N-30D 1 main.htm

Fidelity

Money Market Trust
Retirement Money Market
Portfolio

Annual Report

August 31, 2002

(2_fidelity_logos) (Registered_Trademark)

Contents

Investments

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A complete list of the fund's investments.

Financial Statements

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

Notes

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Notes to the financial statements.

Report of Independent Accountants

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The auditors' opinion.

Trustees and Officers

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Proxy Voting Results

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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.

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

The fund seeks to obtain as high a level of current income as is consistent with the preservation of capital and liquidity by investing in high-quality, short-term money market securities.

Investments in the fund are neither insured nor guaranteed by the U.S. Government, and there can be no assurance that the fund will maintain a stable $1.00 share price.

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.

Mutual fund shares are not deposits or obligations of, or guaranteed by, any depository institution. Shares are not insured by the FDIC, Federal Reserve Board or any other agency, and are subject to investment risks, including possible loss of principal amount invested. Neither the fund nor Fidelity Distributors Corporation is a bank.

For more information on any Fidelity fund, including charges and expenses, call the appropriate number listed below. Read the prospectus carefully before you invest or send money.
Retirement Plan Level Accounts
Corporate Clients 1-800-962-1375
"Not For Profit" Clients 1-800-343-0860
Financial and Other Institutions
Nationwide 1-800-221-5207

Annual Report

Investments August 31, 2002

Showing Percentage of Net Assets

Certificates of Deposit - 51.6%

Due
Date

Annualized Yield at
Time of Purchase

Principal
Amount (000s)

Value (Note 1)
(000s)

Domestic Certificates Of Deposit - 2.1%

Chase Manhattan Bank USA NA

11/13/02

1.70%

$ 80,000

$ 80,000

2/10/03

1.68

80,000

80,000

U.S. Bank NA, Cincinnati

11/1/02

1.95

25,000

25,000

Wells Fargo Bank NA, San Francisco

12/16/02

1.70

85,000

84,995

World Savings Bank FSB

10/9/02

1.80

55,000

54,998

324,993

London Branch, Eurodollar, Foreign Banks - 23.9%

ABN-AMRO Bank NV

11/12/02

1.96

25,000

25,000

Alliance & Leicester PLC

10/15/02

1.80

65,000

65,000

Banco Bilbao Vizcaya Argentaria SA

10/9/02

1.82

10,000

10,000

12/23/02

2.00

15,000

15,005

Barclays Bank PLC

9/17/02

1.95

15,000

15,000

9/17/02

1.97

75,000

75,000

9/19/02

2.01

150,000

150,000

10/10/02

1.80

38,000

38,000

10/24/02

2.02

25,000

25,000

10/28/02

2.04

100,000

100,000

10/28/02

2.09

10,000

10,000

11/12/02

1.96

50,000

50,000

12/10/02

2.00

44,000

44,000

12/16/02

2.10

35,000

34,995

12/17/02

2.10

25,000

25,000

Bayerische Hypo-und Vereinsbank AG

10/17/02

1.80

35,000

35,000

11/8/02

2.05

75,000

75,000

12/9/02

2.01

110,000

110,000

2/19/03

1.70

85,000

85,000

BNP Paribas SA

11/20/02

1.85

115,000

115,000

12/17/02

2.10

70,000

70,000

Credit Agricole Indosuez

9/3/02

1.79

35,000

35,000

Certificates of Deposit - continued

Due
Date

Annualized Yield at
Time of Purchase

Principal
Amount (000s)

Value (Note 1)
(000s)

London Branch, Eurodollar, Foreign Banks - continued

Credit Agricole Indosuez - continued

11/8/02

2.00%

$ 100,000

$ 100,000

Deutsche Bank AG

9/12/02

2.02

70,000

70,000

12/13/02

2.07

185,000

185,000

12/31/02

2.25

25,000

25,010

Dresdner Bank AG

11/8/02

2.00

130,000

130,000

11/13/02

2.03

25,000

25,000

Halifax PLC

9/16/02

2.13

100,000

100,000

9/24/02

1.85

95,000

95,000

11/8/02

2.00

70,000

70,000

12/13/02

2.10

70,000

69,994

HBOS Treasury Services PLC

10/11/02

1.80

105,000

105,000

11/25/02

1.85

150,000

150,000

11/26/02

1.75

15,000

15,000

ING Bank NV

9/13/02

1.82

65,000

65,000

9/16/02

2.18

50,000

50,000

11/20/02

1.86

60,000

60,000

1/21/03

1.70

70,000

70,000

2/21/03

1.71

45,000

45,000

2/27/03

1.75

100,000

100,000

Landesbank Baden-Wuerttemberg

11/12/02

1.96

15,000

15,000

11/12/02

1.97

50,000

50,000

11/18/02

2.00

25,000

25,000

11/18/02

2.05

15,000

15,000

2/21/03

1.70

30,000

30,001

Lloyds TSB Bank PLC

9/12/02

2.00

80,000

80,000

9/27/02

2.00

85,000

85,000

9/30/02

2.01

85,000

85,000

2/18/03

1.70

15,000

15,023

5/27/03

2.37

100,000

100,202

National Australia Bank Ltd.

12/31/02

2.25

20,000

20,000

Nordea Bank Finland PLC

12/9/02

2.00

40,000

40,000

Certificates of Deposit - continued

Due
Date

Annualized Yield at
Time of Purchase

Principal
Amount (000s)

Value (Note 1)
(000s)

London Branch, Eurodollar, Foreign Banks - continued

Nordea Bank Finland PLC - continued

2/27/03

1.76%

$ 150,000

$ 150,000

Nordea North America, Inc.

11/12/02

1.97

25,000

25,000

Northern Rock PLC

10/11/02

1.80

15,000

15,000

10/21/02

1.80

25,000

25,000

Royal Bank of Scotland PLC

9/16/02

1.90

10,000

10,000

Societe Generale

12/31/02

2.15

25,000

25,000

Svenska Handelsbanken AB

11/29/02

2.64

50,000

50,000

Westdeutsche Landesbank Girozentrale

11/8/02

2.01

70,000

70,000

3,667,230

New York Branch, Yankee Dollar, Foreign Banks - 25.6%

Abbey National Treasury Services PLC

9/3/02

1.72 (a)

125,000

124,956

9/10/02

1.69 (a)

65,000

64,976

9/16/02

2.00

20,000

20,000

Bayerische Hypo-und Vereinsbank AG

10/15/02

1.81

135,000

135,000

12/27/02

1.90

150,000

150,000

BNP Paribas SA

9/5/02

2.00

50,000

50,000

9/16/02

1.97

35,000

35,000

9/16/02

2.00

70,000

70,000

9/25/02

2.00

115,000

115,000

12/13/02

2.08

70,000

70,000

12/16/02

2.11

50,000

50,000

12/17/02

2.12

40,000

40,000

12/27/02

1.73

49,000

49,000

12/31/02

2.21

100,000

100,000

Canadian Imperial Bank of Commerce

11/12/02

1.70

100,000

100,000

Commerzbank AG

10/8/02

1.83

105,000

105,000

Credit Agricole Indosuez

10/1/02

1.75 (a)

65,000

64,977

Certificates of Deposit - continued

Due
Date

Annualized Yield at
Time of Purchase

Principal
Amount (000s)

Value (Note 1)
(000s)

New York Branch, Yankee Dollar, Foreign Banks - continued

Credit Agricole Indosuez - continued

12/13/02

2.08%

$ 75,000

$ 75,000

Danske Bank AS

9/16/02

1.73 (a)

50,000

49,997

Deutsche Bank AG

9/6/02

1.69 (a)

235,000

234,963

9/23/02

1.71 (a)

75,000

74,975

Dexia Bank SA

9/16/02

1.68 (a)

35,000

34,995

9/23/02

1.72 (a)

40,000

39,989

9/26/02

1.72 (a)

65,000

64,979

Lloyds TSB Bank PLC

9/3/02

1.72 (a)

40,000

39,986

Royal Bank of Canada

9/30/02

1.72 (a)

200,000

199,930

9/6/02

1.72 (a)

115,000

114,989

9/25/02

1.71 (a)

85,000

84,971

Royal Bank of Scotland PLC

10/22/02

1.93

30,000

30,000

10/28/02

2.07

65,000

65,000

Societe Generale

9/30/02

1.74 (a)

230,000

229,991

9/3/02

1.74 (a)

40,000

39,998

9/16/02

1.68 (a)

35,000

34,995

9/23/02

1.73 (a)

90,000

89,980

9/25/02

1.72 (a)

130,000

129,957

Svenska Handelsbanken AB

9/3/02

1.73 (a)

65,000

64,970

11/20/02

2.51

100,000

99,998

6/25/03

2.30

175,000

174,944

Toronto-Dominion Bank

9/23/02

1.71 (a)

25,000

24,992

UBS AG

9/30/02

1.87

150,000

150,000

10/28/02

2.08

25,000

25,000

10/28/02

2.10

50,000

50,000

12/13/02

2.07

15,000

15,000

Certificates of Deposit - continued

Due
Date

Annualized Yield at
Time of Purchase

Principal
Amount (000s)

Value (Note 1)
(000s)

New York Branch, Yankee Dollar, Foreign Banks - continued

Westdeutsche Landesbank Girozentrale

12/20/02

1.72%

$ 40,000

$ 40,000

2/27/03

1.77

300,000

300,000

3,923,508

TOTAL CERTIFICATES OF DEPOSIT

7,915,731

Commercial Paper - 19.8%

Alliance & Leicester PLC

10/23/02

1.77

100,000

99,746

Amsterdam Funding Corp.

11/7/02

1.71

50,000

49,842

AT&T Corp.

9/6/02

2.28

90,000

89,972

Barclays U.S. Funding Corp.

9/4/02

1.82

125,000

124,981

Bradford & Bingley PLC

9/24/02

1.78

25,000

24,972

CIT Group, Inc.

9/25/02

1.80

15,000

14,982

10/23/02

1.89

10,000

9,973

11/1/02

1.89

5,000

4,984

Citibank Credit Card Master Trust I (Dakota Certificate Program)

9/9/02

1.75

45,000

44,983

9/10/02

1.82

30,000

29,986

10/8/02

1.81

35,000

34,935

10/16/02

1.80

69,750

69,594

10/17/02

1.75

20,000

19,955

11/5/02

1.71

30,000

29,908

CXC, Inc.

9/5/02

1.81

20,000

19,996

DaimlerChrysler North America Holding Corp.

9/9/02

2.02

25,000

24,989

9/16/02

2.05

10,000

9,992

9/25/02

2.01

10,000

9,987

9/26/02

2.00

10,000

9,986

9/27/02

2.00

15,000

14,978

Edison Asset Securitization LLC

10/2/02

1.92

100,000

99,836

Commercial Paper - continued

Due
Date

Annualized Yield at
Time of Purchase

Principal
Amount (000s)

Value (Note 1)
(000s)

Edison Asset Securitization LLC - continued

10/3/02

1.94%

$ 82,000

$ 81,860

11/1/02

2.02

65,000

64,780

2/11/03

1.70

14,308

14,199

2/13/03

1.70

40,000

39,690

Ford Motor Credit Co.

9/6/02

2.00

12,000

11,997

9/10/02

2.04

35,000

34,982

9/16/02

2.02

5,000

4,996

9/17/02

2.02

20,000

19,982

10/28/02

2.05

20,000

19,935

GE Capital International Funding, Inc.

9/23/02

1.81

40,000

39,956

2/18/03

1.71

50,000

49,599

2/19/03

1.75

55,000

54,548

General Electric Capital Corp.

9/10/02

1.95

100,000

99,952

9/11/02

1.99

70,000

69,962

9/12/02

2.02

5,000

4,997

10/29/02

2.01

75,000

74,760

12/6/02

2.10

25,000

24,862

2/3/03

1.77

75,000

74,435

2/3/03

2.32

125,000

123,773

General Mills, Inc.

9/10/02

2.00

10,000

9,995

9/12/02

1.94

20,000

19,988

9/18/02

2.01

12,000

11,989

9/23/02

1.95

5,000

4,994

9/24/02

1.95

5,000

4,994

Goldman Sachs Group, Inc.

2/21/03

1.75

75,000

74,376

ING America Insurance Holdings, Inc.

11/18/02

1.70

50,000

49,817

ING U.S. Funding LLC

12/5/02

1.96

75,000

74,616

Morgan Stanley

9/3/02

1.96 (a)

35,000

35,000

New Center Asset Trust

11/5/02

1.71

70,000

69,785

Newcastle (Discover Card Master Trust)

9/3/02

1.82

10,000

9,999

Commercial Paper - continued

Due
Date

Annualized Yield at
Time of Purchase

Principal
Amount (000s)

Value (Note 1)
(000s)

Northern Rock PLC

9/19/02

1.86%

$ 5,000

$ 4,995

Phillips Petroleum Co.

9/9/02

1.94

15,000

14,994

9/19/02

1.98

15,000

14,985

9/26/02

1.98

10,000

9,986

Salomon Smith Barney Holdings, Inc.

10/22/02

1.76

65,000

64,839

11/26/02

1.75

105,000

104,564

12/12/02

1.75

35,000

34,827

Santander Finance, Inc.

11/12/02

1.77

25,000

24,912

Sears Roebuck Acceptance Corp.

10/8/02

2.11

5,000

4,989

10/9/02

2.11

15,000

14,967

10/16/02

2.10

10,000

9,974

10/22/02

2.09

10,000

9,971

10/23/02

2.09

10,000

9,970

10/24/02

2.09

15,000

14,954

10/29/02

2.09

10,000

9,966

Sheffield Receivables Corp.

9/17/02

1.81

31,530

31,505

9/18/02

1.81

25,000

24,979

11/4/02

1.71

141,885

141,456

Variable Funding Capital Corp.

9/5/02

1.82

150,000

149,970

Wells Fargo & Co.

12/20/02

1.73

75,000

74,606

Westdeutsche Landesbank Girozentrale

12/16/02

1.71

35,000

34,824

Windmill Funding Corp.

11/7/02

1.71

25,000

24,921

2/27/03

1.77

75,000

74,347

Wyeth

9/9/02

1.90

20,000

19,992

TOTAL COMMERCIAL PAPER

3,038,888

Federal Agencies - 9.1%

Due
Date

Annualized Yield at
Time of Purchase

Principal
Amount (000s)

Value (Note 1)
(000s)

Fannie Mae - 6.6%

Agency Coupons - 2.2%

9/3/02

1.84% (a)

$ 150,000

$ 149,970

7/30/03

2.19

75,000

75,000

9/5/03

2.00

110,000

110,000

334,970

Discount Notes - 4.4%

10/30/02

1.96

350,000

348,882

11/6/02

1.93

100,000

99,650

11/15/02

2.48

55,000

54,723

12/4/02

1.92

150,000

149,256

2/5/03

2.24

25,000

24,760

677,271

1,012,241

Federal Home Loan Bank - 2.5%

Agency Coupons - 2.5%

9/3/03

1.99

75,000

75,000

9/5/03

2.00

70,000

70,000

9/5/03

2.03

90,000

89,983

9/8/03

2.00

150,000

149,993

384,976

TOTAL FEDERAL AGENCIES

1,397,217

U.S. Treasury Obligations - 1.0%

U.S. Treasury Bills - 1.0%

12/5/02

1.92

150,000

149,248

Bank Notes - 0.4%

Bank One NA, Chicago

9/16/02

1.95 (a)

15,000

15,001

Lasalle Bank NA

9/20/02

1.85

50,000

50,000

TOTAL BANK NOTES

65,001

Master Notes - 2.5%

Due
Date

Annualized Yield at
Time of Purchase

Principal
Amount (000s)

Value (Note 1)
(000s)

General Motors Acceptance Corp. Mortgage Credit

9/3/02

2.27%

$ 140,000

$ 139,982

Goldman Sachs Group, Inc.

9/5/02

1.99 (a)(b)

125,000

125,000

9/25/02

1.97 (b)

120,000

120,000

TOTAL MASTER NOTES

384,982

Medium-Term Notes - 2.6%

CIT Group, Inc.

11/4/02

2.04 (a)

10,000

10,002

GE Capital Assurance Co.

9/2/02

1.93 (a)(b)

40,000

40,000

GE Life & Annuity Assurance Co.

9/1/02

1.92 (a)(b)

55,000

55,000

General Electric Capital Corp.

9/9/02

1.81 (a)

100,000

100,000

Harwood Street Funding I LLC

9/20/02

1.92 (a)

40,000

40,000

Household Finance Corp.

9/20/02

1.98 (a)

30,000

29,984

9/26/02

2.07 (a)

15,000

14,998

Sheffield Receivables Corp.

9/20/02

1.76 (a)

40,000

40,000

URI Trust 2000-1

9/18/02

1.93 (a)(b)

27,000

27,000

Variable Funding Capital Corp.

9/13/02

1.74 (a)

35,000

35,000

TOTAL MEDIUM-TERM NOTES

391,984

Short-Term Notes - 2.1%

Jackson National Life Insurance Co.

10/1/02

2.02 (a)(b)

36,000

36,000

Metropolitan Life Insurance Co.

10/1/02

2.05 (a)(b)

45,000

45,000

Monumental Life Insurance Co.

9/1/02

1.96 (a)(b)

10,000

10,000

9/1/02

1.99 (a)(b)

45,000

45,000

Short-Term Notes - continued

Due
Date

Annualized Yield at
Time of Purchase

Principal
Amount (000s)

Value (Note 1)
(000s)

New York Life Insurance Co.

10/1/02

1.99% (a)(b)

$ 95,000

$ 95,000

Pacific Life Insurance Co.

9/7/02

1.99 (a)(b)

20,000

20,000

Transamerica Occidental Life Insurance Co.

11/1/02

1.99 (a)(b)

55,000

55,000

Travelers Insurance Co.

11/15/02

1.86 (a)(b)

19,000

19,000

TOTAL SHORT-TERM NOTES

325,000

Repurchase Agreements - 10.6%

Maturity
Amount (000s)

In a joint trading account (U.S. Government Obligations) dated 8/30/02 due 9/3/02 At 1.88%

$ 768

768

With:

Banc of America Securities LLC At 2.01%, dated 8/30/02 due 9/3/02 (Commercial Paper Obligations) (principal amount $358,014) 0% - 1.98%, 9/20/02 - 9/19/37

350,078

350,000

Deutsche Bank Securities, Inc. At 1.95%, dated 8/30/02 due 9/3/02 (Corporate Obligations) (principal amount $158,387) 0% - 8.63%, 5/2/06 - 11/15/31

170,037

170,000

Goldman Sachs & Co. At 2%, dated 8/30/02 due 9/3/02 (Corporate Obligations) (principal amount $251,949)
0%, 11/11/30 - 5/25/32

250,056

250,000

J.P. Morgan Securities At:

1.88%, dated 8/20/02 due 9/24/02 (Corporate Obligations) (principal amount $138,705)
0% - 10.25%, 4/7/03 - 8/1/11

125,228

125,000

1.94%, dated 8/30/02 due 9/3/02 (Corporate Obligations) (principal amount $320,023)
0.01% - 11.13%, 9/15/02 - 12/15/29

275,059

275,000

Lehman Brothers, Inc. At 1.9%, dated 8/8/02 due 9/10/02 (Corporate Obligations) (principal amount $57,115) 6.70% - 8.88%, 11/25/02 - 5/15/31

50,087

50,000

Merrill Lynch, Pierce, Fenner & Smith At:

1.87%, dated 8/12/02 due 11/12/02 (Corporate Obligations) (principal amount $67,712)
6.13% - 10.50%, 7/15/03 - 12/15/29

55,263

55,000

1.96%, dated 8/30/02 due 9/3/02 (Corporate Obligations) (principal amount $204,686)
0% - 9.70%, 4/1/03 - 7/15/31

200,043

200,000

Repurchase Agreements - continued

Maturity
Amount (000s)

Value (Note 1)
(000s)

With: - continued

Morgan Stanley & Co. At 1.88%, dated 8/6/02 due 9/9/02 (Corporate Obligations) (principal amount $52,588) 0% - 10.88%, 5/1/03 - 4/1/37

$ 45,080

$ 45,000

Salomon Smith Barney At 2.03%, dated 8/30/02 due 9/3/02 (Corporate Obligations) (principal amount $119,730) 0% - 12%, 4/15/03 - 9/25/32

100,023

100,000

TOTAL REPURCHASE AGREEMENTS

1,620,768

TOTAL INVESTMENT PORTFOLIO - 99.7%

15,288,819

NET OTHER ASSETS - 0.3%

53,546

NET ASSETS - 100%

$ 15,342,365

Total Cost for Income Tax Purposes $ 15,288,819

Legend

(a) The coupon rate shown on floating or adjustable rate securities represents the rate at period end. The due dates on these types of securities reflect the next interest rate reset date or, when applicable, the final maturity date.

(b) Restricted securities - Investment in securities not registered under the Securities Act of 1933.

Additional information on each holding is as follows:

Security

Acquisition
Date

Cost
(000's)

GE Capital Assurance Co. 1.93%, 9/2/02

7/30/02

$ 40,000

GE Life & Annuity Assurance Co. 1.92%, 9/1/02

3/28/02

$ 55,000

Goldman Sachs Group, Inc.: 1.97%, 9/25/02

5/23/02

$ 120,000

1.99%, 9/5/02

8/26/02

$ 125,000

Jackson National Life Insurance Co. 2.02%, 10/1/02

7/6/99

$ 36,000

Metropolitan Life Insurance Co. 2.05%, 10/1/02

3/26/02

$ 45,000

Monumental Life Insurance Co.: 1.96%, 9/1/02

7/31/98

$ 10,000

1.99%, 9/1/02

3/12/99

$ 45,000

New York Life Insurance Co. 1.99%, 10/1/02

2/28/02

$ 95,000

Pacific Life Insurance Co. 1.99%, 9/7/02

9/6/01

$ 20,000

Transamerica Occidental Life Insurance Co. 1.99%, 11/1/02

4/28/00

$ 55,000

Travelers
Insurance Co. 1.86%, 11/15/02

5/15/02

$ 19,000

URI Trust 2000-1 1.93%, 9/18/02

12/15/00

$ 27,000

Other Information

The fund invested in securities that are not registered under the Securities Act of 1933. At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $692,000,000 or 4.5% of net assets.

The fund participated in the interfund lending program as a lender. The average daily loan balance during the period for which loans were outstanding amounted to $6,750,000. The weighted average interest rate was 2.21%. Interest earned from the interfund lending program amounted to $1,000 and is included in interest income on the Statement of Operations. At period end there were no interfund loans outstanding.

Income Tax Information

A total of 0.67% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax. The fund will notify shareholders in January 2003 of amounts for use in preparing 2002 income tax returns (unaudited).

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amount)

August 31, 2002

Assets

Investment in securities, at value (including repurchase agreements of $1,620,768) - See accompanying schedule

$ 15,288,819

Cash

1

Receivable for fund shares sold

41,534

Interest receivable

40,663

Other receivables

119

Total assets

15,371,136

Liabilities

Payable for fund shares redeemed

$ 23,361

Accrued management fee

5,372

Other payables and accrued expenses

38

Total liabilities

28,771

Net Assets

$ 15,342,365

Net Assets consist of:

Paid in capital

$ 15,342,230

Accumulated net realized gain (loss) on investments

135

Net Assets, for 15,342,158 shares outstanding

$ 15,342,365

Net Asset Value, offering price and redemption price per share ($15,342,365 ÷ 15,342,158 shares)

$ 1.00

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

Annual Report

Financial Statements - continued

Statement of Operations

Amounts in thousands

Year ended August 31, 2002

Investment Income

Interest

$ 342,136

Expenses

Management fee

$ 61,192

Non-interested trustees' compensation

46

Total expenses before reductions

61,238

Expense reductions

(1,893)

59,345

Net investment income

282,791

Net Realized Gain (Loss) on Investment securities

249

Net increase in net assets resulting from operations

$ 283,040

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

Annual Report

Statement of Changes in Net Assets

Amounts in thousands

Year ended
August 31,
2002

Year ended
August 31,
2001

Increase (Decrease) in Net Assets

Operations

Net investment income

$ 282,791

$ 620,314

Net realized gain (loss)

249

283

Net increase (decrease) in net assets resulting
from operations

283,040

620,597

Distributions to shareholders from net investment income

(282,791)

(620,314)

Share transactions at net asset value of $1.00 per share
Proceeds from sales of shares

11,874,722

14,122,466

Reinvestment of distributions

282,746

620,249

Cost of shares redeemed

(10,229,795)

(11,570,972)

Net increase (decrease) in net assets and shares
resulting from share transactions

1,927,673

3,171,743

Total increase (decrease) in net assets

1,927,922

3,172,026

Net Assets

Beginning of period

13,414,443

10,242,417

End of period

$ 15,342,365

$ 13,414,443

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

Annual Report

Financial Highlights

Years ended August 31,

2002

2001

2000

1999

1998

Selected Per-Share Data

Net asset value, beginning of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Income from Investment Operations

Net investment income

.020

.052

.058

.049

.053

Distributions from net investment income

(.020)

(.052)

(.058)

(.049)

(.053)

Net asset value, end of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Total Return A

1.97%

5.36%

5.91%

4.97%

5.46%

Ratios to Average Net Assets B

Expenses before expense
reductions

.42%

.42%

.42%

.42%

.42%

Expenses net of voluntary waivers, if any

.42%

.42%

.42%

.42%

.42%

Expenses net of all
reductions

.41%

.38%

.38%

.38%

.39%

Net investment income

1.94%

5.15%

5.75%

4.85%

5.33%

Supplemental Data

Net assets, end of period
(in millions)

$ 15,342

$ 13,414

$ 10,242

$ 10,310

$ 7,922

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

B Expense ratios reflect operating expenses of the fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from directed brokerage 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 any voluntary waivers reflects expenses after reimbursement by the investment adviser but prior to reductions from directed brokerage or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the fund.

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

Annual Report

Notes to Financial Statements

For the period ended August 31, 2002

(Amounts in thousands except ratios)

1. Significant Accounting Policies.

Retirement Money Market Portfolio (the fund) is a fund of Fidelity Money Market 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 Delaware business trust. 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. Net asset value per share is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. As permitted under Rule 2a-7 of the 1940 Act, and certain conditions therein, securities are valued initially at cost and thereafter assume a constant amortization to maturity of any discount or premium. Investments in open-end investment companies are valued at their net asset value each business day.

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Interest income, which includes amortization of premium and accretion of discount on debt securities, as required, is accrued as earned.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), non-interested Trustees must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, their annual compensation. Deferred amounts are treated as though equivalent dollar amounts had been invested in shares of the fund or are invested in a cross-section of other Fidelity money market funds. Deferred amounts remain in the fund until distributed in accordance with the Plan.

Income Tax Information and Distributions to Shareholders. Each year the fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required. Dividends are declared daily and paid monthly from net investment income.

Income distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. There were no significant book-to-tax differences during the period.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

2. Operating Policies.

Joint Trading Account. Pursuant to an Exemptive Order issued by the Securities and Exchange Commission (the SEC), the fund, along with other affiliated entities of Fidelity Management & Research Company (FMR), may transfer uninvested cash balances into one or more joint trading accounts. These balances are invested in one or more repurchase agreements for U.S. Treasury or Federal Agency obligations.

Repurchase Agreements. The underlying U.S. Treasury, Federal Agency, or other obligations found to be satisfactory by FMR are transferred to an account of the fund, or to the Joint Trading Account, at a custodian bank. The securities are marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest). FMR, the fund's investment adviser, is responsible for determining that the value of the underlying securities remains in accordance with the market value requirements stated above.

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 under the captions "Legend" and/or "Other Information" at the end of the fund's Schedule of Investments.

3. 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 of .42% of the fund's average net assets. FMR pays all other expenses, except the compensation of the non-interested Trustees and certain exceptions such as interest expense. The management fee paid to FMR by the fund is reduced by an amount equal to the fees and expenses paid by the fund to the non-interested Trustees.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating funds. Information regarding the fund's participation in the program is included under the caption "Other Information" at the end of the fund's Schedule of Investments.

Annual Report

4. 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 expenses by $1,893.

Annual Report

Report of Independent Accountants

To the Trustees of Fidelity Money Market Trust and the Shareholders of Retirement Money Market Portfolio:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Retirement Money Market Portfolio (a fund of Fidelity Money Market Trust) at August 31, 2002 and the results of its operations, the changes in its net assets and the financial highlights for the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Retirement Money Market Portfolio's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at August 31, 2002 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

October 4, 2002

Annual Report

Trustees and Officers

The Trustees and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for William O. McCoy and William S. Stavropoulos, each of the Trustees oversees 265 funds advised by FMR or an affiliate. Mr. McCoy oversees 267 funds advised by FMR or an affiliate, and Mr. Stavropoulos oversees 230 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. In any event, each non-interested Trustee shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The executive officers hold office without limit in time, except that any officer may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-888-622-3175.

Interested Trustees*:

Correspondence intended for each Trustee who is an "interested person" (as defined in the 1940 Act) may be sent to 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (72)**

Year of Election or Appointment: 1991

President of Retirement Money Market. Mr. Johnson also serves as President of other Fidelity funds. He is Chief Executive Officer, Chairman, and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; a Director of Fidelity Management & Research (U.K.) Inc.; Chairman and a Director of Fidelity Management & Research (Far East) Inc.; Chairman (1998) and a Director (1997) of Fidelity Investments Money Management, Inc.; and Chairman (2001) and a Director (2000) of FMR Co., Inc.

Abigail P. Johnson (40)**

Year of Election or Appointment: 2001

Senior Vice President of Retirement Money Market (2001). Ms. Johnson also serves as Senior Vice President of other Fidelity funds (2001). She is President and a Director of FMR (2001), Fidelity Investments Money Management, Inc. (2001), FMR Co., Inc. (2001), and a Director of FMR Corp. Previously, Ms. Johnson managed a number of Fidelity funds.

Peter S. Lynch (59)

Year of Election or Appointment: 1991

Vice Chairman and a Director of FMR, and Vice Chairman (2001) and a Director (2000) of FMR Co., Inc. Prior to May 31, 1990, he was a Director of FMR and Executive Vice President of FMR (a position he held until March 31, 1991), Vice President of Fidelity® Magellan® Fund and FMR Growth Group Leader, and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services. In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield, John F. Kennedy Library, and the Museum of Fine Arts of Boston.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

** Edward C. Johnson 3d, Trustee and President of the funds, is Abigail P. Johnson's father.

Annual Report

Non-Interested Trustees:

Correspondence intended for each non-interested Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

J. Michael Cook (59)

Year of Election or Appointment: 2001

Prior to Mr. Cook's retirement in May 1999, he served as Chairman and Chief Executive Officer of Deloitte & Touche LLP (accounting/consulting), Chairman of the Deloitte & Touche Foundation, and a member of the Board of Deloitte Touche Tohmatsu. He currently serves as a Director of AT&T (2001), International Flavors & Fragrances, Inc. (2000), Rockwell Automation International (2000), The Dow Chemical Company (2000), and HCA - The Healthcare Company (1999). He is a Member of the Advisory Board of the Securities Regulation Institute and of the Directorship Group, Chairman Emeritus of the Board of Catalyst (a leading organization for the advancement of women in business), and is Chairman of the Accountability Advisory Panel to the Comptroller General of the United States. He also serves as a member of the Board of Overseers of the Columbia Business School and a Member of the Advisory Board of the Graduate School of Business of the University of Florida, his alma mater.

Ralph F. Cox (70)

Year of Election or Appointment: 1991

Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Prior to February 1994, he was President of Greenhill Petroleum Corporation (petroleum exploration and production). Until March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of CH2M Hill Companies (engineering), and Abraxas Petroleum (petroleum exploration and production, 1999). In addition, he is a member of advisory boards of Texas A&M University and the University of Texas at Austin.

Phyllis Burke Davis (70)

Year of Election or Appointment: 1992

Mrs. Davis is retired from Avon Products, Inc. (consumer products) where she held various positions including Senior Vice President of Corporate Affairs and Group Vice President of U.S. product marketing, sales, distribution, and manufacturing. Mrs. Davis is a member of the Toshiba International Advisory Group of Toshiba Corporation (2001) and a member of the Board of Directors of the Southampton Hospital in Southampton, N.Y. (1998). Previously, she served as a Director of BellSouth Corporation (telecommunications), Eaton Corporation (diversified industrial), the TJX Companies, Inc. (retail stores), Hallmark Cards, Inc., and Nabisco Brands, Inc.

Robert M. Gates (58)

Year of Election or Appointment: 1997

Dr. Gates is President of Texas A&M University (2002). He was Director of the Central Intelligence Agency (CIA) from 1991 to 1993. From 1989 to 1991, Dr. Gates served as Assistant to the President of the United States and Deputy National Security Advisor. Dr. Gates is a Director of Charles Stark Draper Laboratory (non-profit), NACCO Industries, Inc. (mining and manufacturing), TRW Inc. (automotive, space, defense, and information technology), and Parker Drilling Co., Inc. (drilling and rental tools for the energy industry, 2001). He also serves as a member of the Advisory Board of VoteHere.net (secure internet voting, 2001). Previously, Dr. Gates served as a Director of LucasVarity PLC (automotive components and diesel engines) and Dean of the George Bush School of Government and Public Service at Texas A&M University (1999-2001). Dr. Gates also is a Trustee of the Forum for International Policy.

Donald J. Kirk (69)

Year of Election or Appointment: 1991

Mr. Kirk is a Public Governor of the National Association of Securities Dealers, Inc., and of the American Stock Exchange (2001), a Trustee and former Chairman of the Board of Trustees of the Greenwich Hospital Association, a Director of the Yale-New Haven Health Services Corp. (1998), and a Director Emeritus and former Chairman of the Board of Directors of National Arts Stabilization Inc. Mr. Kirk was an Executive-in-Residence (1995-2000) and a Professor (1987-1995) at Columbia University Graduate School of Business. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Previously, Mr. Kirk served as a member and Vice Chairman of the Public Oversight Board of the American Institute of Certified Public Accountants' SEC Practice Section (1995-2002), a Director of General Re Corporation (reinsurance, 1987-1998) and as a Director of Valuation Research Corp. (appraisals and valuations).

Marie L. Knowles (55)

Year of Election or Appointment: 2001

Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. She currently serves as a Director of Phelps Dodge Corporation (copper mining and manufacturing), URS Corporation (multidisciplinary engineering, 1999), and McKesson Corporation (healthcare service, 2002). Ms. Knowles is a Trustee of the Brookings Institution and the Catalina Island Conservancy and also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California.

Ned C. Lautenbach (58)

Year of Election or Appointment: 2000

Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. He was most recently Senior Vice President and Group Executive of Worldwide Sales and Services. From 1993 to 1995, he was Chairman of IBM World Trade Corporation, and from 1994 to 1998 was a member of IBM's Corporate Executive Committee. Mr. Lautenbach serves as Chairman and Chief Executive Officer (1999) and as a Director (1998) of Acterna Corporation (communications test equipment). He is also Co-Chairman and C.E.O. of Covansys, Inc. (global provider of business and technology solutions, 2000). In addition, he is a Director of Eaton Corporation (diversified industrial, 1997), Axcelis Technologies (semiconductors, 2000), and the Philharmonic Center for the Arts in Naples, Florida (1999). He also serves on the Board of Trustees of Fairfield University and is a member of the Council on Foreign Relations.

Marvin L. Mann (69)

Year of Election or Appointment: 1993

Mr. Mann is Chairman of the non-interested Trustees (2001). He is Chairman Emeritus of Lexmark International, Inc. (computer peripherals) where he remains a member of the Board. Prior to 1991, he held the positions of Vice President of International Business Machines Corporation (IBM) and President and General Manager of various IBM divisions and subsidiaries. Mr. Mann is a Board member of Imation Corp. (imaging and information storage, 1997) and Acterna Corporation (communications test equipment, 1999). He is also a member of the Director Services Committee of the Investment Company Institute. In addition, Mr. Mann is a member of the President's Cabinet at the University of Alabama and the Board of Visitors of the Culverhouse College of Commerce and Business Administration at the University of Alabama.

William O. McCoy (68)

Year of Election or Appointment: 1997

Prior to his retirement in December 1994, Mr. McCoy was Vice Chairman of the Board of BellSouth Corporation (telecommunications) and President of BellSouth Enterprises. He is currently a Director of Liberty Corporation (holding company), Duke Realty Corporation (real estate), Progress Energy, Inc. (electric utility), and Acterna Corporation (communications test equipment, 1999). He is also a partner of Franklin Street Partners (private investment management firm, 1997) and a member of the Research Triangle Foundation Board. In addition, Mr. McCoy served as the Interim Chancellor (1999-2000) and a member of the Board of Visitors (1994-1998) for the University of North Carolina at Chapel Hill and currently serves on the Board of Directors of the University of North Carolina Health Care System and the Board of Visitors of the Kenan-Flagler Business School (University of North Carolina at Chapel Hill). He also served as Vice President of Finance for the University of North Carolina (16-school system, 1995-1998).

William S. Stavropoulos (63)

Year of Election or Appointment: 2002

Mr. Stavropoulos also serves as a Trustee (2001) or Member of the Advisory Board (2000) of other investment companies advised by FMR. He is Chairman of the Board and Chairman of the Executive Committee (2000) and a Director of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000) and Chief Executive Officer (1995-2000). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions, 1997), BellSouth Corporation (telecommunications, 1997), and the Chemical Financial Corporation. He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research and Fordham University. In addition, Mr. Stavropoulos is a member of the American Chemical Society, The Business Council, J.P. Morgan International Council, World Business Council for Sustainable Development, and the University of Notre Dame Advisory Council for the College of Science.

Executive Officers:

Correspondence intended for each executive officer may be sent to 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Dwight D. Churchill (48)

Year of Election or Appointment: 2000

Vice President of Retirement Money Market. He serves as Head of Fidelity's Fixed-Income Division (2000), Vice President of Fidelity's Money Market Funds (2000), Vice President of Fidelity's Bond Funds (1997), and Senior Vice President of FIMM (2000) and FMR (1997). Mr. Churchill joined Fidelity in 1993 as Vice President and Group Leader of Taxable Fixed-Income Investments.

David L. Murphy (54)

Year of Election or Appointment: 2002

Vice President of Retirement Money Market. Mr. Murphy also serves as Vice President of Fidelity's Money Market Funds (2002). He serves as Senior Vice President (2000) and Money Market Group Leader (2002) of the Fidelity Investments Fixed Income Division. Mr. Murphy is also Vice President of FIMM (2000) and FMR (1998). Previously, Mr. Murphy served as Bond Group Leader (2000-2002) and Vice President of Fidelity's Taxable Bond Funds (2000-2002) and Fidelity's Municipal Bond Funds (2001-2002). Mr. Murphy joined Fidelity in 1989 as a portfolio manager in the Bond Group.

Robert A. Litterst (43)

Year of Election or Appointment: 2002

Vice President of Retirement Money Market. Mr. Litterst is also Vice President of other funds advised by FMR. Prior to assuming his current responsibilities, Mr. Litterst managed a variety of Fidelity funds.

Eric D. Roiter (53)

Year of Election or Appointment: 1998

Secretary of Retirement Money Market. He also serves as Secretary of other Fidelity funds (1998); Vice President, General Counsel, and Clerk of FMR Co., Inc. (2001) and FMR (1998); Vice President and Clerk of FDC (1998); Assistant Clerk of Fidelity Management & Research (U.K.) Inc. (2001) and Fidelity Management & Research (Far East) Inc. (2001); and Assistant Secretary of Fidelity Investments Money Management Inc. (2001). Prior to joining Fidelity, Mr. Roiter was with the law firm of Debevoise & Plimpton, as an associate (1981-1984) and as a partner (1985-1997), and served as an Assistant General Counsel of the U.S. Securities and Exchange Commission (1979-1981). Mr. Roiter was an Adjunct Member, Faculty of Law, at Columbia University Law School (1996-1997).

Maria F. Dwyer (43)

Year of Election or Appointment: 2002

Treasurer of Retirement Money Market. She also serves as Treasurer of other Fidelity funds (2002) and is a Vice President (1999) and an employee (1996) of FMR. Prior to joining Fidelity, Ms. Dwyer served as Director of Compliance for MFS Investment Management.

Stanley N. Griffith (55)

Year of Election or Appointment: 1998

Assistant Vice President of Retirement Money Market. Mr. Griffith is Assistant Vice President of Fidelity's Fixed-Income Funds (1998), Assistant Secretary of FIMM (1998), Vice President of Fidelity Investments' Fixed-Income Division (1998), and is an employee of FMR.

John H. Costello (56)

Year of Election or Appointment: 1988

Assistant Treasurer of Retirement Money Market. Mr. Costello also serves as Assistant Treasurer of other Fidelity funds and is an employee of FMR.

Francis V. Knox, Jr. (55)

Year of Election or Appointment: 2002

Assistant Treasurer of Retirement Money Market. Mr. Knox also serves as Assistant Treasurer of other Fidelity funds (2002), Compliance Officer of FMR Corp., and Vice President and an employee of FMR. Previously, Mr. Knox served as Vice President of Investment & Advisor Compliance (1990-2001), and Compliance Officer of Fidelity Management & Research (U.K.) Inc. (1992-2002) and Fidelity Management & Research (Far East) Inc. (1991-2002).

Thomas J. Simpson (44)

Year of Election or Appointment: 1996

Assistant Treasurer of Retirement Money Market. Mr. Simpson is Assistant Treasurer of other Fidelity funds (2000) and an employee of FMR (1996). Prior to joining FMR, Mr. Simpson was Vice President and Fund Controller of Liberty Investment Services (1987-1995).

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on September 18, 2002. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To continue the effectiveness of Article VII, Section 7.04 of the Trust Instrument.*

# of
Votes

% of
Votes

Affirmative

8,505,937,765.88

85.114

Against

511,777,999.83

5.121

Abstain

975,913,807.31

9.765

TOTAL

9,993,629,573.02

100.000

PROPOSAL 2

To authorize the Trustees to adopt an amended and restated Trust Instrument.*

# of
Votes

% of
Votes

Affirmative

8,166,387,844.73

81.716

Against

865,019,942.06

8.656

Abstain

962,221,786.23

9.628

TOTAL

9,993,629,573.02

100.000

PROPOSAL 3

To elect a Board of Trustees.*

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

8,995,583,298.03

90.013

Withheld

998,046,274.99

9.987

TOTAL

9,993,629,573.02

100.000

Ralph F. Cox

Affirmative

8,994,324,658.90

90.001

Withheld

999,304,914.12

9.999

TOTAL

9,993,629,573.02

100.000

# of
Votes

% of
Votes

Phyllis Burke Davis

Affirmative

8,987,363,350.16

89.931

Withheld

1,006,266,222.86

10.069

TOTAL

9,993,629,573.02

100.000

Robert M. Gates

Affirmative

8,995,035,344.80

90.008

Withheld

998,594,228.22

9.992

TOTAL

9,993,629,573.02

100.000

Abigail P. Johnson

Affirmative

8,984,426,011.62

89.902

Withheld

1,009,203,561.40

10.098

TOTAL

9,993,629,573.02

100.000

Edward C. Johnson 3d

Affirmative

8,987,132,154.51

89.929

Withheld

1,006,497,418.51

10.071

TOTAL

9,993,629,573.02

100.000

Donald J. Kirk

Affirmative

9,000,632,705.45

90.064

Withheld

992,996,867.57

9.936

TOTAL

9,993,629,573.02

100.000

Marie L. Knowles

Affirmative

8,993,271,765.15

89.990

Withheld

1,000,357,807.87

10.010

TOTAL

9,993,629,573.02

100.000

Ned C. Lautenbach

Affirmative

8,998,741,046.95

90.045

Withheld

994,888,526.07

9.955

TOTAL

9,993,629,573.02

100.000

Peter S. Lynch

Affirmative

8,998,161,657.31

90.039

Withheld

995,467,915.71

9.961

TOTAL

9,993,629,573.02

100.000

# of
Votes

% of
Votes

Marvin L. Mann

Affirmative

8,997,198,249.66

90.029

Withheld

996,431,323.36

9.971

TOTAL

9,993,629,573.02

100.000

William O. McCoy

Affirmative

8,997,111,867.65

90.028

Withheld

996,517,705.37

9.972

TOTAL

9,993,629,573.02

100.000

William S. Stavropoulos

Affirmative

8,975,818,014.07

89.815

Withheld

1,017,811,558.95

10.185

TOTAL

9,993,629,573.02

100.000

PROPOSAL 4

To eliminate a fundamental investment policy of the fund.

# of
Votes

% of
Votes

Affirmative

5,747,240,560.96

77.081

Against

825,407,425.60

11.070

Abstain

883,493,310.48

11.849

TOTAL

7,456,141,297.04

100.000

PROPOSAL 5

To amend the fund's fundamental investment limitation concerning lending.

# of
Votes

% of
Votes

Affirmative

5,758,776,915.34

77.235

Against

815,110,276.28

10.932

Abstain

882,254,105.42

11.833

TOTAL

7,456,141,297.04

100.000

*Denotes trust-wide proposals and voting results.

Annual Report

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Annual Report

Investment Adviser

Fidelity Management &
Research Company
Boston, MA

Sub-Adviser

Fidelity Investments Money
Management, Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agent

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Custodian

The Bank of New York

New York, NY

RMM-ANN-1002 158088
1.768778.100

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

Fidelity

Money Market Trust
Retirement Government
Money Market Portfolio

Annual Report

August 31, 2002

(2_fidelity_logos) (Registered_Trademark)

Contents

Investments

<Click Here>

A complete list of the fund's investments.

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.

Report of Independent Accountants

<Click Here>

The auditors' opinion.

Trustees and Officers

<Click Here>

Proxy Voting Results

<Click Here>

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.

(Recycle graphic)   This report is printed on recycled paper using soy-based inks.

The fund seeks to obtain as high a level of current income as is consistent with the preservation of capital and liquidity by investing in money market securities issued or guaranteed as to principal and interest by the U.S. Government, or by any of its agencies or instrumentalities.

Investments in the fund are neither insured nor guaranteed by the U.S. Government, and there can be no assurance that the fund will maintain a stable $1.00 share price.

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.

Mutual fund shares are not deposits or obligations of, or guaranteed by, any depository institution. Shares are not insured by the FDIC, Federal Reserve Board or any other agency, and are subject to investment risks, including possible loss of principal amount invested. Neither the fund nor Fidelity Distributors Corporation is a bank.

For more information on any Fidelity fund, including charges and expenses, call the appropriate number listed below. Read the prospectus carefully before you invest or send money.
Retirement Plan Level Accounts
Corporate Clients 1-800-962-1375
"Not For Profit" Clients 1-800-343-0860
Financial and Other Institutions
Nationwide 1-800-221-5207

Annual Report

Investments August 31, 2002

Showing Percentage of Net Assets

Federal Agencies - 62.1%

Due
Date

Annualized Yield at
Time of Purchase

Principal
Amount (000s)

Value (Note 1)
(000s)

Fannie Mae - 33.9%

Agency Coupons - 10.8%

9/3/02

1.80% (a)

$ 41,000

$ 40,997

9/3/02

1.84 (a)

91,000

90,982

9/9/02

1.64 (a)

50,000

49,975

9/20/02

1.67 (a)

100,000

99,941

10/10/02

1.68 (a)

100,000

99,975

11/1/02

1.64 (a)

55,000

54,965

7/30/03

2.19

100,000

100,000

9/5/03

2.00

35,000

35,000

571,835

Discount Notes - 23.1%

9/3/02

1.96

57,000

56,994

9/18/02

1.76

125,000

124,897

10/2/02

1.76

130,000

129,804

10/2/02

2.00

19,000

18,968

10/2/02

2.25

43,682

43,598

10/9/02

1.99

64,881

64,746

10/9/02

2.05

37,000

36,921

10/18/02

2.23

24,000

23,932

10/30/02

1.96

45,000

44,857

11/6/02

1.92

63,000

62,781

11/6/02

1.93

50,000

49,825

11/13/02

1.88

65,000

64,755

11/15/02

2.41

110,000

109,461

11/20/02

1.93

14,000

13,941

11/27/02

1.94

80,000

79,629

12/4/02

1.92

25,000

24,876

12/13/02

2.27

75,000

74,524

1/21/03

2.19

50,000

49,576

2/3/03

2.20

50,000

49,535

2/5/03

2.24

25,000

24,760

5/30/03

2.34

50,000

49,138

7/25/03

1.91

25,000

24,575

1,222,093

1,793,928

Federal Home Loan Bank - 14.3%

Agency Coupons - 12.1%

9/12/02

1.72 (a)

150,000

149,904

9/23/02

1.67 (a)

180,000

179,937

9/28/02

1.68 (a)

53,560

53,543

Federal Agencies - continued

Due
Date

Annualized Yield at
Time of Purchase

Principal
Amount (000s)

Value (Note 1)
(000s)

Federal Home Loan Bank - continued

Agency Coupons - continued

11/21/02

1.69% (a)

$ 57,000

$ 56,977

9/3/03

1.99

25,000

25,000

9/5/03

2.00

25,000

25,000

9/8/03

2.00

100,000

99,996

9/23/03

2.09 (b)

50,000

50,000

640,357

Discount Notes - 2.2%

10/30/02

1.94

65,000

64,795

10/30/02

1.96

50,000

49,841

114,636

754,993

Freddie Mac - 13.9%

Agency Coupons - 1.4%

10/15/02

2.00

75,000

75,375

Discount Notes - 12.5%

9/9/02

1.94

100,000

99,957

9/12/02

1.99

50,000

49,970

9/30/02

2.22

100,000

99,824

11/15/02

1.88

95,000

94,632

12/13/02

2.00

50,000

49,717

12/13/02

2.45

50,000

49,657

12/20/02

1.97

61,700

61,332

1/2/03

2.14

75,000

74,459

1/30/03

1.77

57,000

56,582

2/27/03

1.75

25,000

24,785

660,915

736,290

TOTAL FEDERAL AGENCIES

3,285,211

U.S. Treasury Obligations - 1.4%

U.S. Treasury Bills - 0.9%

12/5/02

1.92

50,000

49,749

U.S. Treasury Notes - 0.5%

9/30/02

1.98

25,000

25,078

TOTAL U.S. TREASURY OBLIGATIONS

74,827

Repurchase Agreements - 37.3%

Maturity
Amount (000s)

Value (Note 1)
(000s)

In a joint trading account (U.S. Government Obligations) dated:

6/14/02 due 9/18/02 At 1.79%

$ 125,597

$ 125,000

6/18/02 due 9/16/02 At 1.79%

50,224

50,000

6/20/02 due 9/17/02 At 1.78%

40,176

40,000

7/9/02 due:

9/20/02 At 1.78%

150,541

150,000

10/7/02 At 1.79%

100,448

100,000

8/30/02 due 9/3/02 At 1.88%

1,510,368

1,510,052

TOTAL REPURCHASE AGREEMENTS

1,975,052

TOTAL INVESTMENT PORTFOLIO - 100.8%

5,335,090

NET OTHER ASSETS - (0.8)%

(40,385)

NET ASSETS - 100%

$ 5,294,705

Total Cost for Income Tax Purposes $ 5,335,090

Legend

(a) The coupon rate shown on floating or adjustable rate securities represents the rate at period end. The due dates on these types of securities reflect the next interest rate reset date or, when applicable, the final maturity date.

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

Income Tax Information

A total of 8.39% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax. The fund will notify shareholders in January 2003 of amounts for use in preparing 2002 income tax returns (unaudited).

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amount)

August 31, 2002

Assets

Investment in securities, at value (including repurchase agreements of $1,975,052) - See accompanying schedule

$ 5,335,090

Receivable for fund shares sold

13,807

Interest receivable

5,793

Other receivables

62

Total assets

5,354,752

Liabilities

Payable for investments purchased on a delayed delivery basis

$ 50,000

Payable for fund shares redeemed

8,190

Accrued management fee

1,849

Other payables and accrued expenses

8

Total liabilities

60,047

Net Assets

$ 5,294,705

Net Assets consist of:

Paid in capital

$ 5,294,531

Accumulated net realized gain (loss) on investments

174

Net Assets, for 5,294,281 shares outstanding

$ 5,294,705

Net Asset Value, offering price and redemption price per share ($5,294,705 ÷ 5,294,281 shares)

$ 1.00

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

Annual Report

Financial Statements - continued

Statement of Operations

Amounts in thousands

Year ended August 31, 2002

Investment Income

Interest

$ 125,298

Expenses

Management fee

$ 21,883

Non-interested trustees' compensation

17

Total expenses before reductions

21,900

Expense reductions

(679)

21,221

Net investment income

104,077

Net Realized Gain (Loss) on Investment securities

175

Net increase in net assets resulting from operations

$ 104,252

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

Annual Report

Statement of Changes in Net Assets

Amounts in thousands

Year ended
August 31,
2002

Year ended
August 31,
2001

Increase (Decrease) in Net Assets

Operations

Net investment income

$ 104,077

$ 247,554

Net realized gain (loss)

175

384

Net increase (decrease) in net assets resulting
from operations

104,252

247,938

Distributions to shareholders from net investment income

(104,077)

(247,554)

Share transactions at net asset value of $1.00 per share
Proceeds from sales of shares

3,745,432

4,709,869

Reinvestment of distributions

103,929

247,523

Cost of shares redeemed

(3,631,847)

(4,451,775)

Net increase (decrease) in net assets and shares
resulting from share transactions

217,514

505,617

Total increase (decrease) in net assets

217,689

506,001

Net Assets

Beginning of period

5,077,016

4,571,015

End of period

$ 5,294,705

$ 5,077,016

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

Annual Report

Financial Highlights

Years ended August 31,

2002

2001

2000

1999

1998

Selected Per-Share Data

Net asset value,
beginning of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Income from Investment Operations

Net investment income

.020

.052

.056

.048

.053

Distributions from net investment income

(.020)

(.052)

(.056)

(.048)

(.053)

Net asset value, end of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Total Return A

2.01%

5.32%

5.74%

4.86%

5.41%

Ratios to Average Net Assets B

Expenses before expense reductions

.42%

.42%

.42%

.42%

.42%

Expenses net of voluntary waivers, if any

.42%

.42%

.42%

.42%

.42%

Expenses net of all
reductions

.41%

.39%

.39%

.39%

.39%

Net investment income

2.00%

5.15%

5.60%

4.75%

5.28%

Supplemental Data

Net assets, end of period (in millions)

$ 5,295

$ 5,077

$ 4,571

$ 4,199

$ 3,402

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

B Expense ratios reflect operating expenses of the fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from directed brokerage 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 any voluntary waivers reflects expenses after reimbursement by the investment adviser but prior to reductions from directed brokerage or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the fund.

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

Annual Report

Notes to Financial Statements

For the period ended August 31, 2002

(Amounts in thousands except ratios)

1. Significant Accounting Policies.

Retirement Government Money Market Portfolio (the fund) is a fund of Fidelity Money Market 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 Delaware business trust. 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. Net asset value per share is calculated as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. As permitted under Rule 2a-7 of the 1940 Act, and certain conditions therein, securities are valued initially at cost and thereafter assume a constant amortization to maturity of any discount or premium. Investments in open-end investment companies are valued at their net asset value each business day.

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Interest income, which includes amortization of premium and accretion of discount on debt securities, as required, is accrued as earned.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among the funds in the trust.

Income Tax Information and Distributions to Shareholders. Each year the fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required. Dividends are declared daily and paid monthly from net investment income.

Income distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. There were no significant book-to-tax differences during the period.

2. Operating Policies.

Joint Trading Account. Pursuant to an Exemptive Order issued by the Securities and Exchange Commission (the SEC), the fund, along with other affiliated entities of Fidelity Management & Research Company (FMR), may transfer uninvested cash balances into one or more joint trading accounts. These balances are invested in one or more repurchase agreements for U.S. Treasury or Federal Agency obligations.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

2. Operating Policies - continued

Repurchase Agreements. The underlying U.S. Treasury, Federal Agency, or other obligations found to be satisfactory by FMR are transferred to an account of the fund, or to the Joint Trading Account, at a custodian bank. The securities are marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest). FMR, the fund's investment adviser, is responsible for determining that the value of the underlying securities remains in accordance with the market value requirements stated above.

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 values 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, or if the issuer does not issue the securities due to political, economic, or other factors.

3. Joint Trading Account.

At the end of the period, the fund had 20% or more of its total investments in repurchase agreements through a joint trading account. These repurchase agreements were with entities whose creditworthiness has been reviewed and found satisfactory by FMR. The investments in repurchase agreements through the joint trading account are summarized as follows:

Summary of Joint Trading

Dated June 14, 2002, due September 18, 2002

1.79%

Number of dealers or banks

1

Maximum amount with one dealer or bank

100%

Aggregate principal amount of agreements

$500,000

Aggregate maturity amount of agreements

$502,387

Aggregate market value of transferred assets

$512,043

Coupon rates of transferred assets

6.50% to 9.50%

Maturity dates of transferred assets

9/1/02 to 9/1/32

Annual Report

3. Joint Trading Account - continued

Summary of Joint Trading - continued

Dated June 18, 2002, due September 16, 2002

1.79%

Number of dealers or banks

1

Maximum amount with one dealer or bank

100%

Aggregate principal amount of agreements

$250,000

Aggregate maturity amount of agreements

$251,119

Aggregate market value of transferred assets

$256,024

Coupon rates of transferred assets

5.50% to 10.50%

Maturity dates of transferred assets

3/1/08 to 8/1/32

Dated June 20, 2002, due September 17, 2002

1.78%

Number of dealers or banks

1

Maximum amount with one dealer or bank

100%

Aggregate principal amount of agreements

$150,000

Aggregate maturity amount of agreements

$150,660

Aggregate market value of transferred assets

$153,766

Coupon rates of transferred assets

6.00% to 9.00%

Maturity dates of transferred assets

9/1/14 to 9/1/32

Dated July 9, 2002, due September 20, 2002

1.78%

Number of dealers or banks

1

Maximum amount with one dealer or bank

100%

Aggregate principal amount of agreements

$550,000

Aggregate maturity amount of agreements

$551,985

Aggregate market value of transferred assets

$562,534

Coupon rates of transferred assets

5.50% to 10.50%

Maturity dates of transferred assets

11/1/03 to 9/1/32

Dated July 9, 2002, due October 7, 2002

1.79%

Number of dealers or banks

1

Maximum amount with one dealer or bank

100%

Aggregate principal amount of agreements

$500,000

Aggregate maturity amount of agreements

$502,238

Aggregate market value of transferred assets

$516,334

Coupon rates of transferred assets

5.00% to 14.75%

Maturity dates of transferred assets

10/1/02 to 9/1/32

Dated August 30, 2002, due September 3, 2002

1.88%

Number of dealers or banks

14

Maximum amount with one dealer or bank

21%

Aggregate principal amount of agreements

$8,341,260

Aggregate maturity amount of agreements

$8,343,006

Aggregate market value of transferred assets

$8,511,273

Coupon rates of transferred assets

0.00% to 10.38%

Maturity dates of transferred assets

9/20/02 to 2/1/51

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

4. 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 of .42% of the fund's average net assets. FMR pays all other expenses, except the compensation of the non-interested Trustees and certain exceptions such as interest expense. The management fee paid to FMR by the fund is reduced by an amount equal to the fees and expenses paid by the fund to the non-interested Trustees.

5. 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 expenses by $679.

Annual Report

Report of Independent Accountants

To the Trustees of Fidelity Money Market Trust and the Shareholders of Retirement Government Money Market Portfolio:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Retirement Government Money Market Portfolio (a fund of Fidelity Money Market Trust) at August 31, 2002 and the results of its operations, the changes in its net assets and the financial highlights for the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Retirement Government Money Market Portfolio's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at August 31, 2002 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

October 4, 2002

Annual Report

Trustees and Officers

The Trustees and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for William O. McCoy and William S. Stavropoulos, each of the Trustees oversees 265 funds advised by FMR or an affiliate. Mr. McCoy oversees 267 funds advised by FMR or an affiliate, and Mr. Stavropoulos oversees 230 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. In any event, each non-interested Trustee shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The executive officers hold office without limit in time, except that any officer may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-888-622-3175.

Interested Trustees*:

Correspondence intended for each Trustee who is an "interested person" (as defined in the 1940 Act) may be sent to 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (72)**

Year of Election or Appointment: 1991

President of Retirement Government Money Market. Mr. Johnson also serves as President of other Fidelity funds. He is Chief Executive Officer, Chairman, and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; a Director of Fidelity Management & Research (U.K.) Inc.; Chairman and a Director of Fidelity Management & Research (Far East) Inc.; Chairman (1998) and a Director (1997) of Fidelity Investments Money Management, Inc.; and Chairman (2001) and a Director (2000) of FMR Co., Inc.

Abigail P. Johnson (40)**

Year of Election or Appointment: 2001

Senior Vice President of Retirement Government Money Market (2001). Ms. Johnson also serves as Senior Vice President of other Fidelity funds (2001). She is President and a Director of FMR (2001), Fidelity Investments Money Management, Inc. (2001), FMR Co., Inc. (2001), and a Director of FMR Corp. Previously, Ms. Johnson managed a number of Fidelity funds.

Peter S. Lynch (59)

Year of Election or Appointment: 1991

Vice Chairman and a Director of FMR, and Vice Chairman (2001) and a Director (2000) of FMR Co., Inc. Prior to May 31, 1990, he was a Director of FMR and Executive Vice President of FMR (a position he held until March 31, 1991), Vice President of Fidelity® Magellan® Fund and FMR Growth Group Leader, and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services. In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield, John F. Kennedy Library, and the Museum of Fine Arts of Boston.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

** Edward C. Johnson 3d, Trustee and President of the funds, is Abigail P. Johnson's father.

Annual Report

Non-Interested Trustees:

Correspondence intended for each non-interested Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

J. Michael Cook (59)

Year of Election or Appointment: 2001

Prior to Mr. Cook's retirement in May 1999, he served as Chairman and Chief Executive Officer of Deloitte & Touche LLP (accounting/consulting), Chairman of the Deloitte & Touche Foundation, and a member of the Board of Deloitte Touche Tohmatsu. He currently serves as a Director of AT&T (2001), International Flavors & Fragrances, Inc. (2000), Rockwell Automation International (2000), The Dow Chemical Company (2000), and HCA - The Healthcare Company (1999). He is a Member of the Advisory Board of the Securities Regulation Institute and of the Directorship Group, Chairman Emeritus of the Board of Catalyst (a leading organization for the advancement of women in business), and is Chairman of the Accountability Advisory Panel to the Comptroller General of the United States. He also serves as a member of the Board of Overseers of the Columbia Business School and a Member of the Advisory Board of the Graduate School of Business of the University of Florida, his alma mater.

Ralph F. Cox (70)

Year of Election or Appointment: 1991

Mr. Cox is President of RABAR Enterprises (management consulting for the petroleum industry). Prior to February 1994, he was President of Greenhill Petroleum Corporation (petroleum exploration and production). Until March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of CH2M Hill Companies (engineering), and Abraxas Petroleum (petroleum exploration and production, 1999). In addition, he is a member of advisory boards of Texas A&M University and the University of Texas at Austin.

Phyllis Burke Davis (70)

Year of Election or Appointment: 1992

Mrs. Davis is retired from Avon Products, Inc. (consumer products) where she held various positions including Senior Vice President of Corporate Affairs and Group Vice President of U.S. product marketing, sales, distribution, and manufacturing. Mrs. Davis is a member of the Toshiba International Advisory Group of Toshiba Corporation (2001) and a member of the Board of Directors of the Southampton Hospital in Southampton, N.Y. (1998). Previously, she served as a Director of BellSouth Corporation (telecommunications), Eaton Corporation (diversified industrial), the TJX Companies, Inc. (retail stores), Hallmark Cards, Inc., and Nabisco Brands, Inc.

Robert M. Gates (58)

Year of Election or Appointment: 1997

Dr. Gates is President of Texas A&M University (2002). He was Director of the Central Intelligence Agency (CIA) from 1991 to 1993. From 1989 to 1991, Dr. Gates served as Assistant to the President of the United States and Deputy National Security Advisor. Dr. Gates is a Director of Charles Stark Draper Laboratory (non-profit), NACCO Industries, Inc. (mining and manufacturing), TRW Inc. (automotive, space, defense, and information technology), and Parker Drilling Co., Inc. (drilling and rental tools for the energy industry, 2001). He also serves as a member of the Advisory Board of VoteHere.net (secure internet voting, 2001). Previously, Dr. Gates served as a Director of LucasVarity PLC (automotive components and diesel engines) and Dean of the George Bush School of Government and Public Service at Texas A&M University (1999-2001). Dr. Gates also is a Trustee of the Forum for International Policy.

Donald J. Kirk (69)

Year of Election or Appointment: 1991

Mr. Kirk is a Public Governor of the National Association of Securities Dealers, Inc., and of the American Stock Exchange (2001), a Trustee and former Chairman of the Board of Trustees of the Greenwich Hospital Association, a Director of the Yale-New Haven Health Services Corp. (1998), and a Director Emeritus and former Chairman of the Board of Directors of National Arts Stabilization Inc. Mr. Kirk was an Executive-in-Residence (1995-2000) and a Professor (1987-1995) at Columbia University Graduate School of Business. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Previously, Mr. Kirk served as a member and Vice Chairman of the Public Oversight Board of the American Institute of Certified Public Accountants' SEC Practice Section (1995-2002), a Director of General Re Corporation (reinsurance, 1987-1998) and as a Director of Valuation Research Corp. (appraisals and valuations).

Marie L. Knowles (55)

Year of Election or Appointment: 2001

Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. She currently serves as a Director of Phelps Dodge Corporation (copper mining and manufacturing), URS Corporation (multidisciplinary engineering, 1999), and McKesson Corporation (healthcare service, 2002). Ms. Knowles is a Trustee of the Brookings Institution and the Catalina Island Conservancy and also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California.

Ned C. Lautenbach (58)

Year of Election or Appointment: 2000

Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. He was most recently Senior Vice President and Group Executive of Worldwide Sales and Services. From 1993 to 1995, he was Chairman of IBM World Trade Corporation, and from 1994 to 1998 was a member of IBM's Corporate Executive Committee. Mr. Lautenbach serves as Chairman and Chief Executive Officer (1999) and as a Director (1998) of Acterna Corporation (communications test equipment). He is also Co-Chairman and C.E.O. of Covansys, Inc. (global provider of business and technology solutions, 2000). In addition, he is a Director of Eaton Corporation (diversified industrial, 1997), Axcelis Technologies (semiconductors, 2000), and the Philharmonic Center for the Arts in Naples, Florida (1999). He also serves on the Board of Trustees of Fairfield University and is a member of the Council on Foreign Relations.

Marvin L. Mann (69)

Year of Election or Appointment: 1993

Mr. Mann is Chairman of the non-interested Trustees (2001). He is Chairman Emeritus of Lexmark International, Inc. (computer peripherals) where he remains a member of the Board. Prior to 1991, he held the positions of Vice President of International Business Machines Corporation (IBM) and President and General Manager of various IBM divisions and subsidiaries. Mr. Mann is a Board member of Imation Corp. (imaging and information storage, 1997) and Acterna Corporation (communications test equipment, 1999). He is also a member of the Director Services Committee of the Investment Company Institute. In addition, Mr. Mann is a member of the President's Cabinet at the University of Alabama and the Board of Visitors of the Culverhouse College of Commerce and Business Administration at the University of Alabama.

William O. McCoy (68)

Year of Election or Appointment: 1997

Prior to his retirement in December 1994, Mr. McCoy was Vice Chairman of the Board of BellSouth Corporation (telecommunications) and President of BellSouth Enterprises. He is currently a Director of Liberty Corporation (holding company), Duke Realty Corporation (real estate), Progress Energy, Inc. (electric utility), and Acterna Corporation (communications test equipment, 1999). He is also a partner of Franklin Street Partners (private investment management firm, 1997) and a member of the Research Triangle Foundation Board. In addition, Mr. McCoy served as the Interim Chancellor (1999-2000) and a member of the Board of Visitors (1994-1998) for the University of North Carolina at Chapel Hill and currently serves on the Board of Directors of the University of North Carolina Health Care System and the Board of Visitors of the Kenan-Flagler Business School (University of North Carolina at Chapel Hill). He also served as Vice President of Finance for the University of North Carolina (16-school system, 1995-1998).

William S. Stavropoulos (63)

Year of Election or Appointment: 2002

Mr. Stavropoulos also serves as a Trustee (2001) or Member of the Advisory Board (2000) of other investment companies advised by FMR. He is Chairman of the Board and Chairman of the Executive Committee (2000) and a Director of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000) and Chief Executive Officer (1995-2000). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions, 1997), BellSouth Corporation (telecommunications, 1997), and the Chemical Financial Corporation. He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research and Fordham University. In addition, Mr. Stavropoulos is a member of the American Chemical Society, The Business Council, J.P. Morgan International Council, World Business Council for Sustainable Development, and the University of Notre Dame Advisory Council for the College of Science.

Executive Officers:

Correspondence intended for each executive officer may be sent to 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Dwight D. Churchill (48)

Year of Election or Appointment: 2000

Vice President of Retirement Government Money Market. He serves as Head of Fidelity's Fixed-Income Division (2000), Vice President of Fidelity's Money Market Funds (2000), Vice President of Fidelity's Bond Funds (1997), and Senior Vice President of FIMM (2000) and FMR (1997). Mr. Churchill joined Fidelity in 1993 as Vice President and Group Leader of Taxable Fixed-Income Investments.

David L. Murphy (54)

Year of Election or Appointment: 2002

Vice President of Retirement Government Money Market. Mr. Murphy also serves as Vice President of Fidelity's Money Market Funds (2002). He serves as Senior Vice President (2000) and Money Market Group Leader (2002) of the Fidelity Investments Fixed Income Division. Mr. Murphy is also Vice President of FIMM (2000) and FMR (1998). Previously, Mr. Murphy served as Bond Group Leader (2000-2002) and Vice President of Fidelity's Taxable Bond Funds (2000-2002) and Fidelity's Municipal Bond Funds (2001-2002). Mr. Murphy joined Fidelity in 1989 as a portfolio manager in the Bond Group.

Robert A. Litterst (43)

Year of Election or Appointment: 1997

Vice President of Retirement Government Money Market. Mr. Litterst is also Vice President of other funds advised by FMR. Prior to assuming his current responsibilities, Mr. Litterst managed a variety of Fidelity funds.

Eric D. Roiter (53)

Year of Election or Appointment: 1998

Secretary of Retirement Government Money Market. He also serves as Secretary of other Fidelity funds (1998); Vice President, General Counsel, and Clerk of FMR Co., Inc. (2001) and FMR (1998); Vice President and Clerk of FDC (1998); Assistant Clerk of Fidelity Management & Research (U.K.) Inc. (2001) and Fidelity Management & Research (Far East) Inc. (2001); and Assistant Secretary of Fidelity Investments Money Management Inc. (2001). Prior to joining Fidelity, Mr. Roiter was with the law firm of Debevoise & Plimpton, as an associate (1981-1984) and as a partner (1985-1997), and served as an Assistant General Counsel of the U.S. Securities and Exchange Commission (1979-1981). Mr. Roiter was an Adjunct Member, Faculty of Law, at Columbia University Law School (1996-1997).

Maria F. Dwyer (43)

Year of Election or Appointment: 2002

Treasurer of Retirement Government Money Market. She also serves as Treasurer of other Fidelity funds (2002) and is a Vice President (1999) and an employee (1996) of FMR. Prior to joining Fidelity, Ms. Dwyer served as Director of Compliance for MFS Investment Management.

Stanley N. Griffith (55)

Year of Election or Appointment: 1998

Assistant Vice President of Retirement Government Money Market. Mr. Griffith is Assistant Vice President of Fidelity's Fixed-Income Funds (1998), Assistant Secretary of FIMM (1998), Vice President of Fidelity Investments' Fixed-Income Division (1998), and is an employee of FMR.

John H. Costello (56)

Year of Election or Appointment: 1988

Assistant Treasurer of Retirement Government Money Market. Mr. Costello also serves as Assistant Treasurer of other Fidelity funds and is an employee of FMR.

Francis V. Knox, Jr. (55)

Year of Election or Appointment: 2002

Assistant Treasurer of Retirement Government Money Market. Mr. Knox also serves as Assistant Treasurer of other Fidelity funds (2002), Compliance Officer of FMR Corp., and Vice President and an employee of FMR. Previously, Mr. Knox served as Vice President of Investment & Advisor Compliance (1990-2001), and Compliance Officer of Fidelity Management & Research (U.K.) Inc. (1992-2002) and Fidelity Management & Research (Far East) Inc. (1991-2002).

Thomas J. Simpson (44)

Year of Election or Appointment: 1996

Assistant Treasurer of Retirement Government Money Market. Mr. Simpson is Assistant Treasurer of other Fidelity funds (2000) and an employee of FMR (1996). Prior to joining FMR, Mr. Simpson was Vice President and Fund Controller of Liberty Investment Services (1987-1995).

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on September 18, 2002. The results of votes taken among shareholders on proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To continue the effectiveness of Article VII, Section 7.04 of the Trust Instrument.*

# of
Votes

% of
Votes

Affirmative

8,505,937,765.88

85.114

Against

511,777,999.83

5.121

Abstain

975,913,807.31

9.765

TOTAL

9,993,629,573.02

100.000

PROPOSAL 2

To authorize the Trustees to adopt an amended and restated Trust Instrument.*

# of
Votes

% of
Votes

Affirmative

8,166,387,844.73

81.716

Against

865,019,942.06

8.656

Abstain

962,221,786.23

9.628

TOTAL

9,993,629,573.02

100.000

PROPOSAL 3

To elect a Board of Trustees.*

# of
Votes

% of
Votes

J. Michael Cook

Affirmative

8,995,583,298.03

90.013

Withheld

998,046,274.99

9.987

TOTAL

9,993,629,573.02

100.000

Ralph F. Cox

Affirmative

8,994,324,658.90

90.001

Withheld

999,304,914.12

9.999

TOTAL

9,993,629,573.02

100.000

Phyllis Burke Davis

Affirmative

8,987,363,350.16

89.931

Withheld

1,006,266,222.86

10.069

TOTAL

9,993,629,573.02

100.000

# of
Votes

% of
Votes

Robert M. Gates

Affirmative

8,995,035,344.80

90.008

Withheld

998,594,228.22

9.992

TOTAL

9,993,629,573.02

100.000

Abigail P. Johnson

Affirmative

8,984,426,011.62

89.902

Withheld

1,009,203,561.40

10.098

TOTAL

9,993,629,573.02

100.000

Edward C. Johnson 3d

Affirmative

8,987,132,154.51

89.929

Withheld

1,006,497,418.51

10.071

TOTAL

9,993,629,573.02

100.000

Donald J. Kirk

Affirmative

9,000,632,705.45

90.064

Withheld

992,996,867.57

9.936

TOTAL

9,993,629,573.02

100.000

Marie L. Knowles

Affirmative

8,993,271,765.15

89.990

Withheld

1,000,357,807.87

10.010

TOTAL

9,993,629,573.02

100.000

Ned C. Lautenbach

Affirmative

8,998,741,046.95

90.045

Withheld

994,888,526.07

9.955

TOTAL

9,993,629,573.02

100.000

Peter S. Lynch

Affirmative

8,998,161,657.31

90.039

Withheld

995,467,915.71

9.961

TOTAL

9,993,629,573.02

100.000

Marvin L. Mann

Affirmative

8,997,198,249.66

90.029

Withheld

996,431,323.36

9.971

TOTAL

9,993,629,573.02

100.000

# of
Votes

% of
Votes

William O. McCoy

Affirmative

8,997,111,867.65

90.028

Withheld

996,517,705.37

9.972

TOTAL

9,993,629,573.02

100.000

William S. Stavropoulos

Affirmative

8,975,818,014.07

89.815

Withheld

1,017,811,558.95

10.185

TOTAL

9,993,629,573.02

100.000

PROPOSAL 5

To amend the fund's fundamental investment limitation concerning lending.

# of
Votes

% of
Votes

Affirmative

2,064,410,276.25

81.356

Against

239,900,830.53

9.455

Abstain

233,177,169.20

9.189

TOTAL

2,537,488,275.98

100.000

*Denotes trust-wide proposals and voting results.

Annual Report

Annual Report

Annual Report

Annual Report

Annual Report

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Annual Report

Investment Adviser

Fidelity Management &
Research Company
Boston, MA

Sub-Adviser

Fidelity Investments Money
Management, Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agent

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Custodian

The Bank of New York

New York, NY

RGM-ANN-1002 158087
1.768777.100

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