance comparisons. The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 10% means that 90% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Intermediate Municipal Income Fund

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2006. Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that each class's total expenses ranked below its competitive median for 2006.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Semiannual Report

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions, including reductions that occur through operation of the transfer agent agreement. The transfer agent fee varies in part based on the number of accounts in the fund. If the number of accounts decreases or the average account size increases, the overall transfer agent fee rate decreases. The Board concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on several topics, including (i) Fidelity's fund profitability methodology, profitability by investment discipline, and profitability trends within certain funds; (ii) Fidelity's compensation structure relative to competitors and its effect on profitability; (iii) funds and accounts managed by Fidelity other than the Fidelity funds, including fee arrangements; (iv) the total expenses of certain funds and classes relative to competitors; (v) fund performance trends; (vi) fall-out benefits received by certain Fidelity affiliates; and (vii) Fidelity's fee structures.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

Fidelity Investments
Money Management, Inc.

Fidelity Research & Analysis Company

Fidelity International Investment Advisors

Fidelity International Investment Advisors
(U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agent

Citibank, N.A.

New York, NY

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Citibank, N.A.

New York, NY

ALIMI-USAN-0807
1.820146.101

(Fidelity Investment logo)(registered trademark)

Fidelity®

Strategic Income

Fund

Semiannual Report

June 30, 2007

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets,
as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR Corp. or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings report, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Stocks are currently on pace to register their fifth-straight year of positive returns, although gains could be trimmed if the U.S. economy continues to slow. While financial markets are always unpredictable, there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and(2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2007 to June 30, 2007).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

Semiannual Report

Beginning
Account Value
January 1, 2007

Ending
Account Value
June 30, 2007

Expenses Paid
During Period
*
January 1, 2007
to June 30, 2007

Actual

$ 1,000.00

$ 1,017.80

$ 3.70

Hypothetical (5% return per year before expenses)

$ 1,000.00

$ 1,021.12

$ 3.71

* Expenses are equal to the Fund's annualized expense ratio of .74%; multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). The fees and expenses of the underlying Fidelity Central Funds in which the Fund invests are not included in the Fund's annualized expense ratio.

Semiannual Report

Investment Changes

The information in the following tables is based on the combined investments of the Fund and its pro-rata share of its investments in each Fidelity Central Fund.

Top Five Holdings as of June 30, 2007

(by issuer, excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

U.S. Treasury Obligations

11.7

12.6

Fannie Mae

10.9

10.0

Freddie Mac

7.1

5.3

Japan Government

2.3

2.5

Canadian Government

2.2

1.7

34.2

Top Five Market Sectors as of June 30, 2007

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

9.7

9.4

Financials

7.2

6.2

Telecommunication Services

5.6

6.2

Information Technology

4.4

4.6

Energy

3.8

4.8

Quality Diversification (% of fund's net assets)

As of June 30, 2007

As of December 31, 2006

U.S.Government and U.S.Government
Agency
Obligations 30.0%

U.S.Government and U.S.Government
Agency
Obligations 28.6%

AAA,AA,A 13.3%

AAA,AA,A 13.2%

BBB 5.1%

BBB 4.6%

BB 14.9%

BB 18.0%

B 18.2%

B 19.5%

CCC,CC,C 6.5%

CCC,CC,C 4.9%

D 0.0%

D 0.1%

Not Rated 4.2%

Not Rated 3.4%

Equities 0.8%

Equities 0.7%

Short-Term
Investments and
Net Other Assets 7.0%

Short-Term
Investments and
Net Other Assets 7.0%

We have used ratings from Moody's® Investors Services, Inc. Where Moody's ratings are not available, we have used S&P® ratings.

Asset Allocation (% of fund's net assets)

As of June 30, 2007 *

As of December 31, 2006 **

Preferred Securities 0.8%

Preferred Securities 0.0%

Corporate Bonds 31.1%

Corporate Bonds 34.7%

U.S. Government and U.S. Government
Agency
Obligations 30.0%

U.S. Government and U.S. Government
Agency
Obligations 28.6%

Foreign Government & Government Agency Obligations 18.2%

Foreign Government & Government Agency Obligations 21.0%

Floating Rate Loans 10.2%

Floating Rate Loans 6.8%

Stocks 0.8%

Stocks 0.7%

Other Investments 1.9%

Other Investments 1.2%

Short-Term
Investments and
Net Other
Assets *** 7.0%

Short-Term
Investments and
Net Other
Assets **** 7.0%

* Foreign
investments

29.0%

** Foreign
investments

32.6%

* Swaps

1.7%

** Swaps

0.0%

*** Includes short-term foreign obligations of 0.1%

**** Includes short-term foreign obligations of 0.1%

A holdings listing for the Fund, which presents direct holdings as well as the pro rata share of any securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds is available at fidelity.com.

Semiannual Report

Investments June 30, 2007 (Unaudited)

Showing Percentage of Net Assets

Corporate Bonds - 30.6%

Principal
Amount (000s) (l)

Value (000s)

Convertible Bonds - 0.2%

INFORMATION TECHNOLOGY - 0.2%

Semiconductors & Semiconductor Equipment - 0.2%

Advanced Micro Devices, Inc. 6% 5/1/15 (f)

$ 8,420

8,104

ON Semiconductor Corp. 0% 4/15/24

620

748

8,852

Nonconvertible Bonds - 30.4%

CONSUMER DISCRETIONARY - 5.5%

Auto Components - 0.2%

Affinia Group, Inc. 9% 11/30/14

3,480

3,402

Delco Remy International, Inc.:

9.375% 4/15/12 (c)

830

838

11% 5/1/09 (c)

980

1,009

Visteon Corp. 7% 3/10/14

4,790

4,143

9,392

Automobiles - 0.4%

General Motors Corp.:

8.375% 7/5/33

EUR

900

1,140

8.375% 7/15/33

19,420

17,624

18,764

Diversified Consumer Services - 0.1%

Affinion Group, Inc. 11.5% 10/15/15

2,695

2,911

Hotels, Restaurants & Leisure - 1.1%

Carrols Corp. 9% 1/15/13

4,090

4,018

Gaylord Entertainment Co.:

6.75% 11/15/14

2,620

2,568

8% 11/15/13

2,055

2,101

Landry's Seafood Restaurants, Inc. 7.5% 12/15/14

3,065

2,973

Mandalay Resort Group:

6.375% 12/15/11

1,780

1,776

6.5% 7/31/09

2,865

2,879

MGM Mirage, Inc.:

6% 10/1/09

1,360

1,345

6.625% 7/15/15

2,040

1,872

6.75% 9/1/12

1,685

1,632

Corporate Bonds - continued

Principal
Amount (000s) (l)

Value (000s)

Nonconvertible Bonds - continued

CONSUMER DISCRETIONARY - continued

Hotels, Restaurants & Leisure - continued

MGM Mirage, Inc.: - continued

6.75% 4/1/13

$ 960

$ 920

6.875% 4/1/16

495

462

7.5% 6/1/16

1,760

1,654

8.5% 9/15/10

275

289

Mohegan Tribal Gaming Authority 6.875% 2/15/15

3,040

2,956

Scientific Games Corp. 6.25% 12/15/12

880

843

Shingle Springs Tribal Gaming Authority 9.375% 6/15/15 (f)

1,380

1,380

Six Flags, Inc.:

9.625% 6/1/14

990

916

9.75% 4/15/13

6,645

6,246

Town Sports International Holdings, Inc. 0% 2/1/14 (d)

5,231

4,813

Universal City Development Partners Ltd./UCDP Finance, Inc. 11.75% 4/1/10

3,280

3,477

Vail Resorts, Inc. 6.75% 2/15/14

6,165

6,011

Virgin River Casino Corp./RBG LLC/B&BB, Inc.:

0% 1/15/13 (d)

1,435

1,098

9% 1/15/12

770

793

Waterford Gaming LLC/Waterford Gaming Finance Corp. 8.625% 9/15/12 (f)

669

699

Wheeling Island Gaming, Inc. 10.125% 12/15/09

1,300

1,316

55,037

Household Durables - 0.0%

Urbi, Desarrollos Urbanos, SA de CV 8.5% 4/19/16 (f)

1,550

1,631

Leisure Equipment & Products - 0.0%

Riddell Bell Holdings, Inc. 8.375% 10/1/12

950

936

Media - 2.8%

AMC Entertainment, Inc. 11% 2/1/16

2,570

2,878

Cablemas SA de CV (Reg. S) 9.375% 11/15/15

4,455

4,878

CanWest Media, Inc. 8% 9/15/12

1,130

1,130

Charter Communications Holdings I LLC/Charter Communications Holdings I Capital Corp. 11% 10/1/15

8,554

8,864

Charter Communications Holdings II LLC/Charter Communications Holdings II Capital Corp.:

Series B, 10.25% 9/15/10

3,770

3,949

10.25% 9/15/10

3,650

3,805

Corporate Bonds - continued

Principal
Amount (000s) (l)

Value (000s)

Nonconvertible Bonds - continued

CONSUMER DISCRETIONARY - continued

Media - continued

CSC Holdings, Inc.:

7.25% 4/15/12

$ 5,610

$ 5,456

7.625% 4/1/11

3,575

3,548

7.625% 7/15/18

10,855

10,312

7.875% 2/15/18

12,625

12,088

EchoStar Communications Corp.:

6.625% 10/1/14

10,955

10,517

7% 10/1/13

3,460

3,408

7.125% 2/1/16

4,165

4,082

Haights Cross Communications, Inc. 0% 8/15/11 (d)

2,480

1,860

iesy Repository GmbH 10.375% 2/15/15 (f)

2,250

2,318

Liberty Media Corp.:

5.7% 5/15/13

7,015

6,480

8.25% 2/1/30

5,310

5,150

8.5% 7/15/29

7,010

7,001

MediMedia USA, Inc. 11.375% 11/15/14 (f)

770

809

PanAmSat Corp.:

6.375% 1/15/08

920

915

9% 8/15/14

2,980

3,107

9% 6/15/16

2,050

2,158

Rainbow National LLC & RNS Co. Corp.:

8.75% 9/1/12 (f)

4,230

4,420

10.375% 9/1/14 (f)

10,205

11,226

Sun Media Corp. Canada 7.625% 2/15/13

2,000

2,015

The Reader's Digest Association, Inc. 9% 2/15/17 (f)

2,710

2,534

TL Acquisitions, Inc.:

0% 7/15/15 (d)(f)

9,330

7,009

10.5% 1/15/15 (f)

9,410

9,128

141,045

Multiline Retail - 0.2%

Dollar General Corp. 10.625% 7/15/15 (f)

11,720

11,251

Specialty Retail - 0.4%

AutoNation, Inc.:

7% 4/15/14

1,300

1,282

7.3556% 4/15/13 (g)

940

942

Claire's Stores, Inc. 10.5% 6/1/17 (f)

1,895

1,748

Michaels Stores, Inc.:

0% 11/1/16 (d)(f)

400

255

Corporate Bonds - continued

Principal
Amount (000s) (l)

Value (000s)

Nonconvertible Bonds - continued

CONSUMER DISCRETIONARY - continued

Specialty Retail - continued

Michaels Stores, Inc.: - continued

10% 11/1/14 (f)

$ 4,540

$ 4,688

11.375% 11/1/16 (f)

4,355

4,540

Sally Holdings LLC:

9.25% 11/15/14 (f)

1,320

1,320

10.5% 11/15/16 (f)

4,380

4,391

19,166

Textiles, Apparel & Luxury Goods - 0.3%

Levi Strauss & Co.:

8.875% 4/1/16

7,010

7,185

9.75% 1/15/15

5,185

5,600

12,785

TOTAL CONSUMER DISCRETIONARY

272,918

CONSUMER STAPLES - 0.5%

Beverages - 0.1%

Cerveceria Nacional Dominicana C por A 16% 3/27/12 (f)

1,395

1,545

Food & Staples Retailing - 0.1%

Rite Aid Corp.:

9.375% 12/15/15 (f)

2,580

2,483

9.5% 6/15/17 (f)

3,860

3,720

6,203

Food Products - 0.3%

Bertin Ltda 10.25% 10/5/16 (f)

1,535

1,685

Gruma SA de CV 7.75%

4,760

4,831

Hines Nurseries, Inc. 10.25% 10/1/11

520

417

Michael Foods, Inc. 8% 11/15/13

610

613

National Beef Packing Co. LLC/National Beef Finance Corp. 10.5% 8/1/11

1,005

1,035

Reddy Ice Holdings, Inc. 0% 11/1/12 (d)

4,290

3,990

Smithfield Foods, Inc. 7.75% 7/1/17

2,530

2,511

Swift & Co. 10.125% 10/1/09

850

876

15,958

Household Products - 0.0%

Central Garden & Pet Co. 9.125% 2/1/13

320

328

Corporate Bonds - continued

Principal
Amount (000s) (l)

Value (000s)

Nonconvertible Bonds - continued

CONSUMER STAPLES - continued

Personal Products - 0.0%

Elizabeth Arden, Inc. 7.75% 1/15/14

$ 700

$ 707

Tobacco - 0.1%

BAT Holdings BV 4.375% 9/15/14

EUR

2,000

2,566

TOTAL CONSUMER STAPLES

27,307

ENERGY - 3.0%

Energy Equipment & Services - 0.4%

Allis-Chalmers Energy, Inc. 8.5% 3/1/17

1,080

1,079

CHC Helicopter Corp. 7.375% 5/1/14

2,915

2,842

Complete Production Services, Inc. 8% 12/15/16 (f)

4,220

4,262

Hanover Compressor Co.:

7.5% 4/15/13

500

501

8.625% 12/15/10

720

742

9% 6/1/14

2,720

2,876

Ocean Rig Norway AS 8.375% 7/1/13 (f)

1,330

1,383

Petroliam Nasional BHD (Petronas) 7.625% 10/15/26 (Reg. S)

2,475

2,909

Seabulk International, Inc. 9.5% 8/15/13

5,070

5,419

22,013

Oil, Gas & Consumable Fuels - 2.6%

ANR Pipeline, Inc. 7.375% 2/15/24

2,700

2,876

Atlas Pipeline Partners LP 8.125% 12/15/15

1,210

1,218

Berry Petroleum Co. 8.25% 11/1/16

2,670

2,690

Chaparral Energy, Inc.:

8.5% 12/1/15

2,600

2,542

8.875% 2/1/17 (f)

1,870

1,847

Chesapeake Energy Corp.:

6.5% 8/15/17

5,265

4,989

6.875% 11/15/20

6,675

6,391

7% 8/15/14

1,135

1,128

7.5% 6/15/14

1,115

1,137

7.625% 7/15/13

4,080

4,182

EXCO Resources, Inc. 7.25% 1/15/11

880

871

Forest Oil Corp. 8% 12/15/11

190

195

Gaz Capital SA (Luxembourg) 6.58% 10/31/13

GBP

800

1,586

Harvest Operations Corp. 7.875% 10/15/11

1,540

1,509

InterNorth, Inc. 9.625% 3/16/06 (c)

1,490

440

Corporate Bonds - continued

Principal
Amount (000s) (l)

Value (000s)

Nonconvertible Bonds - continued

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Mariner Energy, Inc. 8% 5/15/17

$ 1,280

$ 1,309

Massey Energy Co. 6.875% 12/15/13

5,935

5,401

Northwest Pipeline Corp. 6.625% 12/1/07

305

305

OPTI Canada, Inc. 7.875% 12/15/14 (f)

4,710

4,722

Pan American Energy LLC 7.75% 2/9/12 (f)

5,585

5,613

Peabody Energy Corp.:

7.375% 11/1/16

5,250

5,368

7.875% 11/1/26

5,250

5,460

Pemex Project Funding Master Trust:

5.5% 2/24/25 (f)

EUR

750

988

6.625% 6/15/35

5,445

5,527

Petrohawk Energy Corp. 9.125% 7/15/13

5,460

5,774

Petroleos de Venezuela SA 5.25% 4/12/17

3,060

2,318

Petrozuata Finance, Inc.:

7.63% 4/1/09 (f)

6,644

6,528

8.22% 4/1/17 (f)

6,010

5,860

Pogo Producing Co. 7.875% 5/1/13

2,395

2,449

Range Resources Corp. 7.375% 7/15/13

2,945

2,967

Ship Finance International Ltd. 8.5% 12/15/13

5,525

5,691

Southern Star Central Corp. 6.75% 3/1/16

1,460

1,416

Targa Resources, Inc./Targa Resources Finance Corp. 8.5% 11/1/13 (f)

1,320

1,340

Tennessee Gas Pipeline Co.:

7% 10/15/28

1,275

1,301

7.5% 4/1/17

4,605

4,927

7.625% 4/1/37

1,550

1,690

8.375% 6/15/32

1,570

1,829

Transcontinental Gas Pipe Line Corp.:

7% 8/15/11

300

312

8.875% 7/15/12

1,400

1,568

Venoco, Inc. 8.75% 12/15/11

1,980

2,054

W&T Offshore, Inc. 8.25% 6/15/14 (f)

4,750

4,679

YPF SA 10% 11/2/28

3,845

4,859

125,856

TOTAL ENERGY

147,869

Corporate Bonds - continued

Principal
Amount (000s) (l)

Value (000s)

Nonconvertible Bonds - continued

FINANCIALS - 6.1%

Capital Markets - 0.1%

E*TRADE Financial Corp. 7.375% 9/15/13

$ 1,530

$ 1,576

Mizuho Capital Investment Europe 1 Ltd. 5.02% (g)

EUR

750

1,003

Morgan Stanley 4.279% 7/20/12 (g)

EUR

2,590

3,499

6,078

Commercial Banks - 1.4%

Banca Popolare di Bergamo 8.364% (g)

EUR

1,000

1,490

Banca Popolare di Lodi Investor Trust III 6.742% (g)

EUR

1,250

1,769

Banco Nacional de Desenvolvimento Economico e Social 5.84% 6/16/08 (g)

16,265

16,143

Bank of Tokyo-Mitsubishi Ltd. 3.5% 12/16/15 (g)

EUR

1,250

1,612

BBVA Bancomer SA (Cayman Islands) (Reg. S) 4.799% 5/17/17 (g)

EUR

1,575

2,090

Caja Madrid SA 4.24% 10/17/16 (g)

EUR

1,500

2,030

Credit Agricole SA 4.184% 9/30/08 (g)

EUR

1,250

1,691

Development Bank of Philippines 8.375% (g)

4,565

4,862

DnB NOR Bank ASA 4.5971% 8/11/09 (g)

CAD

1,500

1,413

Export-Import Bank of India 1.1944% 6/7/12 (g)

JPY

290,000

2,351

HBOS Treasury Services PLC 4.5571% 1/19/10 (g)

CAD

1,500

1,412

JPMorgan Chase Bank 4.375% 11/30/21 (g)

EUR

1,300

1,642

Kyivstar GSM:

7.75% 4/27/12 (Issued by Dresdner Bank AG for Kyivstar GSM) (f)

3,500

3,553

10.375% 8/17/09 (Issued by Dresdner Bank AG for Kyivstar GSM) (f)

6,324

6,735

Santander Finance Preferred SA Unipersonal 7.005% (g)

GBP

700

1,397

Santander Issuances SA Unipersonal 5.75% 1/31/18 (g)

GBP

700

1,356

SMFG Finance Ltd. 6.164% (g)

GBP

550

1,041

Standard Chartered Bank:

3.625% 2/3/17 (e)

EUR

530

676

4.462% 3/28/18 (g)

EUR

1,150

1,558

Sumitomo Mitsui Banking Corp.:

(Reg. S) 4.375% (g)

EUR

2,000

2,501

1.6413% (g)

JPY

100,000

819

TuranAlem Finance BV 6.25% 9/27/11

EUR

1,750

2,306

UniCredito Italiano Capital Trust I 4.028% (g)

EUR

2,500

3,037

Corporate Bonds - continued

Principal
Amount (000s) (l)

Value (000s)

Nonconvertible Bonds - continued

FINANCIALS - continued

Commercial Banks - continued

Vimpel Communications:

8% 2/11/10 (Issued by UBS Luxembourg SA for Vimpel Communications)

$ 3,560

$ 3,665

8.25% 5/23/16 (Issued by UBS Luxembourg SA for Vimpel Communications)

2,875

3,001

70,150

Consumer Finance - 1.3%

ACE Cash Express, Inc. 10.25% 10/1/14 (f)

1,290

1,306

Ford Credit Europe PLC:

5% 7/16/07

EUR

250

338

5.164% 9/30/09 (g)

EUR

1,750

2,336

Ford Motor Credit Co. LLC 9.875% 8/10/11

6,800

7,138

General Motors Acceptance Corp.:

6.75% 12/1/14

10,360

9,894

6.875% 9/15/11

5,620

5,494

6.875% 8/28/12

6,705

6,553

8% 11/1/31

25,125

25,628

SLM Corp.:

4.295% 6/15/09 (g)

EUR

500

660

4.345% 12/15/10 (g)

EUR

1,000

1,277

60,624

Diversified Financial Services - 1.9%

BA Covered Bond 4.125% 4/5/12

EUR

10,150

13,366

Caisse d'Amort de la Dette Societe 4.125% 4/25/17

EUR

10,250

13,220

Canada Housing Trust No.1 4.65% 9/15/09

CAD

15,000

14,061

CCO Holdings LLC/CCO Holdings Capital Corp. 8.75% 11/15/13

1,390

1,411

CEMEX Finance Europe BV 4.75% 3/5/14

EUR

1,100

1,431

Cerro Negro Finance Ltd.:

(Reg. S) 7.33% 12/1/09

1,661

1,636

7.33% 12/1/09 (f)

1,591

1,567

CHR Intermediate Holding Corp. 12.61% 6/1/13 pay-in-kind (f)(g)

1,210

1,205

Citigroup, Inc. 4.25% 2/25/30 (g)

EUR

1,500

1,748

DaimlerChrysler NA Holding Corp. 4.375% 3/16/10

EUR

1,250

1,669

ExIm Ukraine 7.65% 9/7/11 (Issued by Credit Suisse London Branch for ExIm Ukraine)

4,775

4,865

Getin Finance PLC 6.036% 5/13/09 (g)

EUR

650

884

Corporate Bonds - continued

Principal
Amount (000s) (l)

Value (000s)

Nonconvertible Bonds - continued

FINANCIALS - continued

Diversified Financial Services - continued

Global Cash Access LLC/Global Cash Access Finance Corp. 8.75% 3/15/12

$ 2,753

$ 2,856

Hyundai Capital Services, Inc. 1.6% 3/14/08

JPY

300,000

2,443

IFIL Finanziaria di Partecipazioni SpA 5.375% 6/12/17

EUR

1,300

1,731

Imperial Tobacco Finance 4.375% 11/22/13

EUR

800

1,036

KAR Holdings, Inc.:

8.75% 5/1/14 (f)

1,790

1,754

10% 5/1/15 (f)

1,880

1,833

OAO TMK 8.5% 9/29/09 (Issued by TMK Capital SA for OAO TMK)

11,000

11,275

Pakistan International Sukuk Co. Ltd. 7.6% 1/27/10 (g)

4,640

4,739

Red Arrow International Leasing PLC 8.375% 3/31/12

RUB

33,818

1,363

ROSBANK (OJSC JSCB) 8% 9/30/09 (Issued by Dali Capital PLC for ROSBANK (OJSC JSCB))

RUB

23,600

931

TransCapitalInvest Ltd. (Reg. S) 5.381% 6/27/12

EUR

1,800

2,418

WaMu Covered Bond Program 4.375% 5/19/14

EUR

3,500

4,614

94,056

Insurance - 0.3%

Amlin PLC 6.5% 12/19/26 (g)

GBP

850

1,587

Eureko BV 5.125% (g)

EUR

1,500

1,967

Fukoku Mutual Life Insurance Co. 4.5% 9/28/25 (g)

EUR

2,000

2,505

Muenchener Rueckversicherungs-Gesellschaft AG 5.767% (g)

EUR

1,600

2,127

Novae Group plc 8.375% 4/27/17 (g)

GBP

400

795

Old Mutual plc 4.5% 1/18/17 (g)

EUR

1,000

1,313

Wuerttembergische Lebens AG 5.375% 6/1/26 (g)

EUR

800

1,029

11,323

Real Estate Investment Trusts - 0.3%

BF Saul REIT 7.5% 3/1/14

4,460

4,460

Rouse Co. LP/TRC, Inc. 6.75% 5/1/13 (f)

6,150

6,089

Senior Housing Properties Trust:

7.875% 4/15/15

1,544

1,598

8.625% 1/15/12

3,610

3,845

15,992

Real Estate Management & Development - 0.8%

American Real Estate Partners/American Real Estate Finance Corp.:

7.125% 2/15/13

3,230

3,093

8.125% 6/1/12

2,350

2,338

Corporate Bonds - continued

Principal
Amount (000s) (l)

Value (000s)

Nonconvertible Bonds - continued

FINANCIALS - continued

Real Estate Management & Development - continued

Inversiones y Representaciones SA 8.5% 2/2/17 (f)

$ 4,905

$ 4,684

Realogy Corp.:

10.5% 4/15/14 (f)

14,840

14,172

11% 4/15/14 pay-in-kind (f)

10,415

9,816

12.375% 4/15/15 (f)

4,545

4,153

WT Finance (Aust) Pty Ltd./Westfield Europe Finance PLC/WEA Finance 3.625% 6/27/12

EUR

1,200

1,521

39,777

Thrifts & Mortgage Finance - 0.0%

China Development Bank 5% 10/15/15

155

147

Residential Capital Corp. 6.375% 5/17/13

GBP

500

939

1,086

TOTAL FINANCIALS

299,086

HEALTH CARE - 1.0%

Health Care Equipment & Supplies - 0.0%

Invacare Corp. 9.75% 2/15/15 (f)

1,380

1,387

Health Care Providers & Services - 0.9%

Cardinal Health, Inc. 9.5% 4/15/15 pay-in-kind (f)

4,960

4,848

CRC Health Group, Inc. 10.75% 2/1/16

1,840

2,015

HCA, Inc.:

9.125% 11/15/14 (f)

3,910

4,115

9.25% 11/15/16 (f)

3,980

4,239

9.625% 11/15/16 pay-in-kind (f)

9,955

10,714

Rural/Metro Corp. 9.875% 3/15/15

1,860

1,916

Skilled Healthcare Group, Inc. 11% 1/15/14

1,660

1,843

Sun Healthcare Group, Inc. 9.125% 4/15/15 (f)

290

300

Team Finance LLC/Health Finance Corp. 11.25% 12/1/13

3,130

3,388

U.S. Oncology, Inc. 9% 8/15/12

1,660

1,702

Vanguard Health Holding Co. II LLC 9% 10/1/14

6,630

6,531

41,611

Pharmaceuticals - 0.1%

Elan Finance PLC/Elan Finance Corp. 7.75% 11/15/11

2,105

2,121

Corporate Bonds - continued

Principal
Amount (000s) (l)

Value (000s)

Nonconvertible Bonds - continued

HEALTH CARE - continued

Pharmaceuticals - continued

Leiner Health Products, Inc. 11% 6/1/12

$ 2,435

$ 2,289

Mylan Laboratories, Inc. 6.375% 8/15/15

575

587

4,997

TOTAL HEALTH CARE

47,995

INDUSTRIALS - 2.0%

Aerospace & Defense - 0.2%

Alion Science & Technology Corp. 10.25% 2/1/15

730

757

Hawker Beechcraft Acquisition Co. LLC:

8.5% 4/1/15 (f)

2,520

2,608

8.875% 4/1/15 pay-in-kind (f)

2,520

2,577

9.75% 4/1/17 (f)

2,520

2,627

Orbimage Holdings, Inc. 14.8669% 7/1/12 (g)

2,250

2,475

11,044

Airlines - 0.1%

Continental Airlines, Inc. 6.903% 4/19/22

730

714

Delta Air Lines, Inc.:

7.9% 12/15/09 (a)

15,695

1,099

10% 8/15/08 (a)

1,130

79

Northwest Airlines Corp. 10% 2/1/09 (a)

1,715

214

Northwest Airlines Trust 10.23% 6/21/14

276

282

Northwest Airlines, Inc.:

7.875% 3/15/08 (a)

1,250

163

8.875% 6/1/06 (a)

1,240

152

2,703

Building Products - 0.0%

Compagnie de St. Gobain 4.196% 4/11/12 (g)

EUR

1,100

1,487

Commercial Services & Supplies - 0.5%

ALH Finance LLC/ALH Finance Corp. 8.5% 1/15/13

200

199

Allied Security Escrow Corp. 11.375% 7/15/11

2,950

2,950

Allied Waste North America, Inc. 7.125% 5/15/16

5,140

5,031

Browning-Ferris Industries, Inc.:

7.4% 9/15/35

1,530

1,392

9.25% 5/1/21

250

265

FTI Consulting, Inc. 7.75% 10/1/16

1,270

1,300

Mac-Gray Corp. 7.625% 8/15/15

850

863

NCO Group, Inc. 11.875% 11/15/14 (f)

2,660

2,713

Corporate Bonds - continued

Principal
Amount (000s) (l)

Value (000s)

Nonconvertible Bonds - continued

INDUSTRIALS - continued

Commercial Services & Supplies - continued

R.H. Donnelley Finance Corp. I 10.875% 12/15/12 (f)

$ 530

$ 566

West Corp.:

9.5% 10/15/14

5,340

5,453

11% 10/15/16

2,620

2,725

23,457

Construction & Engineering - 0.0%

Blount, Inc. 8.875% 8/1/12

1,590

1,606

Electrical Equipment - 0.1%

Coleman Cable, Inc. 9.875% 10/1/12 (f)

930

977

General Cable Corp. 7.125% 4/1/17 (f)

610

610

Polypore International, Inc. 0% 10/1/12 (d)

1,955

1,896

Sensus Metering Systems, Inc. 8.625% 12/15/13

865

887

4,370

Industrial Conglomerates - 0.0%

Siemens Financieringsmaatschap NV 6.125% 9/14/66 (g)

GBP

950

1,810

Machinery - 0.3%

Chart Industries, Inc. 9.125% 10/15/15

1,410

1,481

Cummins, Inc. 7.125% 3/1/28

2,195

2,184

Invensys PLC 9.875% 3/15/11 (f)

56

59

RBS Global, Inc. / Rexnord Corp.:

8.875% 9/1/16

720

742

9.5% 8/1/14

3,690

3,911

11.75% 8/1/16

4,395

4,878

13,255

Marine - 0.2%

CMA CGM SA (Reg. S) 5.5% 5/16/12

EUR

775

1,013

H-Lines Finance Holding Corp. 0% 4/1/13 (d)

1,774

1,703

Navios Maritime Holdings, Inc. 9.5% 12/15/14 (f)

4,020

4,221

Ultrapetrol (Bahamas) Ltd. 9% 11/24/14

2,360

2,431

US Shipping Partners LP 13% 8/15/14

2,855

3,112

12,480

Road & Rail - 0.3%

Kansas City Southern de Mexico, SA de CV:

7.375% 6/1/14 (f)

3,130

3,099

7.625% 12/1/13 (f)

1,540

1,540

Corporate Bonds - continued

Principal
Amount (000s) (l)

Value (000s)

Nonconvertible Bonds - continued

INDUSTRIALS - continued

Road & Rail - continued

Kansas City Southern Railway Co.:

7.5% 6/15/09

$ 3,400

$ 3,400

9.5% 10/1/08

1,715

1,784

TFM SA de CV 9.375% 5/1/12

5,360

5,722

15,545

Trading Companies & Distributors - 0.3%

Glencore Finance (Europe) SA:

5.375% 9/30/11

EUR

700

949

6.5% 2/27/19

GBP

550

1,056

Neff Corp. 10% 6/1/15 (f)

1,370

1,363

Penhall International Corp. 12% 8/1/14 (f)

1,360

1,469

VWR Funding, Inc. 10.25% 7/15/15 (f)

7,660

7,660

12,497

TOTAL INDUSTRIALS

100,254

INFORMATION TECHNOLOGY - 3.4%

Communications Equipment - 0.7%

Hughes Network Systems LLC / HNS Finance Corp. 9.5% 4/15/14

2,770

2,895

Lucent Technologies, Inc.:

6.45% 3/15/29

16,270

14,074

6.5% 1/15/28

7,800

6,825

Nortel Networks Corp.:

9.6056% 7/15/11 (f)(g)

3,400

3,613

10.125% 7/15/13 (f)

3,370

3,614

10.75% 7/15/16 (f)

3,400

3,732

34,753

Electronic Equipment & Instruments - 0.0%

Celestica, Inc. 7.875% 7/1/11

2,515

2,421

IT Services - 0.6%

Iron Mountain, Inc.:

6.625% 1/1/16

14,115

12,915

8.25% 7/1/11

620

620

8.625% 4/1/13

1,080

1,091

8.75% 7/15/18

4,640

4,779

Corporate Bonds - continued

Principal
Amount (000s) (l)

Value (000s)

Nonconvertible Bonds - continued

INFORMATION TECHNOLOGY - continued

IT Services - continued

SunGard Data Systems, Inc.:

9.125% 8/15/13

$ 6,770

$ 6,914

10.25% 8/15/15

2,410

2,537

28,856

Office Electronics - 0.6%

Xerox Capital Trust I 8% 2/1/27

10,920

11,084

Xerox Corp.:

7.2% 4/1/16

4,495

4,630

7.625% 6/15/13

11,830

12,288

28,002

Semiconductors & Semiconductor Equipment - 1.5%

Amkor Technology, Inc. 9.25% 6/1/16

7,360

7,544

ASML Holding NV 5.75% 6/13/17

EUR

1,800

2,387

Avago Technologies Finance Ltd.:

10.125% 12/1/13

3,305

3,520

10.86% 6/1/13 (g)

4,690

4,819

11.875% 12/1/15

4,925

5,479

Freescale Semiconductor, Inc.:

8.875% 12/15/14 (f)

11,380

10,911

9.125% 12/15/14 pay-in-kind (f)

20,625

19,466

10.125% 12/15/16 (f)

13,055

12,272

MagnaChip Semiconductor SA/MagnaChip Semiconductor Finance Co. 8.61% 12/15/11 (g)

670

611

New ASAT Finance Ltd. 9.25% 2/1/11

2,855

2,441

Viasystems, Inc. 10.5% 1/15/11

5,785

5,872

75,322

Software - 0.0%

Open Solutions, Inc. 9.75% 2/1/15 (f)

790

790

TOTAL INFORMATION TECHNOLOGY

170,144

MATERIALS - 2.9%

Chemicals - 0.6%

Bayer AG:

4.044% 4/10/10 (g)

EUR

1,100

1,488

5.625% 5/23/18

GBP

750

1,417

Huntsman LLC 11.625% 10/15/10

641

687

JohnsonDiversey Holdings, Inc. 10.67% 5/15/13

5,505

5,670

Corporate Bonds - continued

Principal
Amount (000s) (l)

Value (000s)

Nonconvertible Bonds - continued

MATERIALS - continued

Chemicals - continued

MacDermid, Inc. 9.5% 4/15/17 (f)

$ 450

$ 452

Momentive Performance Materials, Inc.:

9.75% 12/1/14 (f)

3,970

3,980

10.125% 12/1/14 pay-in-kind (f)

4,210

4,199

11.5% 12/1/16 (f)

9,810

9,884

Phibro Animal Health Corp. 10% 8/1/13 (f)

615

643

SABIC Europe BV 4.5% 11/28/13

EUR

1,100

1,411

Sterling Chemicals, Inc. 10.25% 4/1/15 (f)

1,440

1,490

31,321

Construction Materials - 0.0%

Imerys 5% 4/18/17

EUR

1,300

1,701

Containers & Packaging - 0.6%

AEP Industries, Inc. 7.875% 3/15/13

920

920

BWAY Corp. 10% 10/15/10

2,380

2,466

Constar International, Inc. 11% 12/1/12

2,665

2,518

Crown Cork & Seal, Inc.:

7.5% 12/15/96

4,010

3,368

8% 4/15/23

4,615

4,523

Owens-Brockway Glass Container, Inc.:

6.75% 12/1/14

2,995

2,905

7.75% 5/15/11

470

482

8.25% 5/15/13

1,755

1,816

Tekni-Plex, Inc. 10.875% 8/15/12

1,300

1,453

Vitro SAB de CV:

8.625% 2/1/12 (f)

6,935

7,039

9.125% 2/1/17 (f)

2,000

2,048

29,538

Metals & Mining - 1.6%

Aleris International, Inc. 9% 12/15/14 (f)

2,510

2,535

CAP SA 7.375% 9/15/36 (f)

1,550

1,543

Compass Minerals International, Inc.:

0% 12/15/12 (d)

1,460

1,504

0% 6/1/13 (d)

3,710

3,691

Corporacion Nacional del Cobre (Codelco) 6.15% 10/24/36 (f)

8,260

8,189

CSN Islands VIII Corp. 9.75% 12/16/13 (f)

4,435

4,978

Evraz Group SA (Reg. S) 8.25% 11/10/15

4,640

4,744

Evraz Securities SA 10.875% 8/3/09

3,100

3,350

Corporate Bonds - continued

Principal
Amount (000s) (l)

Value (000s)

Nonconvertible Bonds - continued

MATERIALS - continued

Metals & Mining - continued

FMG Finance Property Ltd.:

10% 9/1/13 (f)

$ 2,040

$ 2,247

10.625% 9/1/16 (f)

2,040

2,400

Freeport-McMoRan Copper & Gold, Inc.:

6.875% 2/1/14

5,185

5,302

8.25% 4/1/15

3,680

3,873

8.375% 4/1/17

10,740

11,438

8.5463% 4/1/15 (g)

6,215

6,526

Gerdau SA 8.875% (f)

3,190

3,350

International Steel Group, Inc. 6.5% 4/15/14

6,710

6,962

Ispat Inland ULC 9.75% 4/1/14

1,385

1,524

PNA Intermediate Holding Corp. 12.36% 2/15/13 pay-in-kind (f)(g)

1,510

1,525

RathGibson, Inc. 11.25% 2/15/14

2,510

2,642

78,323

Paper & Forest Products - 0.1%

Glatfelter 7.125% 5/1/16

510

507

NewPage Corp. 11.6063% 5/1/12 (g)

2,460

2,694

3,201

TOTAL MATERIALS

144,084

TELECOMMUNICATION SERVICES - 4.7%

Diversified Telecommunication Services - 3.5%

British Telecommunications plc 5.25% 6/23/14

EUR

1,400

1,891

Citizens Communications Co.:

7.875% 1/15/27

3,340

3,353

9% 8/15/31

8,135

8,379

Deutsche Telekom International Finance BV 4.5% 10/25/13

EUR

680

885

Embarq Corp.:

7.082% 6/1/16

1,029

1,035

7.995% 6/1/36

14,210

14,421

Eschelon Operating Co. 8.375% 3/15/10

2,560

2,474

France Telecom SA 4.375% 2/21/12

EUR

500

658

Intelsat Ltd.:

9.25% 6/15/16

2,050

2,168

11.25% 6/15/16

8,195

9,178

Corporate Bonds - continued

Principal
Amount (000s) (l)

Value (000s)

Nonconvertible Bonds - continued

TELECOMMUNICATION SERVICES - continued

Diversified Telecommunication Services - continued

Level 3 Financing, Inc.:

8.75% 2/15/17 (f)

$ 3,910

$ 3,856

12.25% 3/15/13

9,160

10,488

MobiFon Holdings BV 12.5% 7/31/10

9,600

10,224

Nordic Telephone Co. Holdings ApS 8.875% 5/1/16 (f)

4,920

5,240

NTL Cable PLC:

8.75% 4/15/14

6,045

6,241

9.125% 8/15/16

2,780

2,919

PT Indosat International Finance Co. BV 7.125% 6/22/12 (f)

1,585

1,597

Qwest Capital Funding, Inc.:

7.625% 8/3/21

340

320

7.75% 2/15/31

340

328

Qwest Corp.:

7.5% 10/1/14

680

695

7.875% 9/1/11

3,970

4,139

8.61% 6/15/13 (g)

6,790

7,435

8.875% 3/15/12

17,575

18,937

Telecom Egypt SAE:

9.672% 2/4/10 (g)

EGP

5,038

874

10.95% 2/4/10

EGP

5,038

901

Telefonica de Argentina SA 9.125% 11/7/10

2,545

2,685

Telenet Group Holding NV 0% 6/15/14 (d)(f)

7,418

6,991

U.S. West Capital Funding, Inc.:

6.5% 11/15/18

260

234

6.875% 7/15/28

1,710

1,494

U.S. West Communications:

6.875% 9/15/33

25,430

23,904

7.125% 11/15/43

325

310

7.2% 11/10/26

1,275

1,291

7.25% 9/15/25

2,495

2,489

7.25% 10/15/35

5,205

5,016

7.5% 6/15/23

2,840

2,826

Wind Acquisition Finance SA 10.75% 12/1/15 (f)

6,800

7,820

173,696

Wireless Telecommunication Services - 1.2%

American Tower Corp. 7.125% 10/15/12

6,245

6,386

Corporate Bonds - continued

Principal
Amount (000s) (l)

Value (000s)

Nonconvertible Bonds - continued

TELECOMMUNICATION SERVICES - continued

Wireless Telecommunication Services - continued

Centennial Cellular Operating Co./Centennial Communications Corp. 10.125% 6/15/13

$ 9,865

$ 10,580

Centennial Communications Corp./Centennial Cellular Operating Co. LLC/Centennial Puerto Rico Operations Corp. 8.125% 2/1/14

3,220

3,292

Digicel Ltd. 9.25% 9/1/12 (f)

2,370

2,491

MetroPCS Wireless, Inc. 9.25% 11/1/14 (f)

5,280

5,438

Millicom International Cellular SA 10% 12/1/13

10,315

11,179

Mobile Telesystems Finance SA 8.375% 10/14/10 (f)

5,920

6,175

Pakistan Mobile Communications Ltd. 8.625% 11/13/13 (f)

3,200

3,272

Telecom Personal SA 9.25% 12/22/10 (f)

7,525

7,911

56,724

TOTAL TELECOMMUNICATION SERVICES

230,420

UTILITIES - 1.3%

Electric Utilities - 0.7%

Abu Dhabi National Energy Co. Pjsc 4.375% 10/28/13

EUR

1,100

1,425

AES Gener SA 7.5% 3/25/14

4,920

5,117

Chivor SA E.S.P. 9.75% 12/30/14 (f)

3,845

4,364

Compania de Transporte de Energia Electica de Alta Tension Transener SA 8.875% 12/15/16 (f)

3,075

3,060

Edison Mission Energy:

7.5% 6/15/13

6,630

6,564

7.75% 6/15/16

3,410

3,380

National Power Corp. 6.875% 11/2/16 (f)

1,535

1,527

Reliant Energy, Inc.:

7.625% 6/15/14

4,150

4,046

7.875% 6/15/17

3,300

3,218

32,701

Gas Utilities - 0.4%

Southern Natural Gas Co.:

7.35% 2/15/31

9,120

9,576

8% 3/1/32

7,365

8,249

Transportadora de Gas del Sur SA 7.875% 5/14/17 (f)

3,720

3,567

21,392

Corporate Bonds - continued

Principal
Amount (000s) (l)

Value (000s)

Nonconvertible Bonds - continued

UTILITIES - continued

Independent Power Producers & Energy Traders - 0.2%

Enron Corp.:

Series A, 8.375% 5/23/05 (c)

$ 3,980

$ 1,154

6.4% 7/15/06 (c)

5,595

1,651

6.625% 11/15/05 (c)

3,510

1,035

6.725% 11/17/08 (c)(g)

1,090

327

6.75% 8/1/09 (c)

880

260

6.875% 10/15/07 (c)

2,120

625

6.95% 7/15/28 (c)

1,920

576

7.125% 5/15/49 (c)

375

111

7.375% 5/15/19 (c)

2,200

655

7.875% 6/15/03 (c)

375

111

9.125% 4/1/03 (c)

80

24

9.875% 6/5/03 (c)

345

102

Tenaska Alabama Partners LP 7% 6/30/21 (f)

1,475

1,505

8,136

Multi-Utilities - 0.0%

Utilicorp United, Inc. 9.95% 2/1/11 (g)

50

54

TOTAL UTILITIES

62,283

TOTAL NONCONVERTIBLE BONDS

1,502,360

TOTAL CORPORATE BONDS

(Cost $1,478,392)

1,511,212

U.S. Government and Government Agency Obligations - 20.8%

U.S. Government Agency Obligations - 9.1%

Fannie Mae:

3.25% 1/15/08

57,085

56,447

4.125% 5/15/10

6,050

5,878

4.25% 5/15/09

18,451

18,149

4.5% 10/15/08

3

3

4.75% 12/15/10

90,735

89,457

4.875% 4/15/09

10,617

10,557

5.125% 9/2/08

1,730

1,727

5.375% 6/12/17

15,862

15,736

6% 5/15/11

7,000

7,184

U.S. Government and Government Agency Obligations - continued

Principal
Amount (000s) (l)

Value (000s)

U.S. Government Agency Obligations - continued

Fannie Mae: - continued

6.375% 6/15/09

$ 3,590

$ 3,668

6.625% 9/15/09

26,581

27,363

7.25% 1/15/10

13,525

14,175

Federal Home Loan Bank:

4.5% 10/14/08

575

570

5.8% 9/2/08

550

553

Freddie Mac:

3.625% 9/15/08

37,165

36,458

4% 8/17/07

758

757

4.125% 10/18/10

64,750

62,663

4.75% 3/5/09

47,405

47,049

4.875% 2/17/09

8,234

8,188

5.125% 4/18/11

1,100

1,096

5.25% 7/18/11

29,835

29,832

Israeli State (guaranteed by U.S. Government through Agency for International Development) 5.5% 9/18/23

7,750

7,688

Private Export Funding Corp.:

secured 5.685% 5/15/12

1,765

1,795

4.974% 8/15/13

2,110

2,073

Small Business Administration guaranteed development participation certificates Series 2003 P10B, 5.136% 8/10/13

1,692

1,660

TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS

450,726

U.S. Treasury Inflation Protected Obligations - 0.7%

U.S. Treasury Inflation-Indexed Notes:

0.875% 4/15/10

9,817

9,320

1.875% 7/15/13

6,638

6,365

2.375% 4/15/11

6,090

6,022

2.5% 7/15/16

11,941

11,812

TOTAL U.S. TREASURY INFLATION PROTECTED OBLIGATIONS

33,519

U.S. Treasury Obligations - 11.0%

U.S. Treasury Bonds:

6.125% 8/15/29

83,100

93,215

6.25% 8/15/23

61,750

68,567

U.S. Treasury Notes:

4.25% 8/15/15

44,000

41,748

4.5% 11/15/15

40,200

38,774

U.S. Government and Government Agency Obligations - continued

Principal
Amount (000s) (l)

Value (000s)

U.S. Treasury Obligations - continued

U.S. Treasury Notes: - continued

4.625% 11/15/16

$ 57,100

$ 55,338

4.75% 2/28/09

37,500

37,386

4.75% 5/31/12 (m)

131,392

130,366

4.875% 4/30/08

77,035

76,933

TOTAL U.S. TREASURY OBLIGATIONS

542,327

TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS

(Cost $1,038,105)

1,026,572

U.S. Government Agency - Mortgage Securities - 7.1%

Fannie Mae - 4.9%

3.585% 9/1/33 (g)

732

719

3.72% 6/1/33 (g)

2,250

2,244

3.75% 4/1/34 (g)

2,345

2,305

3.783% 6/1/33 (g)

2,679

2,685

3.902% 5/1/34 (g)

1,229

1,211

3.91% 5/1/33 (g)

816

821

3.918% 9/1/33 (g)

2,206

2,188

3.944% 5/1/34 (g)

946

932

3.962% 9/1/33 (g)

1,696

1,677

3.998% 4/1/34 (g)

2,152

2,123

4% 9/1/13 to 5/1/20

4,718

4,408

4.003% 8/1/33 (g)

1,038

1,025

4.031% 3/1/34 (g)

4,039

3,987

4.036% 6/1/34 (g)

1,743

1,719

4.068% 3/1/35 (g)

3,184

3,154

4.12% 4/1/34 (g)

2,668

2,639

4.126% 5/1/34 (g)

2,133

2,110

4.188% 11/1/34 (g)

2,337

2,348

4.205% 6/1/34 (g)

1,908

1,884

4.288% 6/1/34 (g)

2,113

2,095

4.355% 10/1/19 (g)

236

233

4.4% 8/1/34 (g)

4,834

4,854

4.419% 8/1/34 (g)

5,013

4,959

4.482% 1/1/35 (g)

1,114

1,098

4.484% 12/1/34 (g)

87

86

4.485% 11/1/33 (g)

274

273

U.S. Government Agency - Mortgage Securities - continued

Principal
Amount (000s) (l)

Value (000s)

Fannie Mae - continued

4.5% 5/1/18 to 10/1/18

$ 1,705

$ 1,625

4.638% 8/1/35 (g)

1,172

1,167

4.655% 10/1/34 (g)

658

652

4.688% 2/1/35 (g)

3,259

3,223

4.733% 12/1/35 (g)

7,870

7,821

4.784% 12/1/35 (g)

834

833

4.79% 6/1/35 (g)

1,459

1,442

4.799% 4/1/35 (g)

2,175

2,177

4.8% 7/1/35 (g)

939

927

4.809% 1/1/36 (g)

4,700

4,652

4.812% 11/1/35 (g)

1,805

1,809

4.848% 7/1/35 (g)

1,970

1,946

4.878% 7/1/34 (g)

1,180

1,175

4.883% 10/1/35 (g)

267

267

4.893% 5/1/35 (g)

313

310

4.896% 11/1/35 (g)

2,059

2,057

4.946% 8/1/34 (g)

1,064

1,061

5% 2/1/14 to 2/1/35

28,663

27,792

5.004% 2/1/34 (g)

1,649

1,630

5.016% 5/1/35 (g)

2,743

2,722

5.047% 12/1/32 (g)

1,597

1,591

5.092% 5/1/35 (g)

333

335

5.102% 10/1/35 (g)

1,468

1,455

5.108% 10/1/35 (g)

797

790

5.114% 1/1/36 (g)

2,908

2,882

5.135% 7/1/34 (g)

409

408

5.136% 8/1/36 (g)

5,601

5,607

5.152% 7/1/35 (g)

3,143

3,124

5.167% 3/1/36 (g)

2,529

2,516

5.26% 5/1/35 (g)

1,009

1,005

5.263% 11/1/36 (g)

482

483

5.273% 4/1/36 (g)

1,019

1,028

5.311% 3/1/36 (g)

6,732

6,708

5.365% 2/1/36 (g)

1,664

1,668

5.371% 2/1/36 (g)

176

176

5.379% 12/1/36 (g)

642

641

5.394% 7/1/35 (g)

471

470

5.407% 2/1/37 (g)

617

617

5.439% 2/1/37 (g)

2,928

2,933

5.483% 6/1/47 (g)

485

486

5.5% 5/1/08 to 6/1/20

28,925

28,622

U.S. Government Agency - Mortgage Securities - continued

Principal
Amount (000s) (l)

Value (000s)

Fannie Mae - continued

5.533% 11/1/36 (g)

$ 960

$ 963

5.612% 2/1/36 (g)

701

702

5.668% 4/1/36 (g)

2,468

2,474

5.672% 6/1/36 (g)

1,625

1,629

5.672% 4/1/37 (g)

2,681

2,694

5.755% 4/1/36 (g)

1,307

1,312

5.797% 3/1/36 (g)

1,761

1,769

5.807% 5/1/36 (g)

650

654

5.816% 1/1/36 (g)

374

374

5.834% 3/1/36 (g)

1,411

1,418

5.839% 5/1/36 (g)

3,868

3,889

5.847% 6/1/35 (g)

2,447

2,459

5.895% 12/1/36 (g)

942

946

5.925% 6/1/36 (g)

14,190

14,280

5.937% 6/1/36 (g)

3,491

3,513

5.946% 5/1/36 (g)

1,681

1,693

6% 5/1/12 to 9/1/19

2,324

2,338

6.044% 4/1/36 (g)

10,128

10,215

6.226% 3/1/37 (g)

295

297

6.5% 5/1/12 to 3/1/35

3,348

3,404

7.5% 5/1/37

854

885

TOTAL FANNIE MAE

240,518

Freddie Mac - 2.2%

3.378% 7/1/33 (g)

1,683

1,668

4% 5/1/19 to 11/1/20

4,935

4,577

4.004% 5/1/33 (g)

3,389

3,382

4.179% 1/1/35 (g)

3,228

3,199

4.5% 2/1/18 to 8/1/33

4,096

3,877

4.569% 6/1/33 (g)

1,060

1,059

4.663% 2/1/35 (g)

8,092

7,966

4.701% 9/1/36 (g)

669

665

4.705% 9/1/35 (g)

4,760

4,742

4.794% 2/1/36 (g)

283

278

4.842% 5/1/35 (g)

5,499

5,421

4.873% 10/1/35 (g)

1,350

1,350

4.924% 10/1/36 (g)

3,430

3,420

5% 3/1/18 to 7/1/19

5,819

5,646

5.013% 7/1/35 (g)

3,281

3,254

5.021% 4/1/35 (g)

94

92

5.126% 7/1/35 (g)

915

906

U.S. Government Agency - Mortgage Securities - continued

Principal
Amount (000s) (l)

Value (000s)

Freddie Mac - continued

5.289% 2/1/36 (g)

$ 63

$ 62

5.362% 3/1/37 (g)

450

448

5.489% 2/1/37 (g)

2,446

2,429

5.498% 1/1/36 (g)

769

766

5.5% 8/1/14 to 11/1/19

7,070

6,982

5.586% 3/1/36 (g)

4,143

4,135

5.625% 5/1/37 (g)

2,160

2,136

5.673% 8/1/36 (g)

4,330

4,325

5.732% 4/1/36 (g)

10,344

10,351

5.806% 5/1/37 (g)

5,035

5,042

5.858% 5/1/37 (g)

485

487

5.863% 5/1/37 (g)

3,015

3,023

6% 7/1/16 to 2/1/19

2,594

2,608

6.084% 2/1/37 (g)

4,716

4,746

6.157% 12/1/36 (g)

5,187

5,214

6.5% 11/1/09 to 3/1/22

6,859

6,985

TOTAL FREDDIE MAC

111,241

TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES

(Cost $353,370)

351,759

Asset-Backed Securities - 0.8%

Amstel Corp. Loan Offering BV:

Series 2006-1 Class C, 4.566% 5/25/16 (g)

EUR

400

542

Series 2007-1:

Class B, 4.429% 3/25/17 (g)

EUR

1,000

1,354

Class C, 4.609% 3/25/17 (g)

EUR

700

947

Auto ABS Compartiment Series 2006-1 Class B, 4.242% 7/25/17 (g)

EUR

1,000

1,354

Clock Finance BV Series 2007-1:

Class B2, 4.256% 2/25/15 (g)

EUR

600

812

Class C2, 4.436% 2/25/15 (g)

EUR

300

406

Driver One GmbH Series 1 Class B, 4.343% 5/21/10 (g)

EUR

226

306

FCC SPARC Series 2007-1 Class D, 0% 7/15/10 (g)

EUR

500

677

GELDI Series 2005-TS Class 1A, 4.084% 12/10/12 (g)

EUR

4,000

5,418

Geldilux Ltd. Series 2007-TS Class C, 4.517% 9/8/14 (g)

EUR

350

474

GLS Ltd. Series 2006-1 Class C, 4.257% 7/15/14 (g)

EUR

400

541

Asset-Backed Securities - continued

Principal
Amount (000s) (l)

Value (000s)

Greene King Finance PLC Series A1, 6.23% 6/15/31 (g)

GBP

1,000

$ 2,001

Lambda Finance BV Series 2005-1X:

Class A2, 4.301% 11/15/29 (g)

EUR

5,000

6,781

Class C1, 6.374% 11/15/29 (g)

GBP

500

1,008

Leek Finance PLC Series 18X Class BC, 4.292% 9/21/38 (g)

EUR

600

812

Mermaid Secured Finance Ltd. Series 2007-1:

Class C, 4.416% 1/30/40 (g)

EUR

350

474

Class D, 4.616% 1/30/40 (g)

EUR

500

677

Metrix Funding PLC Series 1X Class A2, 4.235% 2/10/19 (g)

EUR

4,000

5,423

Prime Bricks Series 2007-1:

Class B, 4.416% 1/30/40 (g)

EUR

450

609

Class C, 4.616% 1/30/40 (g)

EUR

450

609

Promise K 2006-1 GmbH Series I 2006-1 Class D, 4.805% 3/20/17 (g)

EUR

1,000

1,354

Provide Bricks Series 2007-1 Class B, 4.365% 1/30/40 (g)

EUR

1,300

1,759

Punch Taverns Finance PLC 5.92% 4/15/09 (g)

GBP

205

411

Sedna Finance Corp.:

4.779% 12/23/14 (g)

EUR

500

677

4.895% 3/15/16 (g)

EUR

1,150

1,560

Stichting Mars Series 2006 Class C, 4.163% 8/28/14 (g)

EUR

900

1,218

Unique Public Finance Co. PLC Series A4, 5.659% 6/30/27

GBP

70

137

Whinstone Capital Management Ltd. Series 2005-1X Class B1, 6.5963% 10/25/45 (g)

GBP

1,012

2,042

TOTAL ASSET-BACKED SECURITIES

(Cost $38,407)

40,383

Collateralized Mortgage Obligations - 2.4%

Private Sponsor - 0.3%

B-Arena NV Series 2006-1 Class A, 4.085% 4/22/44 (g)

EUR

4,000

5,413

EPIC PLC Series BROD Class D, 4.465% 1/22/16 (g)

EUR

375

508

Granite Mortgages PLC 4.349% 1/20/43 (g)

EUR

512

694

Holmes Financing No. 8 PLC floater Series 3 Class C, 4.818% 7/15/40 (g)

EUR

500

680

Interstar Millennium Trust Series 2004-4E Class A1, 0% 11/14/36 (g)

EUR

327

443

Collateralized Mortgage Obligations - continued

Principal
Amount (000s) (l)

Value (000s)

Private Sponsor - continued

RMAC PLC Series 2005-NS4X Class M2A, 6.3675% 12/12/43 (g)

GBP

1,600

$ 3,209

RMAC Securities PLC 2006 floater Series 2006-NS4X Class M1A, 6.1075% 6/12/44 (g)

GBP

1,250

2,509

Shield BV Series 1 Class C, 4.369% 1/20/14 (g)

EUR

1,400

1,901

TOTAL PRIVATE SPONSOR

15,357

U.S. Government Agency - 2.1%

Fannie Mae planned amortization class Series 2002-83 Class ME, 5% 12/25/17

$ 8,085

7,820

Fannie Mae Grantor Trust sequential payer Series 2005-93 Class HD, 4.5% 11/25/19

246

239

Fannie Mae subordinate REMIC pass-thru certificates:

planned amortization class:

Series 2002-11 Class UC, 6% 3/25/17

2,500

2,518

Series 2003-113:

Class PD, 4% 2/25/17

4,385

4,145

Class PE, 4% 11/25/18

1,360

1,217

Series 2003-128 Class NE, 4% 12/25/16

2,295

2,168

Series 2003-70 Class BJ, 5% 7/25/33

815

744

Series 2003-85 Class GD, 4.5% 9/25/18

1,105

1,046

Series 2004-80 Class LD, 4% 1/25/19

1,780

1,664

Series 2004-81:

Class KC, 4.5% 4/25/17

1,255

1,224

Class KD, 4.5% 7/25/18

2,721

2,595

Series 2006-4 Class PB, 6% 9/25/35

6,125

6,125

sequential payer:

Series 2002-58 Class HC, 5.5% 9/25/17

11

11

Series 2003-18 Class EY, 5% 6/25/17

3,407

3,353

Series 2004-95 Class AN, 5.5% 1/25/25

2,029

2,011

Series 2005-117, Class JN, 4.5% 1/25/36

735

630

Series 2005-29 Class KA, 4.5% 2/25/35

5,081

4,873

Series 2005-47 Class AK, 5% 6/25/20

6,980

6,651

Freddie Mac planned amortization class Series 2115 Class PE, 6% 1/15/14

192

193

Freddie Mac Multi-class participation certificates guaranteed:

floater Series 2630 Class FL, 5.82% 6/15/18 (g)

92

93

planned amortization class:

Series 2378 Class PE, 5.5% 11/15/16

6,116

6,103

Series 2622 Class PE, 4.5% 5/15/18

8,560

8,113

Collateralized Mortgage Obligations - continued

Principal
Amount (000s) (l)

Value (000s)

U.S. Government Agency - continued

Freddie Mac Multi-class participation certificates guaranteed: - continued

Series 2628 Class OP, 3.5% 11/15/13

$ 1,687

$ 1,673

Series 2649 Class TQ, 3.5% 12/15/21

1,065

1,056

Series 2695 Class DG, 4% 10/15/18

3,475

3,167

Series 2743 Class HE, 4.5% 2/15/19

7,000

6,579

Series 2773 Class EG, 4.5% 4/15/19

12,967

12,208

Series 2831 Class PB, 5% 7/15/19

3,590

3,454

Series 2996 Class MK, 5.5% 6/15/35

862

857

sequential payer:

Series 2564 Class HJ, 5% 2/15/18

2,000

1,924

Series 2570 Class CU, 4.5% 7/15/17

349

340

Series 2572 Class HK, 4% 2/15/17

523

506

Series 2617 Class GW, 3.5% 6/15/16

498

488

Series 2627:

Class BG, 3.25% 6/15/17

231

217

Class KP, 2.87% 12/15/16

243

227

Series 2685 Class ND, 4% 10/15/18

1,570

1,398

Series 2773 Class TA, 4% 11/15/17

2,916

2,791

Series 2849 Class AL, 5% 5/15/18

1,389

1,357

Series 2860 Class CP, 4% 10/15/17

453

439

Series 2937 Class HJ, 5% 10/15/19

1,645

1,613

Series 2863 Class DB, 4% 9/15/14

237

224

TOTAL U.S. GOVERNMENT AGENCY

104,054

TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS

(Cost $119,300)

119,411

Commercial Mortgage Securities - 0.4%

Broadgate PLC 6.435% 10/5/25 (g)

GBP

955

1,889

Bruntwood Alpha PLC Series 2007-1 Class C, 6.09% 1/15/17 (g)

GBP

650

1,306

Canary Wharf Finance II plc Series 3MUK Class C2, 6.2244% 10/22/37 (g)

GBP

850

1,706

European Property Capital Series 4 Class C, 5.9494% 7/20/14 (g)

GBP

401

805

German Residential Asset Note Distributor PLC Series 1 Class A, 4.219% 7/20/16 (g)

EUR

1,229

1,669

JLOC 36 LLC Reg. S Class B, 1.1048% 2/16/16 (g)

JPY

100,000

812

JLOC 37 LLC (Reg. S) 0% 1/15/15 (g)

JPY

100,000

812

Commercial Mortgage Securities - continued

Principal
Amount (000s) (l)

Value (000s)

Opera Finance (CMH) PLC Class B, 4.268% 1/15/15 (g)

EUR

1,100

$ 1,488

Opera Finance PLC 5.9763% 7/31/13 (g)

GBP

1,487

2,988

Paris Prime Community Real Estate Series 2006-1
Class B, 4.235% 4/22/14 (f)(g)

EUR

1,000

1,352

Real Estate Capital Foundation Ltd. Series 3 Class A, 5.8% 7/15/16 (g)

GBP

2,000

4,009

Rivoli Pan Europe PLC Series 2006-1 Class B 4.297% 8/3/18 (g)

EUR

550

744

Skyline BV Series 2007-1 Class D, 0% 7/22/43 (g)

EUR

1,000

1,353

TOTAL COMMERCIAL MORTGAGE SECURITIES

(Cost $19,775)

20,933

Foreign Government and Government Agency Obligations - 18.3%

Argentine Republic:

discount (with partial capitalization through 12/31/13) 8.28% 12/31/33

$ 8,266

8,063

5.475% 8/3/12 (g)

11,764

11,175

7% 3/28/11

9,575

9,345

7% 9/12/13

16,970

15,791

10.4173% 3/5/08 (g)

ARS

5,388

1,751

Austrian Republic 5% 12/20/24 (f)

CAD

2,000

1,894

Banco Central del Uruguay:

value recovery A rights 1/2/21(a)(i)

1,250,000

0

value recovery B rights 1/2/21(a)(i)

1,250,000

0

Brazilian Federative Republic:

6% 9/15/13

2,383

2,381

7.125% 1/20/37

3,850

4,173

8.25% 1/20/34

4,980

6,125

8.75% 2/4/25

4,874

6,068

10% 1/1/10

BRL

3,189

1,628

11% 8/17/40

18,345

24,069

12.25% 3/6/30

7,965

13,501

12.75% 1/15/20

4,250

6,588

Bulgarian Republic 8.25% 1/15/15 (Reg. S)

165

190

Canadian Government:

4% 6/1/17

CAD

20,000

17,954

4.5% 9/1/07

CAD

30,500

28,620

5.25% 6/1/12

CAD

34,650

33,510

5.5% 6/1/09

CAD

15,150

14,458

5.75% 6/1/29

CAD

8,600

9,441

Foreign Government and Government Agency Obligations - continued

Principal
Amount (000s) (l)

Value (000s)

Central Bank of Nigeria:

promissory note 5.092% 1/5/10

$ 2,745

$ 2,643

warrants 11/15/20 (a)(i)

2,750

641

Colombian Republic:

7.375% 9/18/37

7,225

8,045

11.75% 2/25/20

1,625

2,393

Dominican Republic:

Brady 6.3125% 8/30/09 (g)

1,516

1,518

6.25% 8/30/24 (g)

11,318

11,301

9.04% 1/23/18 (f)

4,159

4,706

9.5% 9/27/11

3,028

3,215

Ecuador Republic:

10% 8/15/30 (Reg. S)

8,545

7,007

euro par 5% 2/28/25

1,450

1,037

Finnish Government 3.875% 9/15/17

EUR

51,100

64,988

French Republic:

3% 1/12/10

EUR

5,100

6,659

3.5% 7/12/11

EUR

27,300

35,552

3.75% 4/25/17

EUR

23,210

29,296

4% 4/25/55

EUR

500

588

5.5% 4/25/29

EUR

10,250

15,268

German Federal Republic:

3.75% 12/12/08

EUR

14,000

18,758

4% 4/13/12

EUR

5,020

6,641

4% 7/4/16

EUR

1,450

1,885

Indonesian Republic:

6.625% 2/17/37 (f)

3,695

3,547

6.75% 3/10/14

2,940

2,999

Islamic Republic of Pakistan:

6.75% 2/19/09

955

955

7.125% 3/31/16 (f)

1,900

1,881

Japan Government:

0.5702% to 0.5751% 7/30/07 to 9/3/07

JPY

700,000

5,679

0.78% 7/20/20 (g)

JPY

600,000

4,554

0.9% 12/22/08

JPY

1,230,000

9,985

0.9% 11/20/20 (g)

JPY

1,265,000

9,818

1.4% 3/21/11

JPY

1,575,000

12,840

1.5% 3/20/14

JPY

820,000

6,598

1.8% 3/20/16

JPY

2,992,000

24,303

2.4% 12/20/34

JPY

1,600,000

12,895

Real Return Bond 1.1% 12/10/16

JPY

3,111,220

24,941

Foreign Government and Government Agency Obligations - continued

Principal
Amount (000s) (l)

Value((000s)

Lebanese Republic:

7.125% 3/5/10

$ 670

$ 647

7.875% 5/20/11 (Reg. S)

3,960

3,821

8.625% 6/20/13

1,665

1,632

8.63% 11/30/09 (f)(g)

2,760

2,743

8.63% 11/30/09 (g)

7,560

7,513

Peruvian Republic:

3% 3/7/27 (e)

1,425

1,022

6.1425% 3/7/27 (g)

1,380

1,376

euro Brady past due interest 6.125% 3/7/17 (g)

7,639

7,639

Philippine Republic:

8.25% 1/15/14

6,505

7,115

8.875% 3/17/15

2,765

3,163

9% 2/15/13

4,199

4,698

9.5% 2/2/30

1,175

1,532

9.875% 1/15/19

5,470

6,906

10.625% 3/16/25

3,820

5,324

Polish Government 5% 10/19/15

165

156

Republic of Fiji 6.875% 9/13/11

2,330

2,190

Republic of Hungary 4.75% 2/3/15

165

155

Republic of Iraq 5.8% 1/15/28 (f)

3,400

2,074

Republic of Serbia 3.75% 11/1/24 (e)(f)

2,415

2,279

Russian Federation:

7.5% 3/31/30 (f)

1,579

1,739

7.5% 3/31/30 (Reg. S)

38,201

42,069

12.75% 6/24/28 (Reg. S)

6,340

11,206

South African Republic 6.5% 6/2/14

165

171

Turkish Republic:

Indexed Linked CPI 10% 2/15/12

TRY

2,073

1,622

6.875% 3/17/36

6,760

6,414

7% 9/26/16

12,860

13,014

7.375% 2/5/25

4,740

4,868

11% 1/14/13

10,490

12,593

11.875% 1/15/30

6,780

10,399

Ukraine Cabinet of Ministers 6.58% 11/21/16 (f)

10,270

10,216

United Kingdom, Great Britain & Northern Ireland:

4.25% 6/7/32

GBP

850

1,542

4.25% 3/7/36

GBP

18,210

33,288

4.75% 6/7/10

GBP

450

878

4.75% 9/7/15

GBP

2,300

4,383

5% 3/7/18

GBP

3,400

6,601

5% 3/7/25

GBP

6,670

13,140

Foreign Government and Government Agency Obligations - continued

Principal
Amount (000s) (l)

Value (000s)

United Kingdom, Great Britain & Northern Ireland: - continued

8% 6/7/21

GBP

8,050

$ 20,330

8.75% 8/25/17

GBP

3,000

7,553

United Mexican States:

6.75% 9/27/34

$ 1,560

1,665

7.5% 4/8/33

7,020

8,143

8.3% 8/15/31

10,935

13,737

9% 12/20/12

MXN

16,335

1,599

Uruguay Republic:

5% 9/14/18

UYU

33,615

1,581

8% 11/18/22

5,589

6,287

Venezuelan Republic:

oil recovery rights 4/15/20 (a) (i)

1,250

46

6% 12/9/20

2,720

2,203

6.355% 4/20/11 (g)

8,115

7,855

7.65% 4/21/25

5,700

5,173

8.5% 10/8/14

2,860

2,903

9.25% 9/15/27

7,050

7,350

9.375% 1/13/34

3,365

3,525

10.75% 9/19/13

6,915

7,710

13.625% 8/15/18

5,525

7,569

Vietnamese Socialist Republic Brady par 4% 3/12/28 (e)

1,644

1,373

TOTAL FOREIGN GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS

(Cost $869,499)

902,591

Supranational Obligations - 0.3%

European Investment Bank:

4% 10/15/37

EUR

5,190

6,117

4.75% 10/15/17

EUR

5,925

8,007

Inter-American Development Bank 6.625% 4/17/17

PEN

7,200

2,401

TOTAL SUPRANATIONAL OBLIGATIONS

(Cost $16,780)

16,525

Common Stocks - 0.6%

Shares

CONSUMER DISCRETIONARY - 0.3%

Auto Components - 0.0%

Intermet Corp. (a)(j)

156,879

284

Common Stocks - continued

Shares

Value (000s)

CONSUMER DISCRETIONARY - continued

Diversified Consumer Services - 0.2%

Coinmach Service Corp. unit

435,000

$ 8,643

Hotels, Restaurants & Leisure - 0.1%

Centerplate, Inc. unit

244,160

4,285

TOTAL CONSUMER DISCRETIONARY

13,212

INDUSTRIALS - 0.3%

Airlines - 0.3%

Delta Air Lines, Inc. (a)

554,243

10,919

Northwest Airlines Corp. (a)

103,833

2,305

13,224

TELECOMMUNICATION SERVICES - 0.0%

Wireless Telecommunication Services - 0.0%

DigitalGlobe, Inc. (a)(f)

98

0

UTILITIES - 0.0%

Electric Utilities - 0.0%

Portland General Electric Co.

6,687

183

TOTAL COMMON STOCKS

(Cost $22,437)

26,619

Preferred Stocks - 0.2%

Convertible Preferred Stocks - 0.0%

MATERIALS - 0.0%

Chemicals - 0.0%

Celanese Corp. 4.25%

9,300

466

Nonconvertible Preferred Stocks - 0.2%

CONSUMER DISCRETIONARY - 0.1%

Media - 0.1%

Spanish Broadcasting System, Inc. Class B, 10.75%

2,403

2,607

TELECOMMUNICATION SERVICES - 0.1%

Diversified Telecommunication Services - 0.0%

PTV, Inc. Series A, 10.00%

122

1

Preferred Stocks - continued

Shares

Value (000s)

Nonconvertible Preferred Stocks - continued

TELECOMMUNICATION SERVICES - continued

Wireless Telecommunication Services - 0.1%

Rural Cellular Corp. 12.25% pay-in-kind

4,581

$ 5,589

TOTAL TELECOMMUNICATION SERVICES

5,590

TOTAL NONCONVERTIBLE PREFERRED STOCKS

8,197

TOTAL PREFERRED STOCKS

(Cost $7,845)

8,663

Floating Rate Loans - 4.8%

Principal
Amount (000s) (l)

Value (000s)

CONSUMER DISCRETIONARY - 1.7%

Auto Components - 0.2%

Dana Corp. term loan 7.88% 4/13/08 (g)

$ 2,180

2,177

Delphi Corp. term loan 8.125% 12/31/07 (g)

2,000

2,000

Lear Corp. term loan 7.832% 4/25/12 (g)

2,263

2,224

The Goodyear Tire & Rubber Co. Tranche 3, term loan 8.82% 3/1/11 (g)

3,620

3,620

10,021

Automobiles - 0.5%

AM General LLC:

Tranche B, term loan 8.38% 9/30/13 (g)

3,443

3,460

8.32% 9/30/12 (g)

119

119

Ford Motor Co. term loan 8.36% 12/15/13 (g)

22,527

22,555

General Motors Corp. term loan 7.725% 11/29/13 (g)

878

880

27,014

Diversified Consumer Services - 0.1%

Affinion Group Holdings, Inc. term loan 11.6596% 3/1/12 (g)

3,750

3,713

Hotels, Restaurants & Leisure - 0.0%

Green Valley Ranch Gaming LLC Tranche 1LN, term loan 7.36% 2/16/14 (g)

135

135

OSI Restaurant Partners, Inc.:

term loan 7.625% 6/14/14 (g)

444

444

Floating Rate Loans - continued

Principal
Amount (000s) (l)

Value (000s)

CONSUMER DISCRETIONARY - continued

Hotels, Restaurants & Leisure - continued

OSI Restaurant Partners, Inc.: - continued

7.61% 6/14/13 (g)

$ 36

$ 36

Six Flags, Inc. Tranche B, term loan 7.61% 4/30/15 (g)

650

642

1,257

Household Durables - 0.0%

Yankee Candle Co., Inc. term loan 7.36% 2/6/14 (g)

249

250

Media - 0.4%

Advanstar, Inc. Tranche 2LN, term loan 10.32% 11/30/14 (g)

340

340

Charter Communications Operating LLC Tranche B 1LN, term loan:

7.32% 3/6/14 (g)

5,725

5,668

7.36% 3/6/14 (g)

3,810

3,772

CSC Holdings, Inc. Tranche B, term loan 7.07% 3/29/13 (g)

5,960

5,952

Discovery Communications, Inc. term loan 7.36% 5/14/14 (g)

940

943

Riverdeep Interactive Learning USA, Inc. term loan:

8.11% 12/20/13 (g)

737

738

12.06% 12/21/07 (g)

765

764

18,177

Multiline Retail - 0.1%

Neiman Marcus Group, Inc. term loan 7.3577% 4/6/13 (g)

2,556

2,556

Specialty Retail - 0.3%

Claire's Stores, Inc. term loan 8.11% 5/29/14 (g)

4,000

3,900

Michaels Stores, Inc. term loan 7.625% 10/31/13 (g)

4,630

4,561

Sally Holdings LLC Tranche B, term loan 7.86% 11/16/13 (g)

685

690

Toys 'R' US, Inc. term loan 8.32% 12/9/08 (g)

6,200

6,231

15,382

Textiles, Apparel & Luxury Goods - 0.1%

Hanesbrands, Inc.:

term loan 9.105% 3/5/14 (g)

1,480

1,504

Tranche B 1LN, term loan 7.105% 9/5/13 (g)

4,417

4,434

5,938

TOTAL CONSUMER DISCRETIONARY

84,308

Floating Rate Loans - continued

Principal
Amount (000s) (l)

Value (000s)

CONSUMER STAPLES - 0.1%

Beverages - 0.0%

Constellation Brands, Inc. Tranche B, term loan 6.875% 6/5/13 (g)

$ 1,050

$ 1,053

Food & Staples Retailing - 0.0%

Rite Aid Corp. Tranche ABL, term loan 7.07% 6/4/14 (g)

2,430

2,430

Household Products - 0.1%

Spectrum Brands, Inc.:

Tranche B1, term loan 9.3449% 3/30/13 (g)

2,843

2,843

Tranche B2, term loan 9.32% 3/30/13 (g)

506

506

9.17% 3/30/13 (g)

141

141

3,490

TOTAL CONSUMER STAPLES

6,973

ENERGY - 0.2%

Energy Equipment & Services - 0.0%

Compagnie Generale de Geophysique SA term loan 7.36% 1/12/14 (g)

519

522

Oil, Gas & Consumable Fuels - 0.2%

Coffeyville Resources LLC:

Credit-Linked Deposit 8.2494% 12/28/13 (g)

478

481

Tranche D, term loan 8.3495% 12/28/13 (g)

2,465

2,478

Helix Energy Solutions Group, Inc. term loan 7.3297% 7/1/13 (g)

169

169

Sandridge Energy, Inc. term loan 8.625% 4/1/15

3,950

4,034

Targa Resources, Inc./Targa Resources Finance Corp.:

Credit-Linked Deposit 7.235% 10/31/12 (g)

570

570

term loan 7.3565% 10/31/12 (g)

2,333

2,333

Venoco, Inc. Tranche 2LN, term loan 9.36% 5/7/14 (g)

370

370

10,435

TOTAL ENERGY

10,957

FINANCIALS - 0.4%

Diversified Financial Services - 0.2%

MGM Holdings II, Inc. Tranche B, term loan 8.61% 4/8/12 (g)

3,219

3,219

Floating Rate Loans - continued

Principal
Amount (000s) (l)

Value (000s)

FINANCIALS - continued

Diversified Financial Services - continued

The NASDAQ Stock Market, Inc.:

Tranche B, term loan 7.07% 4/18/12 (g)

$ 3,236

$ 3,236

Tranche C, term loan 7.07% 4/18/12 (g)

1,876

1,876

8,331

Real Estate Investment Trusts - 0.1%

Capital Automotive (REIT) Tranche B, term loan 7.07% 12/16/10 (g)

3,572

3,586

Real Estate Management & Development - 0.1%

Realogy Corp.:

Tranche B, term loan 8.35% 10/10/13 (g)

6,035

5,975

8.32% 10/10/13 (g)

1,625

1,609

7,584

TOTAL FINANCIALS

19,501

HEALTH CARE - 0.4%

Health Care Providers & Services - 0.4%

Community Health Systems, Inc.:

term loan 7.57% 6/28/14 (g)

5,516

5,516

Tranche DD, term loan 6/28/14 (k)

364

364

HCA, Inc. Tranche B, term loan 7.61% 11/17/13 (g)

13,184

13,200

Health Management Associates, Inc. Tranche B, term loan 7.11% 2/28/14 (g)

868

867

19,947

INDUSTRIALS - 0.4%

Aerospace & Defense - 0.1%

DeCrane Aircraft Holdings, Inc.:

Tranche 1LN, term loan 8.104% 2/21/13 (g)

90

90

Tranche 2LN, term loan 14.25% 2/21/14 (g)

130

131

Hawker Beechcraft Corp.:

term loan 7.35% 3/26/14 (g)

3,044

3,037

7.35% 3/26/14 (g)

258

258

Wesco Aircraft Hardware Corp.:

Tranche 1LN, term loan 7.61% 9/29/13 (g)

147

148

Tranche 2LN, term loan 11.11% 3/28/14 (g)

60

61

3,725

Floating Rate Loans - continued

Principal
Amount (000s) (l)

Value (000s)

INDUSTRIALS - continued

Commercial Services & Supplies - 0.1%

Allied Waste Industries, Inc.:

Credit-Linked Deposit 7.07% 3/28/14 (g)

$ 318

$ 319

term loan 7.1006% 3/28/14 (g)

585

586

Aramark Corp.:

term loan 7.36% 1/26/14 (g)

1,819

1,817

7.445% 1/26/14 (g)

142

142

Brand Energy & Infrastructure Services, Inc.
Tranche 2LN, term loan 11.375% 2/7/15 (g)

590

592

3,456

Electrical Equipment - 0.0%

Baldor Electric Co. term loan 7.125% 1/31/14 (g)

311

312

Industrial Conglomerates - 0.0%

Walter Industries, Inc. term loan 7.097% 10/3/12 (g)

117

117

Machinery - 0.2%

Chart Industries, Inc. Tranche B, term loan 7.375% 10/17/12 (g)

58

58

Dresser, Inc.:

Tranche 2LN, term loan 11.11% 5/4/15 pay-in-kind (g)

3,640

3,686

Tranche B 1LN, term loan 7.86% 5/4/14 (g)

480

480

Navistar International Corp.:

term loan 8.6099% 1/19/12 (g)

2,083

2,093

Credit-Linked Deposit 8.5907% 1/19/12 (g)

757

761

7,078

Road & Rail - 0.0%

Laidlaw International, Inc. Tranche B, term loan 7.07% 7/31/13 (g)

615

616

Trading Companies & Distributors - 0.0%

Neff Corp. Tranche 2LN, term loan 8.895% 11/30/14 (g)

730

732

VWR Funding, Inc. term loan 7.86% 6/27/14 (g)

1,300

1,298

2,030

TOTAL INDUSTRIALS

17,334

Floating Rate Loans - continued

Principal
Amount (000s) (l)

Value (000s)

INFORMATION TECHNOLOGY - 0.3%

IT Services - 0.1%

Affiliated Computer Services, Inc. Tranche B2, term loan 7.32% 3/20/13 (g)

$ 3,267

$ 3,271

SunGard Data Systems, Inc. term loan 7.3556% 2/28/14 (g)

259

259

3,530

Semiconductors & Semiconductor Equipment - 0.1%

Advanced Micro Devices, Inc. term loan 7.36% 12/31/13 (g)

2,987

2,984

Freescale Semiconductor, Inc. term loan 7.11% 12/1/13 (g)

4,607

4,526

7,510

Software - 0.1%

Kronos, Inc. Tranche 1LN, term loan 7.61% 6/11/14 (g)

3,560

3,547

Open Solutions, Inc. term loan 7.445% 1/23/14 (g)

219

219

3,766

TOTAL INFORMATION TECHNOLOGY

14,806

MATERIALS - 0.5%

Chemicals - 0.2%

Berry Plastics Group, Inc. term loan 11.61% 6/5/14 (g)

4,790

4,574

Celanese Holding LLC:

Revolving Credit-Linked Deposit 7.07% 4/2/13 (g)

186

186

term loan 7.0994% 4/2/14 (g)

1,024

1,024

Lyondell Chemical Co. term loan 6.8563% 8/16/13 (g)

4,486

4,480

Momentive Performance Materials, Inc. Tranche B1, term loan 7.625% 12/4/13 (g)

935

933

Solutia, Inc. Tranche B, term loan 8.36% 3/31/08 (g)

161

161

11,358

Metals & Mining - 0.1%

Aleris International, Inc. term loan 7.375% 12/19/13 (g)

2,534

2,502

Paper & Forest Products - 0.2%

Georgia-Pacific Corp. Tranche B1, term loan 7.11% 12/23/12 (g)

11,288

11,288

TOTAL MATERIALS

25,148

Floating Rate Loans - continued

Principal
Amount (000s) (l)

Value (000s)

TELECOMMUNICATION SERVICES - 0.5%

Diversified Telecommunication Services - 0.4%

Intelsat Bermuda Ltd. term loan 7.855% 1/12/14 (g)

$ 1,690

$ 1,690

Level 3 Communications, Inc. term loan 7.605% 3/13/14 (g)

7,630

7,620

Paetec Communications, Inc. Tranche B, term loan 8.82% 2/28/13 (g)

429

429

Wind Telecomunicazioni SpA:

term loan 12.6088% 12/12/11 pay-in-kind (g)

3,182

3,182

Tranche 2, term loan 11.59% 3/21/15 (g)

3,490

3,542

Tranche B, term loan 7.84% 9/21/13 (g)

1,745

1,749

Tranche C, term loan 8.59% 9/21/14 (g)

1,745

1,749

19,961

Wireless Telecommunication Services - 0.1%

American Cellular Corp.:

term loan 3/15/14 (k)

58

58

Tranche B, term loan 7.32% 3/15/14 (g)

541

540

Leap Wireless International, Inc. Tranche B, term loan 7.36% 6/16/13 (g)

574

574

MetroPCS Wireless, Inc. Tranche B, term loan 7.625% 11/3/13 (g)

1,310

1,312

2,484

TOTAL TELECOMMUNICATION SERVICES

22,445

UTILITIES - 0.3%

Independent Power Producers & Energy Traders - 0.3%

Boston Generating LLC:

Credit-Linked Deposit 7.485% 12/20/13 (g)

198

199

Tranche 1LN, revolver loan 7.485% 12/20/13 (g)

56

56

Tranche 2LN, term loan 9.61% 6/20/14 (g)

190

193

Tranche B 1LN, term loan 7.61% 12/20/13 (g)

892

894

Calpine Corp. Tranche D, term loan 7.61% 3/29/09 (g)

6,973

6,973

NRG Energy, Inc.:

term loan:

6/8/14 (k)

1,419

1,412

7.07% 2/1/13 (g)

4,444

4,439

7.07% 2/1/13 (g)

1,845

1,843

16,009

TOTAL FLOATING RATE LOANS

(Cost $237,657)

237,428

Sovereign Loan Participations - 0.1%

Principal
Amount (000s) (l)

Value (000s)

Indonesian Republic loan participation:

- Barclays Bank 6.25% 3/28/13 (g)

$ 265

$ 262

- Citibank:

6.25% 3/28/13 (g)

1,343

1,329

6.25% 12/14/19 (g)

1,281

1,243

- Credit Suisse First Boston 6.25% 3/28/13 (g)

1,717

1,700

- Deutsche Bank:

1.407% 3/28/13 (g)

JPY

96,874

741

6.25% 3/28/13 (g)

1,220

1,208

TOTAL SOVEREIGN LOAN PARTICIPATIONS

(Cost $6,116)

6,483

Commercial Paper - 0.2%

Asscher Finance Ltd. 4.11% 7/10/07

EUR

3,000

4,055

Thames Asset Global Securities No. 1, Inc. 4.11% 7/20/07

EUR

4,000

5,402

TOTAL COMMERCIAL PAPER

(Cost $9,386)

9,457

Fixed-Income Funds - 6.0%

Shares

Fidelity Floating Rate Central Fund (h)
(Cost $295,719)

2,938,665

295,166

Preferred Securities - 0.8%

Principal
Amount (000s) (l)

CONSUMER DISCRETIONARY - 0.4%

Media - 0.4%

Globo Comunicacoes e Participacoes SA 9.375%

12,270

12,786

Net Servicos de Comunicacao SA 9.25% (f)

6,025

6,189

18,975

ENERGY - 0.3%

Oil, Gas & Consumable Fuels - 0.3%

Pemex Project Funding Master Trust 7.75%

15,786

16,227

Preferred Securities - continued

Principal
Amount (000s) (l)

Value (000s)

FINANCIALS - 0.1%

Diversified Financial Services - 0.1%

MUFG Capital Finance 2 Ltd. 4.85% (g)

$ 1,250

$ 1,623

MUFG Capital Finance 3 Ltd. 2.68% (g)

JPY

150,000

1,212

2,835

TOTAL PREFERRED SECURITIES

(Cost $37,482)

38,037

Other - 0.0%

Delta Air Lines ALPA Claim (a)
(Cost $86)

7,500

450

Money Market Funds - 9.1%

Shares

Fidelity Cash Central Fund, 5.32% (b)
(Cost $447,154)

447,154,257

447,154

TOTAL INVESTMENT PORTFOLIO - 102.5%

(Cost $4,997,510)

5,058,843

NET OTHER ASSETS - (2.5)%

(121,044)

NET ASSETS - 100%

$ 4,937,799

Swap Agreements

Expiration Date

Notional Amount (000s)

Value (000s)

Interest Rate Swaps

Receive quarterly a floating rate based on 3-month LIBOR and pay semi-annually a fixed equal to 5.484% with Deutsche Bank

June 2010

$ 28,000

$ (65)

Receive quarterly a floating rate based on 3-month LIBOR and pay semi-annually a fixed rate equal to 5.254% with Credit Suisse First Boston

June 2009

14,500

32

Receive quarterly a floating rate based on 3-month LIBOR and pay semi-annually a fixed rate equal to 5.35% with Bank of America

April 2037

3,500

136

Receive quarterly a floating rate based on 3-month LIBOR and pay semi-annually a fixed rate equal to 5.51% with Morgan Stanley, Inc.

June 2009

21,000

(54)

Receive semi-annually a fixed rate equal to 4.8825% and pay quarterly a floating rate based on 3-month LIBOR with Bank of America

April 2010

19,000

248

Receive semi-annually a fixed rate equal to 5.364% and pay quarterly a floating rate based on 3-month LIBOR with Credit Suisse First Boston

July 2009

15,000

(1)

Receive semi-annually a fixed rate equal to 5.418% and pay quarterly a floating rate based on 3-month LIBOR with JPMorgan Chase, Inc.

July 2010

24,000

13

Receive semi-annually a fixed rate equal to 5.467% and pay quarterly a floating rate based on 3-month LIBOR with JPMorgan Chase, Inc.

July 2011

17,500

14

Receive semi-annually a fixed rate equal to 5.505% and pay quarterly a floating rate based on 3-month LIBOR with Credit Suisse First Boston

July 2012

35,000

20

Receive semi-annually a fixed rate equal to 5.706% and pay quarterly a floating rate based on 3-month LIBOR with Deutsche Bank

July 2017

14,000

40

Swap Agreements - continued

Expiration Date

Notional Amount (000s)

Value (000s)

Interest Rate Swaps - continued

Receive semi-annually a fixed rate equal to 5.76% and pay quarterly a floating rate based on 3-month LIBOR with Credit Suisse First Boston

June 2016

$ 5,000

$ 42

Receive semi-annually a fixed rate equal to 5.79% and pay quarterly a floating rate based on 3-month LIBOR with Goldman Sachs

July 2016

20,530

219

$ 217,030

$ 644

Currency Abbreviations

ARS

-

Argentine peso

BRL

-

Brazilian real

CAD

-

Canadian dollar

EGP

-

Egyptian pound

EUR

-

European Monetary Unit

GBP

-

British pound

JPY

-

Japanese yen

MXN

-

Mexican peso

PEN

-

Peruvian new sol

RUB

-

Russian ruble

TRY

-

New Turkish Lira

UYU

-

Uruguay peso

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Non-income producing - Issuer is in default.

(d) Security initially issued in zero coupon form which converts to coupon form at a specified rate and date. The rate shown is the rate at period end.

(e) Security initially issued at one coupon which converts to a higher coupon at a specified date. The rate shown is the rate at period end.

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $452,999,000 or 9.2% of net assets.

(g) The coupon rate shown on floating or adjustable rate securities represents the rate at period end.

(h) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. A complete schedule of portfolio holdings for each Fidelity Central Fund is filed with the SEC for the first and third quarters of each fiscal year on Form N-Q and is available upon request or at the SEC's web site at www.sec.gov. A holdings listing for the Fund, which presents direct holdings as well as the pro rata share of securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at fidelity.com. In addition, each Fidelity Central Fund's financial statements are available on the SEC's web site or upon request.

(i) Quantity represents share amount.

(j) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $284,000 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

Intermet Corp.

11/9/05

$ 2,971

(k) Position or a portion of the position represents an unfunded loan commitment. At period end, the total principal amount and market value of unfunded commitments totaled $1,841 and $1,834, respectively. The coupon rate will be determined at time of settlement.

(l) Principal amount is stated in United States dollars unles otherwise noted.

(m) Security or a portion of the security purchased on a delayed delivery or when-issued basis.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 7,811

Fidelity Floating Rate Central Fund

8,423

Total

$ 16,234

Additional information regarding the Fund's fiscal year to date purchases and sales, including the ownership percentage, of the non Money Market Central Funds is as follows:

Fund
(Amounts in thousands)

Value, beginning of period

Purchases

Sales Proceeds

Value,
end of
period

% ownership, end of
period

Fidelity Floating Rate Central Fund

$ 124,318

$ 171,818

$ -

$ 295,166

12.4%

Other Information

Distribution of investments by country of issue, as a percentage of total net assets, is as follows:

United States of America

70.8%

United Kingdom

3.1%

Canada

2.9%

Japan

2.5%

Brazil

2.1%

France

2.0%

Argentina

1.7%

Venezuela

1.4%

Russia

1.3%

Finland

1.3%

Mexico

1.0%

Luxembourg

1.0%

Turkey

1.0%

Others (individually less than 1%)

7.9%

100.0%

The information in the above table is based on the combined investments of the fund and its pro-rata share of the investments of Fidelity's fixed-income central funds.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amount)

June 30, 2007 (Unaudited)

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $4,254,637)

$ 4,316,523

Fidelity Central Funds (cost $742,873)

742,320

Total Investments (cost $4,997,510)

$ 5,058,843

Cash

645

Foreign currency held at value (cost $335)

335

Receivable for investments sold

11,758

Receivable for fund shares sold

11,112

Dividends receivable

66

Interest receivable

61,111

Distributions receivable from Fidelity Central Funds

3,572

Swap agreements, at value

644

Prepaid expenses

8

Total assets

5,148,094

Liabilities

Payable for investments purchased:

Regular delivery

$ 68,682

Delayed delivery

130,612

Payable for fund shares redeemed

5,576

Distributions payable

2,260

Accrued management fee

2,317

Other affiliated payables

611

Other payables and accrued expenses

237

Total liabilities

210,295

Net Assets

$ 4,937,799

Net Assets consist of:

Paid in capital

$ 4,841,338

Undistributed net investment income

13,358

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

20,995

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

62,108

Net Assets, for 469,494 shares outstanding

$ 4,937,799

Net Asset Value, offering price and redemption price per share ($4,937,799 ÷ 469,494 shares)

$ 10.52

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements - continued

Statement of Operations

Amounts in thousands

Six months ended June 30, 2007 (Unaudited)

Investment Income

Dividends

$ 4,280

Interest

123,715

Income from Fidelity Central Funds

16,234

Total income

144,229

Expenses

Management fee

$ 13,143

Transfer agent fees

2,866

Accounting fees and expenses

676

Custodian fees and expenses

147

Independent trustees' compensation

7

Registration fees

111

Audit

45

Legal

7

Interest

1

Miscellaneous

18

Total expenses before reductions

17,021

Expense reductions

(82)

16,939

Net investment income

127,290

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers

26,066

Foreign currency transactions

477

Swap agreements

(287)

Total net realized gain (loss)

26,256

Change in net unrealized appreciation (depreciation) on:

Investment securities

(76,562)

Assets and liabilities in foreign currencies

1

Swap agreements

644

Total change in net unrealized appreciation (depreciation)

(75,917)

Net gain (loss)

(49,661)

Net increase (decrease) in net assets resulting from operations

$ 77,629

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Statement of Changes in Net Assets

Amounts in thousands

Six months ended June 30, 2007
(Unaudited)

Year ended
December 31,
2006

Increase (Decrease) in Net Assets

Operations

Net investment income

$ 127,290

$ 202,818

Net realized gain (loss)

26,256

33,397

Change in net unrealized appreciation (depreciation)

(75,917)

57,029

Net increase (decrease) in net assets resulting
from operations

77,629

293,244

Distributions to shareholders from net investment income

(122,294)

(196,703)

Distributions to shareholders from net realized gain

(11,556)

(22,997)

Total distributions

(133,850)

(219,700)

Share transactions
Proceeds from sales of shares

1,183,940

1,515,354

Reinvestment of distributions

119,410

194,760

Cost of shares redeemed

(556,026)

(999,152)

Net increase (decrease) in net assets resulting from share transactions

747,324

710,962

Total increase (decrease) in net assets

691,103

784,506

Net Assets

Beginning of period

4,246,696

3,462,190

End of period (including undistributed net investment income of $13,358 and undistributed net investment income of $8,362, respectively)

$ 4,937,799

$ 4,246,696

Other Information

Shares

Sold

111,307

144,137

Issued in reinvestment of distributions

11,236

18,497

Redeemed

(52,350)

(95,361)

Net increase (decrease)

70,193

67,273

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights

Six months ended June 30, 2007

Years ended December 31,

(Unaudited)

2006

2005

2004

2003

2002

Selected Per-Share Data

Net asset value, beginning of period

$ 10.64

$ 10.43

$ 10.77

$ 10.50

$ 9.40

$ 9.15

Income from Investment Operations

Net investment incomeD

.292

.575

.551

.570

.566

.582

Net realized and unrealized gain (loss)

(.104)

.251

(.227)

.383

1.142

.243

Total from investment operations

.188

.826

.324

.953

1.708

.825

Distributions from net investment income

(.280)

(.556)

(.544)

(.553)

(.578)

(.575)

Distributions from net realized gain

(.028)

(.060)

(.120)

(.130)

(.030)

-

Total distributions

(.308)

(.616)

(.664)

(.683)

(.608)

(.575)

Net asset value, end of period

$ 10.52

$ 10.64

$ 10.43

$ 10.77

$ 10.50

$ 9.40

Total ReturnB,C

1.78%

8.15%

3.12%

9.44%

18.62%

9.38%

Ratios to Average Net AssetsE,G

Expenses before reductions

.74%A

.75%

.75%

.76%

.80%

.84%

Expenses net of fee waivers, if any

.74%A

.75%

.75%

.76%

.80%

.84%

Expenses net of all reductions

.74%A

.75%

.75%

.76%

.80%

.84%

Net investment income

5.54%A

5.49%

5.23%

5.46%

5.64%

6.42%

Supplemental Data

Net assets, end of period (in millions)

$ 4,938

$ 4,247

$ 3,462

$ 3,191

$ 2,340

$ 782

Portfolio turnover rateF

81%A

80%

119%

94%

148%

117%H

A Annualized BTotal returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. DCalculated based on average shares outstanding during the period. E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. FAmount does not include the portfolio activity of any underlying Fidelity Central Funds. GExpense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund. H The portfolio turnover rate does not include the assets acquired in the merger.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Notes to Financial Statements

For the period ended June 30, 2007 (Unaudited)

(Amounts in thousands except ratios)

1. Organization.

Fidelity Strategic Income Fund (the Fund) is a fund of Fidelity School Street Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

Based on their investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the Fund. These strategies are consistent with the investment objectives of the Fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the Fund. The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The following summarizes the Fund's investment in each Fidelity Central Fund.

Fidelity Central Fund

Investment Manager

Investment Objective

Investment Practices

Fidelity Floating Rate Central Fund

Fidelity Management & Research Company, Inc. (FMRC)

Seeks a high level of income by normally investing in floating rate loans and other floating rate securities.

Loans & Direct Debt Instruments,

Repurchase Agreements,

Restricted Securities

A holdings listing for the Fund, which presents direct holdings as well as the pro rata share of any securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds is available at fidelity.com. A complete list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the Fund:

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Security Valuation. Investments are valued and net asset value per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments. Debt securities, including restricted securities, for which quotations are readily available, are valued by independent pricing services or by dealers who make markets in such securities. Pricing services consider yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. The frequency of when fair value pricing is used is unpredictable. The value of securities used for NAV calculation under fair value pricing may differ from published prices for the same securities. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV for processing shareholder transactions includes

Semiannual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned, with any distributions receivable as of period end included in Distributions receivable from Fidelity Central Funds on the Statement of Assets and Liabilities. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectibility of interest is reasonably assured.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. The Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund adopted the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes, on June 29, 2007. FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the tax years in the three year period ended June 29, 2007 remains subject to examination by the Internal Revenue Service. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income for tax regulations, which may differ from generally accepted accounting principles. In addition, the Fund claimed a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to short-term capital gains, foreign currency transactions, certain foreign taxes, prior period premium and discount on debt securities, defaulted bonds, market discount, partnerships (including allocations from Fidelity Central Funds), financing transactions and losses deferred due to wash sales.

The federal tax cost of investments and unrealized appreciation (depreciation) as of period end were as follows:

Unrealized appreciation

$ 121,915

Unrealized depreciation

(54,223)

Net unrealized appreciation (depreciation)

$ 67,692

Cost for federal income tax purposes

$ 4,991,151

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Fund's financial statement disclosures.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the

Semiannual Report

4. Operating Policies - continued

Repurchase Agreements - continued

collateral proceeds could be delayed, during which time the value of the collateral my decline.

Delayed Delivery Transactions and When-Issued Securities. The Fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked-to-market daily and equivalent deliverable securities are held for the transaction. The value of the securities purchased on a delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

Loans and Other Direct Debt Instruments. The Fund may invest in loans and loan participations, trade claims or other receivables. These investments may include standby financing commitments, including revolving credit facilities, that obligate the Fund to supply additional cash to the borrower on demand. Loan participations involve a risk of insolvency of the lending bank or other financial intermediary. The Fund may be contractually obligated to receive approval from the agent bank and/or borrower prior to the sale of these investments.

Swap Agreements. The Fund may invest in swaps for the purpose of managing its exposure to interest rate, credit or market risk.

Interest rate swaps are agreements to exchange cash flows periodically based on a notional principal amount, for example, the exchange of fixed rate interest payments for floating rate interest payments. Periodic payments received or made by the Fund are recorded in the accompanying Statement of Operations as realized gains or losses, respectively. The primary risk associated with interest rate swaps is that unfavorable changes in the fluctuation of interest rates could adversely impact a fund.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

4. Operating Policies - continued

Swap Agreements - continued

Swaps are marked-to-market daily based on dealer-supplied valuations and changes in value are recorded as unrealized appreciation (depreciation). Gains or losses are realized upon early termination of the swap agreement. Collateral, in the form of cash or securities, may be required to be held in segregated accounts with a fund's custodian in compliance with swap contracts. Risks may exceed amounts recognized on the Statement of Assets and Liabilities. These risks include changes in the returns of the underlying instruments, failure of the counterparties to perform under the contracts' terms and the possible lack of liquidity with respect to the swap agreements. Details of swap agreements open at period end are included in the Fund's Schedule of Investments under the caption "Swap Agreements".

5. Purchases and Sales of Investments.

Purchases and sales of securities (including the Fixed-Income Central Funds), other than short-term securities and U.S. government securities, aggregated $1,280,643 and $869,529, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .12% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .57% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FSC receives account fees and asset-based fees that vary according to account size and type of account. FSC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period the transfer agent fees were equivalent to an annualized rate of .12% of average net assets.

Accounting Fees. FSC maintains the Fund's accounting records. The fee is based on the level of average net assets for the month.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $5

Semiannual Report

7. Committed Line of Credit - continued

and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $5,325. The weighted average interest rate was 5.50%. The interest expense amounted to $1 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

9. Expense Reductions.

Through arrangements with the Fund's custodian and transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody and transfer agent expenses by $40 and $41, respectively.

10. Credit Risk.

The Fund's relatively large investment in countries with limited or developing capital markets may involve greater risks than investments in more developed markets and the prices of such investments may be volatile. The yields of emerging market debt obligations reflect, among other things, perceived credit risk. The consequences of political, social or economic changes in these markets may have disruptive effects on the market prices of the Fund's investments and the income they generate, as well as the Fund's ability to repatriate such amounts.

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

The United States Securities and Exchange Commission ("SEC") is conducting an investigation of FMR (covering the years 2002 to 2004) arising from gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during that period. FMR is in discussions with the SEC staff regarding the possible resolution of the matter, but as of period-end no final resolution has been reached.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

11. Other - continued

In December 2006, the Independent Trustees completed their own investigation of the matter with the assistance of independent counsel. The Independent Trustees and FMR agree that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and is worthy of redress. Accordingly, the Independent Trustees have requested and FMR has agreed to pay $42 million to Fidelity mutual funds, plus interest to be determined at the time that payment is made. A method of allocating this payment among the funds has not yet been determined. The total payment to the Fund is not anticipated to have a material impact on the Fund's net assets. In addition, FMR reimbursed related legal expenses which are recorded in the accompanying Statement of Operations as an expense reduction.

Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Strategic Income Fund

Each year, typically in June, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly each month except August and takes into account throughout the year matters bearing on Advisory Contracts. The Board, acting directly and through its separate committees, considers at each of its meetings factors that are relevant to the annual renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has adopted a written charter outlining the structure and purposes of the committee. One such committee, the Fixed-Income Contract Committee, meets periodically as needed throughout the year to consider matters specifically related to the annual renewal of Advisory Contracts. The committee requests and receives information on, and makes recommendations to the Independent Trustees concerning, the approval and annual review of the Advisory Contracts.

At its June 2007 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the Advisory Contracts for the fund. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the management fee and total expenses of the fund; (iii) the total costs of the services to be provided by and the profits to be realized by the investment adviser and its affiliates from the relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved amendments to the fund's agreements with foreign sub-advisers to clarify that each sub-adviser provides services as an independent contractor.

In determining whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. In addition to evaluating the specific factors noted above, the Board, in reaching its determination, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's portfolio managers and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board also considered that Fidelity voluntarily pays for market data out of its own resources. The Board also considered the agreement reached between the Independent Trustees and Fidelity in December 2006 following an independent review of matters relating to receipt of travel, entertainment, gifts and gratuities in violation of Fidelity policies.

Semiannual Report

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that, since the last Advisory Contract renewals in June 2006, Fidelity has taken a number of actions that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fee on Fidelity Advisor Floating Rate High Income Fund; (iii) contractually agreeing to reduce the management fees on Fidelity's California, Massachusetts, New Jersey, and New York AMT Tax-Free Money Market Funds, launching new Institutional Classes and Service Classes of these funds, and contractually agreeing to impose expense limitations on these funds; (iv) eliminating the exchange fee on the Fidelity Select Portfolios and reducing the pricing and bookkeeping fee rates for these funds; (v) reducing the maximum transfer agency fee rates on high income funds and certain equity funds; (vi) proposing amended management contracts that, if approved by shareholders, will add a performance adjustment component to the management fees paid by 18 Fidelity Advisor equity funds; (vii) contractually agreeing to reduce fees for Ultra-Short Central Fund and the money market Central Funds; (viii) waiving the Fidelity Advisor funds' contingent deferred sales charge on certain redemptions made through systematic withdrawal programs; and (ix) amending the management contracts for equity and fixed-income funds whose management contracts incorporate a "group fee" structure by adding four new fee "breakpoints" to the group fee rate schedules.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured against (i) a proprietary custom index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2006, the fund's cumulative total returns, the cumulative total returns of a proprietary custom index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund. The fund's proprietary custom index is an index developed by FMR that represents the performance of the fund's four general investment categories according to their respective weightings in the fund's neutral mix.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity Strategic Income Fund

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of the fund was in the first quartile for all the periods shown. The Board also stated that the relative investment performance of the fund compared favorably to its benchmark for all the periods shown.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Semiannual Report

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 28% means that 72% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Strategic Income Fund

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2006. Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

In its review of the fund's total expenses, the Board considered the fund's management fee as well as other fund expenses, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of the fund compared to competitive fund median expenses. The fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the fund's total expenses ranked below its competitive median for 2006.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the fund's total expenses were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Semiannual Report

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions, including reductions that occur through operation of the transfer agent agreement. The transfer agent fee varies in part based on the number of accounts in the fund. If the number of accounts decreases or the average account size increases, the overall transfer agent fee rate decreases.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. In connection with the renewal of the fund's management contract, the Board approved amendments to the fund's management contract that added four new fee breakpoints to the group fee rate schedule for assets under FMR's management above $1,386 billion. The Board considered that the group fee rate declines under both the present and amended schedules, but that under the amended schedule, the group fee rate declines faster as assets under FMR's management exceed $1,386 billion. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on several topics, including (i) Fidelity's fund profitability methodology, profitability by investment discipline, and profitability trends within certain funds; (ii) Fidelity's compensation structure relative to competitors and its effect on profitability; (iii) funds and accounts managed by Fidelity other than the Fidelity funds, including fee arrangements; (iv) the total expenses of certain funds and classes relative to competitors; (v) fund performance trends; (vi) fall-out benefits received by certain Fidelity affiliates; and (vii) Fidelity's fee structures.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Semiannual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll-free number to access account balances, positions, quotes and trading. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Automated
Service Telephone (FAST
®)
1-800-544-5555

Press

1   For mutual fund and brokerage trading.

2   For quotes.*

3   For account balances and holdings.

4   To review orders and mutual
fund activity.

5   To change your PIN.

*0   To speak to a Fidelity representative.

By PC

Fidelity's web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Semiannual Report

To Visit Fidelity

For directions and hours,
please call 1-800-544-9797.

Arizona

7001 West Ray Road
Chandler, AZ

15445 N. Scottsdale Road
Scottsdale, AZ

California

815 East Birch Street
Brea, CA

1411 Chapin Avenue
Burlingame, CA

851 East Hamilton Avenue
Campbell, CA

19200 Von Karman Avenue
Irvine, CA

601 Larkspur Landing Circle
Larkspur, CA

10100 Santa Monica Blvd.
Los Angeles, CA

27101 Puerta Real
Mission Viejo, CA

73-575 El Paseo
Palm Desert, CA

251 University Avenue
Palo Alto, CA

123 South Lake Avenue
Pasadena, CA

16995 Bernardo Ctr. Drive
Rancho Bernardo, CA

1220 Roseville Parkway
Roseville, CA

1740 Arden Way
Sacramento, CA

7676 Hazard Center Drive
San Diego, CA

11943 El Camino Real
San Diego, CA

8 Montgomery Street
San Francisco, CA

3793 State Street
Santa Barbara, CA

1200 Wilshire Boulevard
Santa Monica, CA

21701 Hawthorne Boulevard
Torrance, CA

2001 North Main Street
Walnut Creek, CA

6300 Canoga Avenue
Woodland Hills, CA

Colorado

1625 Broadway
Denver, CO

9185 Westview Road
Lone Tree, CO

Connecticut

48 West Putnam Avenue
Greenwich, CT

265 Church Street
New Haven, CT

300 Atlantic Street
Stamford, CT

29 South Main Street
West Hartford, CT

Delaware

400 Delaware Avenue
Wilmington, DE

Florida

4400 N. Federal Highway
Boca Raton, FL

121 Alhambra Plaza
Coral Gables, FL

2948 N. Federal Highway
Ft. Lauderdale, FL

4671 Town Center Parkway
Jacksonville, FL

1907 West State Road 434
Longwood, FL

8880 Tamiami Trail, North
Naples, FL

3501 PGA Boulevard
Palm Beach Gardens, FL

3550 Tamiami Trail, South
Sarasota, FL

1502 N. Westshore Blvd.
Tampa, FL

2465 State Road 7
Wellington, FL

Georgia

3445 Peachtree Road, N.E.
Atlanta, GA

1000 Abernathy Road
Atlanta, GA

Illinois

One North LaSalle Street
Chicago, IL

875 North Michigan Ave.
Chicago, IL

1415 West 22nd Street
Oak Brook, IL

1572 East Golf Road
Schaumburg, IL

3232 Lake Avenue
Wilmette, IL

Indiana

4729 East 82nd Street
Indianapolis, IN

Kansas

5400 College Boulevard
Overland Park, KS

Maine

Three Canal Plaza
Portland, ME

Maryland

7315 Wisconsin Avenue
Bethesda, MD

One W. Pennsylvania Ave.
Towson, MD

Massachusetts

801 Boylston Street
Boston, MA

155 Congress Street
Boston, MA

300 Granite Street
Braintree, MA

44 Mall Road
Burlington, MA

238 Main Street
Cambridge, MA

405 Cochituate Road
Framingham, MA

416 Belmont Street
Worcester, MA

Semiannual Report

Michigan

500 E. Eisenhower Pkwy.
Ann Arbor, MI

280 Old N. Woodward Ave.
Birmingham, MI

43420 Grand River Avenue
Novi, MI

29155 Northwestern Hwy.
Southfield, MI

Minnesota

7600 France Avenue South
Edina, MN

Missouri

1524 South Lindbergh Blvd.
St. Louis, MO

Nevada

2225 Village Walk Drive
Henderson, NV

New Jersey

150 Essex Street
Millburn, NJ

56 South Street
Morristown, NJ

396 Route 17, North
Paramus, NJ

3518 Route 1 North
Princeton, NJ

530 Broad Street
Shrewsbury, NJ

New York

1055 Franklin Avenue
Garden City, NY

37 West Jericho Turnpike
Huntington Station, NY

1271 Avenue of the Americas
New York, NY

980 Madison Avenue
New York, NY

61 Broadway
New York, NY

350 Park Avenue
New York, NY

200 Fifth Avenue
New York, NY

733 Third Avenue
New York, NY

11 Penn Plaza
New York, NY

2070 Broadway
New York, NY

1075 Northern Blvd.
Roslyn, NY

799 Central Park Avenue
Scarsdale, NY

North Carolina

4611 Sharon Road
Charlotte, NC

7011 Fayetteville Road
Durham, NC

Ohio

3805 Edwards Road
Cincinnati, OH

1324 Polaris Parkway
Columbus, OH

28699 Chagrin Boulevard
Woodmere Village, OH

Oregon

7493 SW Bridgeport Road
Tigard, OR

Pennsylvania

600 West DeKalb Pike
King of Prussia, PA

1735 Market Street
Philadelphia, PA

12001 Perry Highway
Wexford, PA

Rhode Island

47 Providence Place
Providence, RI

Tennessee

6150 Poplar Avenue
Memphis, TN

Texas

10000 Research Boulevard
Austin, TX

4001 Northwest Parkway
Dallas, TX

12532 Memorial Drive
Houston, TX

2701 Drexel Drive
Houston, TX

6560 Fannin Street
Houston, TX

6500 N. MacArthur Blvd.
Irving, TX

6005 West Park Boulevard
Plano, TX

14100 San Pedro
San Antonio, TX

1576 East Southlake Blvd.
Southlake, TX

19740 IH 45 North
Spring, TX

Utah

279 West South Temple
Salt Lake City, UT

Virginia

1861 International Drive
McLean, VA

Washington

411 108th Avenue, N.E.
Bellevue, WA

1518 6th Avenue
Seattle, WA

Washington, DC

1900 K Street, N.W.
Washington, DC

Wisconsin

595 North Barker Road
Brookfield, WI

Fidelity Brokerage Services, Inc., 100 Summer St., Boston, MA 02110 Member NYSE/SIPC

Semiannual Report

To Write Fidelity

We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(letter_graphic)

Making Changes
To Your Account

(such as changing name, address, bank, etc.)

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0002

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

(letter_graphic)

For Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Semiannual Report

Semiannual Report

Investment Adviser

Fidelity Management & Research Company Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Research & Analysis Company

Fidelity International
Investment Advisors

Fidelity International Investment Advisors (U.K.) Limited

Fidelity Investments Japan Limited

Fidelity Investments Money Management Investments, Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agent

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Bank of New York

New York, NY

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-6666

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) (automated graphic)    1-800-544-5555

(automated graphic)    Automated line for quickest service

FSN-USAN-0807
1.787791.104

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
82 Devonshire St., Boston, MA 02109
www.fidelity.com

Item 2. Code of Ethics

Not applicable.

Item 3. Audit Committee Financial Expert

Not applicable.

Item 4. Principal Accountant Fees and Services

Not applicable.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Schedule of Investments

Not applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies

Not applicable.

Item 9. Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders

There were no material changes to the procedures by which shareholders may recommend nominees to the Fidelity School Street Trust's Board of Trustees.

Item 11. Controls and Procedures

(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the Fidelity School Street Trust's (the "Trust") disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act) provide reasonable assurances that material information relating to the Trust is made known to them by the appropriate persons, based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.

(a)(ii) There was no change in the Trust's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Trust's internal control over financial reporting.

Item 12. Exhibits

(a)

(1)

Not applicable.

(a)

(2)

Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT.

(a)

(3)

Not applicable.

(b)

Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Fidelity School Street Trust

By:

/s/Kimberley Monasterio

Kimberley Monasterio

President and Treasurer

Date:

August 23, 2007

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:

/s/Kimberley Monasterio

Kimberley Monasterio

President and Treasurer

Date:

August 23, 2007

By:

/s/Joseph B. Hollis

Joseph B. Hollis

Chief Financial Officer

Date:

August 23, 2007