-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VA60RiKi5x61MQTcESqKX6pHVYieixEwLWB/ASDjJ+WPKNYRIEYgTXryI1hbFIur 4P2IScdqWsUjpYU5wwxj8g== 0000278001-03-000013.txt : 20030721 0000278001-03-000013.hdr.sgml : 20030721 20030721115823 ACCESSION NUMBER: 0000278001-03-000013 CONFORMED SUBMISSION TYPE: N-CSR PUBLIC DOCUMENT COUNT: 12 CONFORMED PERIOD OF REPORT: 20030531 FILED AS OF DATE: 20030721 EFFECTIVENESS DATE: 20030721 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIDELITY PHILLIPS STREET TRUST CENTRAL INDEX KEY: 0000278001 IRS NUMBER: 042667982 STATE OF INCORPORATION: MA FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: N-CSR SEC ACT: 1940 Act SEC FILE NUMBER: 811-02890 FILM NUMBER: 03794095 BUSINESS ADDRESS: STREET 1: 82 DEVONSHIRE ST CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 2142816360 MAIL ADDRESS: STREET 1: FIDLEITY INVESTMENTS MAILZONE DW4B STREET 2: P.O. BOX 650471 CITY: DALLAS STATE: TX ZIP: 75265-0471 FORMER COMPANY: FORMER CONFORMED NAME: FIDELITY CASH RESERVES DATE OF NAME CHANGE: 19930122 N-CSR 1 main.htm

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

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-2890

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

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

Eric D. Roiter, Secretary

82 Devonshire St.

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

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

Date of fiscal year end:

November 30

Date of reporting period:

May 31, 2003

Item 1. Reports to Stockholders

Fidelity®

Cash Reserves

Semiannual Report

May 31, 2003

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Investment Changes

<Click Here>

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

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 Auditors

<Click Here>

The auditors' opinion.

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.

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, the 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 1-800-544-6666 for a free prospectus. Read it carefully before you invest or send money.

An investment in a money market fund is not insured or guaranteed by the FDIC or any other government agency. Although money market funds seek to preserve the value of your investment at $1 per share, it is possible to lose money by investing in the fund.

Semiannual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

This shareholder update and report on the performance of your fund is among the first to be produced under the new Sarbanes-Oxley Public Company Accounting and Investor Protection Act of 2002. This act requires that public companies certify, under penalty of law, the financial information they report to shareholders. It was adopted by Congress in reaction to several incidents of corporate malfeasance that brought the integrity of management of some publicly traded companies into question.

After the act was signed into law, the Securities and Exchange Commission interpreted it as applying to mutual funds as well as public companies. Thus, every mutual fund now is required to certify that the financial information provided in annual and semiannual reports to shareholders fully and fairly presents its financial position.

There is little doubt that the intent of Congress and regulators in this matter is a noble one - to improve the accuracy and accountability of financial reporting to investors by corporate America. We in no way condone any of the activities that brought about these requirements, and we welcome any and every reasonable proposal to strengthen investor protection and information disclosure.

That said, we are proud that mutual funds have always provided full and fair disclosure. Governed by the Investment Company Act of 1940 - and monitored and regulated by federal and state agencies, industry oversight associations, and independent directors - mutual funds are among the most transparent of all financial products. For example, the prices of mutual fund shares are established and published every business day, and the majority of members of the Board of Trustees that oversees our funds are not affiliated with the business of Fidelity. The disclosure standards of mutual funds actually have become models for governance and transparency across corporate America.

We are, of course, complying in full with the letter of this new requirement and hope that any future efforts by Congress to reassure investors about the honesty of corporate America will focus on practical and substantive solutions of genuine value to shareholders.

This sort of careful consideration was evident as Congress deliberated President Bush's tax cut package this spring, then enacted legislation that contains a variety of benefits for American families, investors and businesses. Although the final bill did not completely eliminate the tax that individual investors pay when they receive dividends from companies, it still will benefit American investors, and we applaud it in the spirit of compromise that marked the debate in Congress.

At Fidelity, we are committed to acting at all times in accordance with the highest standards of integrity and in the best interests of our fund shareholders. We are proud of the amount of information we provide to those who invest in our funds and pleased to continue that level of communication with you in these reports.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Investment Changes

Maturity Diversification

Days

% of fund's
investments
5/31/03

% of fund's
investments
11/30/02

% of fund's
investments
5/31/02

0 - 30

48.5

45.8

47.3

31 - 90

29.7

36.9

24.9

91 - 180

12.3

14.4

18.3

181 - 397

9.5

2.9

9.5

Weighted Average Maturity

5/31/03

11/30/02

5/31/02

Cash Reserves

68 Days

57 Days

66 Days

All Taxable Money Market
Funds Average
*

52 Days

54 Days

55 Days

Asset Allocation (% of fund's net assets)

As of May 31, 2003

As of November 30, 2002

Commercial Paper 19.6%

Commercial Paper 23.3%

Bank CDs, BAs,
TDs, and Notes 48.9%

Bank CDs, BAs,
TDs, and Notes 54.3%

Government
Securities 18.1%

Government
Securities 10.6%

Other Investments 15.3%

Other Investments 11.8%

Net Other Assets** (1.9)%

Net Other Assets 0.0%



**Net Other Assets are not included in the pie chart.

*Source: iMoneyNet, Inc.

Semiannual Report

Investments May 31, 2003

Showing Percentage of Net Assets

Certificates of Deposit - 34.2%

Due
Date

Annualized Yield at
Time of Purchase

Principal Amount
(000s)

Value (Note 1)
(000s)

Domestic Certificates Of Deposit - 2.9%

Bank of America NA

9/29/03

1.24%

$ 800,000

$ 800,000

Chase Manhattan Bank USA NA

6/18/03

1.27

275,000

275,000

First Tennessee Bank NA, Memphis

6/4/03

1.32 (b)

75,000

75,000

6/5/03

1.32 (b)

50,000

50,000

National City Bank, Indiana

6/9/03

1.33

100,000

100,000

Wells Fargo Bank NA, San Francisco

6/6/03

1.24

200,000

200,000

6/6/03

1.25

125,000

125,000

1,625,000

London Branch, Eurodollar, Foreign Banks - 19.4%

Bank of Nova Scotia

6/9/03

1.25

250,000

250,000

Barclays Bank PLC

6/4/03

1.40

245,000

245,000

6/6/03

1.39

100,000

100,000

6/10/03

1.33

50,000

50,000

6/11/03

1.37

100,000

100,000

6/16/03

1.26

256,000

256,000

6/24/03

1.27

935,000

935,000

6/25/03

1.27

170,000

170,000

BNP Paribas SA

6/5/03

1.39

515,000

515,000

8/26/03

1.25

585,000

585,000

Credit Agricole Indosuez

11/13/03

1.21

200,000

200,000

Credit Lyonnais SA

8/12/03

1.24

215,000

215,000

Credit Suisse First Boston Bank

6/9/03

1.27

515,000

515,000

Deutsche Bank AG

6/11/03

1.35

470,000

470,000

7/14/03

1.25

435,000

435,000

9/12/03

1.21

435,000

435,000

Dresdner Bank AG

8/21/03

1.24

300,000

300,000

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

HBOS Treasury Services PLC

7/7/03

1.26%

$ 214,000

$ 214,000

8/4/03

1.26

510,000

510,000

8/21/03

1.21

275,000

275,000

10/14/03

1.20

435,000

435,000

ING Bank NV

7/7/03

1.25

725,000

725,000

7/21/03

1.25

610,000

610,000

Nationwide Building Society

6/27/03

1.27

100,000

100,000

Northern Rock PLC

6/9/03

1.27

100,000

100,000

7/24/03

1.27

30,000

30,000

Royal Bank of Scotland PLC

7/16/03

1.25

500,000

500,000

Societe Generale

8/22/03

1.26

585,000

585,000

11/12/03

1.19

435,000

435,000

11/13/03

1.21

235,000

235,000

WestLB AG

6/10/03

1.36

135,000

135,000

9/29/03

1.25

410,000

410,000

11,075,000

New York Branch, Yankee Dollar, Foreign Banks - 11.9%

BNP Paribas SA

6/2/03

1.29 (b)

395,000

394,969

6/20/03

1.35

345,000

345,000

8/11/03

1.35

100,000

100,000

8/25/03

1.25

330,000

330,000

9/15/03

1.43

300,000

300,000

9/19/03

1.43

340,000

340,000

Credit Agricole Indosuez

6/2/03

1.29 (b)

250,000

249,937

6/2/03

1.32 (b)

250,000

249,979

7/15/03

1.25

190,000

190,000

Danske Bank AS

6/28/03

1.27 (b)

100,000

99,980

Lloyds TSB Bank PLC

6/13/03

1.34

50,000

50,000

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

Norddeutsche Landesbank Girozentrale

6/4/03

1.28%

$ 90,000

$ 90,000

6/10/03

1.35

75,000

75,000

8/25/03

1.25

175,000

175,000

9/8/03

1.27

125,000

125,000

11/17/03

1.20

90,000

90,000

Royal Bank of Canada

6/2/03

1.29 (b)

410,000

409,958

Royal Bank of Scotland PLC

7/7/03

1.24

1,410,000

1,410,000

Societe Generale

6/2/03

1.29 (b)

395,000

394,958

6/2/03

1.30 (b)

375,000

374,970

Svenska Handelsbanken AB

6/2/03

1.24 (b)

235,000

234,990

Toronto-Dominion Bank

6/19/03

1.27

160,000

160,000

7/7/03

1.25

100,000

100,002

WestLB AG

8/26/03

1.28

500,000

500,000

6,789,743

TOTAL CERTIFICATES OF DEPOSIT

19,489,743

Commercial Paper - 19.5%

Aegon Funding Corp.

6/25/03

1.26

130,000

129,891

8/22/03

1.25

55,000

54,843

8/26/03

1.25

100,000

99,701

American Express Credit Corp.

9/4/03

1.21

35,000

34,889

Amsterdam Funding Corp.

6/9/03

1.25

50,000

49,986

9/23/03

1.27

50,000

49,801

Aspen Funding Corp.

6/9/03

1.25

30,000

29,992

Barclays U.S. Funding Corp.

10/1/03

1.25

190,000

189,202

Commercial Paper - continued

Due
Date

Annualized Yield at
Time of Purchase

Principal Amount
(000s)

Value (Note 1)
(000s)

CIT Group, Inc.

6/16/03

1.31%

$ 25,000

$ 24,986

6/18/03

1.32

25,000

24,984

6/19/03

1.32

35,000

34,977

Citibank Credit Card Master Trust I (Dakota Certificate Program)

6/11/03

1.25

25,000

24,991

6/13/03

1.25

50,000

49,979

6/19/03

1.27

170,000

169,892

6/24/03

1.26

150,000

149,879

7/2/03

1.25

165,000

164,822

7/7/03

1.25

100,000

99,875

7/14/03

1.25

50,000

49,925

7/18/03

1.27

65,000

64,892

7/22/03

1.26

50,000

49,911

7/23/03

1.26

150,000

149,727

7/28/03

1.25

50,000

49,901

7/29/03

1.25

173,000

172,652

ConocoPhillips

6/26/03

1.32

60,000

59,945

Corporate Asset Funding Co.

7/23/03

1.25

79,000

78,857

Corporate Receivables Corp.

7/23/03

1.25

100,000

99,819

CXC, Inc.

7/25/03

1.25

60,000

59,888

DaimlerChrysler NA Holding Corp.

6/2/03

1.61

35,000

34,998

6/24/03

1.56

68,000

67,933

7/15/03

1.57

41,000

40,922

8/13/03

1.53

88,000

87,729

8/14/03

1.52

90,000

89,721

8/18/03

1.51

141,000

140,542

8/19/03

1.50

60,000

59,804

Danske Corp.

6/6/03

1.34

50,000

49,991

6/10/03

1.34

30,000

29,990

6/11/03

1.35

100,000

99,963

Dresdner U.S. Finance, Inc.

8/11/03

1.25

350,000

349,137

8/15/03

1.25

350,000

349,089

Eagle Funding Capital Corp.

6/20/03

1.26

50,113

50,080

Commercial Paper - continued

Due
Date

Annualized Yield at
Time of Purchase

Principal Amount
(000s)

Value (Note 1)
(000s)

Edison Asset Securitization LLC

6/3/03

1.35%

$ 70,000

$ 69,995

6/3/03

1.40

155,000

154,988

7/7/03

1.27

264,692

264,358

7/8/03

1.27

150,000

149,806

7/10/03

1.27

204,095

203,816

Emerald (MBNA Credit Card Master Note Trust)

6/26/03

1.25

75,000

74,935

7/15/03

1.24

94,252

94,109

7/17/03

1.27

24,300

24,261

7/30/03

1.25

65,544

65,410

Fairway Finance Corp.

7/15/03

1.27

25,395

25,356

8/25/03

1.28

50,000

49,850

Falcon Asset Securitization Corp.

6/5/03

1.25

50,000

49,993

7/2/03

1.26

30,000

29,967

Ford Motor Credit Co.

6/3/03

1.60

95,000

94,992

6/5/03

1.54

65,000

64,989

6/11/03

1.56

65,000

64,972

6/16/03

1.54

70,000

69,955

6/19/03

1.50

99,000

98,926

7/7/03

1.53

45,000

44,931

8/19/03

1.51

67,000

66,779

8/27/03

1.51

64,000

63,768

Fortis Funding LLC

6/3/03

1.36

50,000

49,996

6/6/03

1.36

64,750

64,738

7/7/03

1.32

63,100

63,017

GE Capital International Funding, Inc.

8/14/03

1.24

200,000

199,490

8/15/03

1.24

30,000

29,923

9/17/03

1.27

200,000

199,244

9/18/03

1.27

30,000

29,886

General Electric Capital Corp.

7/9/03

1.27

300,000

299,601

7/10/03

1.27

300,000

299,591

8/14/03

1.23

250,000

249,368

8/15/03

1.23

42,000

41,892

9/3/03

1.26

50,000

49,837

Commercial Paper - continued

Due
Date

Annualized Yield at
Time of Purchase

Principal Amount
(000s)

Value (Note 1)
(000s)

General Electric Capital Services, Inc.

6/4/03

1.37%

$ 90,000

$ 89,990

7/22/03

1.25

135,000

134,761

General Electric Co.

9/23/03

1.26

200,000

199,208

General Mills, Inc.

6/23/03

1.33

20,000

19,984

General Motors Acceptance Corp.

6/23/03

1.55

150,000

149,859

6/24/03

1.55

125,000

124,877

Govco, Inc.

7/21/03

1.26

50,900

50,811

ING America Insurance Holdings, Inc.

6/3/03

1.27

65,000

64,995

John Deere Capital Corp.

6/9/03

1.47

20,000

19,993

6/11/03

1.47

20,000

19,992

6/12/03

1.46

35,000

34,984

Jupiter Securitization Corp.

6/18/03

1.36

35,713

35,690

Kellogg Co.

6/18/03

1.35

35,000

34,978

Mont Blanc Capital Corp.

6/3/03

1.30

40,000

39,997

6/19/03

1.25

20,066

20,053

6/25/03

1.27

80,000

79,932

7/14/03

1.26

75,572

75,458

7/17/03

1.26

20,067

20,035

Montauk Funding Corp.

7/17/03

1.25

80,000

79,872

Motown Notes Program

7/17/03

1.27

52,374

52,289

7/24/03

1.27

30,000

29,944

7/25/03

1.27

90,000

89,829

8/7/03

1.25

95,000

94,779

New Center Asset Trust

8/6/03

1.23

50,000

49,888

8/29/03

1.26

70,000

69,784

Newcastle (Discover Card Master Trust)

7/15/03

1.25

35,000

34,947

7/24/03

1.26

18,000

17,967

Commercial Paper - continued

Due
Date

Annualized Yield at
Time of Purchase

Principal Amount
(000s)

Value (Note 1)
(000s)

Newcastle (Discover Card Master Trust) - continued

7/25/03

1.25%

$ 77,000

$ 76,856

7/25/03

1.26

54,500

54,397

Newport Funding Corp.

6/9/03

1.25

50,000

49,986

Paradigm Funding LLC

6/4/03

1.27

130,000

129,986

6/10/03

1.27

88,000

87,972

7/23/03

1.26

135,000

134,754

Private Export Funding Corp.

6/3/03

1.34

25,000

24,998

Santander Finance, Inc.

6/13/03

1.28

135,000

134,943

Sears Roebuck Acceptance Corp.

6/5/03

1.62

35,000

34,994

6/10/03

1.62

35,000

34,986

6/11/03

1.62

35,000

34,984

6/17/03

1.62

35,000

34,975

6/18/03

1.62

35,000

34,973

6/19/03

1.60

35,000

34,972

Sheffield Receivables Corp.

6/25/03

1.27

290,000

289,754

7/25/03

1.25

37,400

37,330

Shell Finance (UK) PLC

6/11/03

1.67

100,000

99,954

Shell Finance Netherlands BV

6/13/03

1.67

90,000

89,951

Societe Generale NA

6/9/03

1.25

150,000

149,958

7/10/03

1.25

67,850

67,758

UBS Finance, Inc.

6/23/03

1.25

500,000

499,618

Variable Funding Capital Corp.

7/11/03

1.26

37,400

37,348

Windmill Funding Corp.

6/9/03

1.25

75,000

74,979

9/23/03

1.27

25,000

24,900

TOTAL COMMERCIAL PAPER

11,081,067

Federal Agencies - 16.8%

Due
Date

Annualized Yield at
Time of Purchase

Principal Amount
(000s)

Value (Note 1)
(000s)

Fannie Mae - 8.8%

Agency Coupons - 1.4%

4/16/04

1.41%

$ 347,000

$ 347,000

5/7/04

1.38

430,000

430,000

777,000

Discount Notes - 7.4%

6/27/03

1.31

380,000

379,643

6/27/03

1.35

422,000

421,592

7/7/03

1.35

335,000

334,551

7/25/03

1.33

175,000

174,654

8/6/03

1.24

800,000

798,196

10/17/03

1.29

600,000

597,051

11/12/03

1.16

395,000

392,932

11/14/03

1.44

363,444

361,064

11/14/03

1.45

283,590

281,720

12/12/03

1.34

430,805

427,741

12/12/03

1.35

75,000

74,462

4,243,606

5,020,606

Federal Home Loan Bank - 6.6%

Agency Coupons - 6.6%

1/30/04

1.32

143,000

143,006

2/24/04

1.40

905,000

904,983

3/5/04

1.41

900,000

900,000

3/10/04

1.44

500,000

500,000

4/13/04

1.29

25,000

25,000

4/13/04

1.33

374,000

374,000

4/16/04

1.37

215,000

215,000

4/16/04

1.41

83,000

82,970

6/30/04

1.30

621,000

621,000

3,765,959

Freddie Mac - 1.4%

Discount Notes - 1.4%

11/19/03

1.16

395,000

392,842

12/4/03

1.34

200,000

198,636

12/19/03

1.34

199,000

197,533

789,011

TOTAL FEDERAL AGENCIES

9,575,576

U.S. Treasury Obligations - 1.3%

Due
Date

Annualized Yield at
Time of Purchase

Principal Amount
(000s)

Value (Note 1)
(000s)

U.S. Treasury Bills - 1.3%

6/5/03

1.31%

$ 762,000

$ 761,890

Bank Notes - 0.2%

Lasalle Bank NA

6/9/03

1.24

100,000

100,000

Master Notes - 4.4%

General Motors Acceptance Corp. Mortgage Credit

6/2/03

1.82 (b)(c)

610,000

609,969

Goldman Sachs Group, Inc.

6/2/03

1.52 (b)(c)

480,000

480,000

6/24/03

1.36 (c)

475,000

475,000

7/7/03

1.35 (c)

330,000

330,000

8/12/03

1.38 (c)

585,000

585,000

TOTAL MASTER NOTES

2,479,969

Medium-Term Notes - 7.2%

Bank One NA, Chicago

6/2/03

1.29 (b)

70,000

69,995

Citigroup, Inc.

7/17/03

1.41 (b)

90,000

90,018

Eel River Investment Co.

6/6/03

1.52 (b)

85,000

85,000

Fairway Finance Corp.

6/12/03

1.26 (b)

50,000

49,999

GE Capital Assurance Co.

6/1/03

1.43 (b)(c)

145,000

145,000

GE Life & Annuity Assurance Co.

6/2/03

1.43 (b)(c)

40,000

40,000

General Electric Capital Corp.

6/9/03

1.34 (b)

375,000

375,000

6/17/03

1.35 (b)

429,000

429,000

7/22/03

1.40 (b)

55,000

55,016

Harwood Street Funding I LLC

6/20/03

1.44 (a)(b)

180,000

180,000

Medium-Term Notes - continued

Due
Date

Annualized Yield at
Time of Purchase

Principal Amount
(000s)

Value (Note 1)
(000s)

HBOS Treasury Services PLC

9/24/03

1.27% (b)

$ 505,000

$ 505,000

Household Automotive Trust

5/17/04

1.22

63,000

63,000

Household Finance Corp.

6/19/03

1.61 (b)

55,000

55,006

Montauk Funding Corp.

6/16/03

1.27 (b)

355,000

355,000

National City Bank, Indiana

6/2/03

1.30 (b)

100,000

99,980

SLM Corp.

6/2/03

1.32 (a)(b)

300,000

300,000

URI Trust 2000-1

6/18/03

1.33 (b)(c)

107,000

107,000

Verizon Global Funding Corp.

6/16/03

1.71 (b)

570,000

570,000

6/17/03

1.35 (b)

341,000

341,014

Wells Fargo & Co.

6/2/03

1.31 (b)

215,000

215,000

TOTAL MEDIUM-TERM NOTES

4,130,028

Short-Term Notes - 2.9%

Jackson National Life Insurance Co.

7/1/03

1.42 (b)(c)

130,000

130,000

Metropolitan Life Insurance Co.

6/30/03

1.33 (b)

85,000

85,000

7/1/03

1.48 (b)(c)

175,000

175,000

8/1/03

1.47 (b)(c)

65,000

65,000

Monumental Life Insurance Co.

6/1/03

1.46 (b)(c)

45,000

45,000

6/2/03

1.46 (b)(c)

47,000

47,000

6/2/03

1.49 (b)(c)

65,000

65,000

8/1/03

1.51 (b)(c)

65,000

65,000

New York Life Insurance Co.

7/1/03

1.42 (b)(c)

425,000

425,000

Pacific Life Insurance Co.

6/10/03

1.46 (b)(c)

160,000

160,000

Transamerica Occidental Life Insurance Co.

8/1/03

1.48 (b)(c)

200,000

200,000

Short-Term Notes - continued

Due
Date

Annualized Yield at
Time of Purchase

Principal Amount
(000s)

Value (Note 1)
(000s)

Travelers Insurance Co.

7/1/03

1.40% (b)(c)

$ 90,000

$ 90,000

8/15/03

1.40 (b)(c)

100,000

100,000

TOTAL SHORT-TERM NOTES

1,652,000

Municipal Securities - 0.1%

West Baton Rouge Parish Indl. District #3 Rev. Bonds
(Dow Chemical Co. Proj.) 1.65%
tender 7/1/03, CP mode

7/1/03

1.65

40,400

40,400

Repurchase Agreements - 15.3%

Maturity
Amount (000s)

In a joint trading account (Collateralized by U.S. Government Obligations dated 5/30/03 due 6/2/03 At 1.37%)

$ 261

261

With:

Banc of America Securities LLC At:

1.3%, dated 5/29/03 due 6/26/03 (Collateralized by Mortgage Loan Obligations with principal amounts of $337,256,578, 5.23% - 8.76%, 9/1/09 - 6/25/33)

335,339

335,000

1.46%, dated 5/30/03 due 6/2/03 (Collateralized by Corporate Obligations with principal amounts of $816,545,610, 2.10% - 12.75%, 6/15/03 - 10/1/46)

887,108

887,000

1.47%, dated 5/30/03 due 6/2/03 (Collateralized by Mortgage Loan Obligations with principal amounts of $9,656,434,770, 0% - 7.82%, 12/15/05 - 6/10/38)

500,061

500,000

1.51%, dated 5/30/03 due 6/2/03:

(Collateralized by Corporate Obligations with
principal amounts of $364,385,683, 0% - 13.5%, 6/27/03 - 11/20/36)

300,038

300,000

(Collateralized by U.S. Government Obligations
with principal amounts of $27,118,332,
6.5%, 11/25/42)

25,003

25,000

Barclays Capital, Inc. At 1.44%, dated 5/30/03 due 6/2/03 (Collateralized by Corporate Obligations with principal amounts of $63,664,278, 6.95% - 7.5%, 7/1/13 - 4/15/29)

80,010

80,000

Bear Stearns & Co. At:

1.44%, dated 5/30/03 due 6/2/03 (Collateralized by Mortgage Loan Obligations with principal amounts of $115,454,355, 2.09% - 9.4%, 4/15/11 - 2/28/38)

100,012

100,000

1.5%, dated 5/30/03 due 6/2/03 (Collateralized by Mortgage Loan Obligations with principal amounts of $200,511,874, 0% - 9.5%, 6/25/05 - 9/15/41)

100,013

100,000

Repurchase Agreements - continued

Maturity
Amount (000s)

Value (Note 1)
(000s)

With: - continued

Citigroup Global Markets, Inc. At 1.44%, dated 5/30/03 due 6/2/03 (Collateralized by Corporate Obligations with principal amounts of:

$393,175,000, 0% - 1.33%, 6/12/03 - 8/15/03)

$ 385,046

$ 385,000

$572,248,000, 1.27% - 9.5%, 12/5/03 - 12/1/49)

571,069

571,000

Countrywide Securities Corp. At 1.48%, dated 5/30/03 due 6/2/03 (Collateralized by Mortgage Loan Obligations with principal amounts of $369,544,762, 1.76% - 6.5%, 9/15/16 - 3/15/33)

279,034

279,000

Credit Suisse First Boston, Inc. At:

1.44%, dated 5/30/03 due 6/2/03 (Collateralized by Corporate Obligations with principal amounts of $175,585,784, 4.25% - 10.63%, 6/1/03 - 1/9/38)

175,021

175,000

1.47%, dated 5/30/03 due 6/2/03 (Collateralized by Mortgage Loan Obligations with principal amounts of $4,293,106,628, 0% - 10.41%, 6/5/03 - 4/15/35)

425,052

425,000

Deutsche Bank Securities, Inc. At:

1.45%, dated 5/30/03 due 6/2/03 (Collateralized by Corporate Obligations with principal amounts of $584,374,692, 0% - 9.25%, 1/15/04 - 4/15/43)

594,072

594,000

1.51%, dated 5/30/03 due 6/2/03 (Collateralized by Corporate Obligations with principal amounts of $720,908,026, 0% - 17.63%, 6/15/03 - 3/15/49)

200,025

200,000

Goldman Sachs & Co. At:

1.35%, dated 5/30/03 due 6/30/03 (Collateralized by Corporate Obligations with principal amounts of $222,067,724, 1.97% - 9.69%, 6/30/03 - 1/15/37)

241,280

241,000

1.37%, dated 5/30/03 due 6/30/03 (Collateralized by Mortgage Loan Obligations with principal amounts of $573,089,967, 0% - 10.5%, 12/15/06 - 10/25/37)

335,395

335,000

1.46%, dated 5/30/03 due 6/2/03 (Collateralized by Corporate Obligations with principal amounts of $44,982,842, 3.5% - 8.7%, 2/1/06 - 10/25/32)

50,006

50,000

J.P. Morgan Securities, Inc. At:

1.34%, dated 5/7/03 due 6/26/03 (Collateralized by Corporate Obligations with principal amounts of $137,031,000, 1.22% - 8.75%, 7/30/03 - 5/15/33)

147,274

147,000

1.38%, dated 5/7/03 due 6/26/03 (Collateralized by Corporate Obligations with principal amounts of $378,713,000, 0% - 9.75%, 6/2/03 - 8/1/30)

375,719

375,000

1.46%, dated 5/30/03 due 6/2/03 (Collateralized by Corporate Obligations with principal amounts of $243,017,000, 4.88% - 7.85%, 3/15/06 - 2/1/35)

277,034

277,000

Repurchase Agreements - continued

Maturity
Amount (000s)

Value (Note 1)
(000s)

With: - continued

Lehman Brothers, Inc. At 1.40%, dated 5/7/03 due 6/26/03 (Collateralized by Corporate Obligations with principal amounts of $230,436,000, 0% - 11.75%, 9/15/04 - 12/31/49)

$ 265,515

$ 265,000

Merrill Lynch, Pierce, Fenner & Smith At:

1.38%, dated 3/20/03 due 6/23/03 (Collateralized by Corporate Obligations with principal amounts of $488,203,714, 0% - 14%, 8/1/03 - 11/15/43)

406,475

405,000

1.46%, dated 5/30/03 due 6/2/03 (Collateralized by Corporate Obligations with principal amounts of $194,914,000, 0% - 10%, 6/26/03 - 12/1/49)

200,024

200,000

Morgan Stanley & Co. At:

1.36%, dated 5/7/03 due 6/26/03:

(Collateralized by Corporate Obligations with
principal amounts of $246,449,381, 0% - 14%, 2/15/04 - 2/28/33)

200,378

200,000

(Collateralized by Mortgage Loan Obligations with principal amounts of $4,545,158,651, 0% - 9.5%, 8/15/06 - 4/25/37)

235,444

235,000

1.40%, dated 5/27/03 due 6/26/03 (Collateralized by Corporate Obligations with principal amounts of $123,261,661, 0% - 14%, 2/15/04 - 2/28/33)

100,117

100,000

1.44%, dated 5/30/03 due 6/2/03 (Collateralized by Corporate Obligations with principal amounts of $599,324,972, 0% - 12.06%, 6/2/03 - 4/25/33)

400,048

400,000

1.46%, dated 5/30/03 due 6/2/03 (Collateralized by Corporate Obligations with principal amounts of $328,879,269, 0.20% - 10.50%, 6/1/03 - 7/15/45)

316,038

316,000

Wachovia Securities, Inc. At 1.48%, dated 5/30/03 due 6/2/03 (Collateralized by Mortgage Loan Obligations with principal amounts of $209,598,912, 1.47% - 6.42%, 9/25/08 - 2/8/35)

200,025

200,000

TOTAL REPURCHASE AGREEMENTS

8,702,261

TOTAL INVESTMENT PORTFOLIO - 101.9%

58,012,934

NET OTHER ASSETS - (1.9)%

(1,078,930)

NET ASSETS - 100%

$ 56,934,004

Total Cost for Income Tax Purposes $ 58,012,934

Legend

(a) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the period end, the value of these securities amounted to $480,000,000 or 0.8% of net assets.

(b) 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.

(c) 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
(000s)

GE Capital Assurance Co. 1.43%, 6/1/03

7/30/02

$ 145,000

GE Life & Annuity Assurance Co. 1.43%, 6/2/03

3/31/03

$ 40,000

General Motors Acceptance Corp. Mortgage Credit 1.82%, 6/2/03

5/1/03

$ 609,969

Goldman Sachs Group, Inc.: 1.35%, 7/7/03

3/3/03

$ 330,000

1.36%, 6/24/03

2/24/03

$ 475,000

1.38%, 8/12/03

2/11/03

$ 585,000

1.52%, 6/2/03

3/19/03

$ 480,000

Jackson National Life Insurance Co. 1.42%, 7/1/03

3/31/03

$ 130,000

Metropolitan Life Insurance Co.: 1.47%, 8/1/03

2/24/03

$ 65,000

1.48%, 7/1/03

3/26/02

$ 175,000

Monumental Life Insurance Co.: 1.46%, 6/1/03

7/31/98

$ 45,000

1.46%, 6/2/03

9/17/98

$ 47,000

1.49%, 6/2/03

3/12/99

$ 65,000

1.51%, 8/1/03

2/1/00

$ 65,000

New York Life Insurance Co. 1.42%, 7/1/03

2/28/02 - 12/19/02

$ 425,000

Pacific Life Insurance Co. 1.46%, 6/10/03

3/10/03

$ 160,000

Transamerica Occidental Life Insurance Co. 1.48%, 8/1/03

4/28/00

$ 200,000

Travelers Insurance Co.: 1.40%, 7/1/03

3/31/03

$ 90,000

1.40%, 8/15/03

5/14/03

$ 100,000

URI Trust 2000-1 1.33%, 6/18/03

12/15/00

$ 107,000

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 $4,338,969,000 or 7.6% 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 $33,794,000. The weighted average interest rate was 1.38%. Interest earned from the interfund lending program amounted to $4,000 and is included in interest income on the Statement of Operations. At period end there were no interfund loans outstanding.

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amount)

May 31, 2003

Assets

Investment in securities, at value (including repurchase agreements of $8,702,261) - See accompanying schedule

$ 58,012,934

Receivable for fund shares sold

456,918

Interest receivable

76,641

Other receivables

31

Total assets

58,546,524

Liabilities

Payable for investments purchased

$ 1,126,000

Payable for fund shares redeemed

464,892

Distributions payable

2,109

Accrued management fee

9,586

Other payables and accrued expenses

9,933

Total liabilities

1,612,520

Net Assets

$ 56,934,004

Net Assets consist of:

Paid in capital

$ 56,933,372

Accumulated net realized gain (loss) on investments

632

Net Assets, for 56,931,578 shares outstanding

$ 56,934,004

Net Asset Value, offering price and redemption price per share ($56,934,004 ÷ 56,931,578 shares)

$ 1.00

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

Semiannual Report

Financial Statements - continued

Statement of Operations

Amounts in thousands

Six months ended May 31, 2003

Investment Income

Interest

$ 414,601

Expenses

Management fee

$ 57,951

Transfer agent fees

53,255

Accounting fees and expenses

705

Non-interested trustees' compensation

116

Appreciation in deferred trustees' compensation account

26

Custodian fees and expenses

418

Registration fees

237

Audit

192

Legal

56

Miscellaneous

8

Total expenses before reductions

112,964

Expense reductions

(3)

112,961

Net investment income

301,640

Net realized gain (loss) on investment securities

(119)

Net increase in net assets resulting from operations

$ 301,521

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

Semiannual Report

Statement of Changes in Net Assets

Amounts in thousands

Six months ended
May 31,
2003

Year ended
November 30,
2002

Increase (Decrease) in Net Assets

Operations

Net investment income

$ 301,640

$ 939,622

Net realized gain (loss)

(119)

2,061

Net increase (decrease) in net assets resulting
from operations

301,521

941,683

Distributions to shareholders from net investment income

(301,640)

(939,622)

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

47,837,131

107,093,442

Reinvestment of distributions

296,266

928,475

Cost of shares redeemed

(48,249,316)

(107,478,187)

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

(115,919)

543,730

Total increase (decrease) in net assets

(116,038)

545,791

Net Assets

Beginning of period

57,050,042

56,504,251

End of period

$ 56,934,004

$ 57,050,042

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

Semiannual Report

Financial Highlights

Six months
ended
May 31,

Years ended November 30,

2003

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

$ 1.00

Income from Investment Operations

Net investment income

.005

.017

.044

.060

.048

.052

Distributions from
net investment income

(.005)

(.017)

(.044)

(.060)

(.048)

(.052)

Net asset value, end of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Total Return B, C

.52%

1.69%

4.46%

6.13%

4.94%

5.34%

Ratios to Average Net Assets D

Expenses before expense reductions

.39% A

.39%

.39%

.46%

.44%

.47%

Expenses net of voluntary waivers, if any

.39% A

.39%

.39%

.46%

.44%

.47%

Expenses net of all reductions

.39% A

.39%

.39%

.46%

.44%

.47%

Net investment income

1.05% A

1.67%

4.27%

5.97%

4.85%

5.20%

Supplemental Data

Net assets,
end of period
(in millions)

$ 56,934

$ 57,050

$ 56,504

$ 44,214

$ 37,981

$ 30,700

A Annualized

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

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

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

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

Semiannual Report

Notes to Financial Statements

For the period ended May 31, 2003

(Amounts in thousands except ratios)

1. Significant Accounting Policies.

Fidelity® Cash Reserves (the fund) is a fund of Fidelity Phillips Street Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory 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, and are marked-to-market. 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 by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, are recorded on the ex-dividend date.

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

Semiannual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

2. Operating Policies.

Repurchase Agreements. Fidelity Management & Research Company (FMR) has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial paper obligations, corporate obligations and mortgage loan obligations which may be below investment-grade quality, and equity securities. The custodian bank receives the collateral, which is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

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. The management fee is calculated on the basis of a group fee rate plus a total income-based component. The group fee rate averaged .13% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. The total income-based component is calculated according to a graduated schedule providing for different rates based on the fund's gross annualized yield. The rate increases as the fund's gross yield increases.

During the period the income-based portion of this fee was $20,171 or an annualized rate of .07% of the fund's average net assets. For the period, the fund's total annualized management fee rate was .20% of the fund's average net assets.

Transfer Agent Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, is the fund's transfer, dividend disbursing and shareholder servicing agent. FSC receives account fees and asset-based fees that vary according to account size and type of account. FSC pays for typesetting, printing and mailing of all shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annualized rate of .19% of average net assets.

Semiannual Report

3. Fees and Other Transactions with Affiliates - continued

Accounting Fees. FSC maintains the fund's accounting records. The fee is based on the level of average net assets for the month plus out-of-pocket expenses.

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.

4. Expense Reductions.

Through arrangements with the fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the fund's expenses. During the period, these credits reduced the fund's custody expenses by $3.

Semiannual Report

Report of Independent Auditors

To the Trustees of Fidelity Phillips Street Trust and the Shareholders of Fidelity Cash Reserves:

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 Fidelity Cash Reserves (a fund of Fidelity Phillips Street Trust) at May 31, 2003 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 Fidelity Cash Reserves'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 May 31, 2003 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

July 3, 2003

Semiannual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll-free number to access account balances, positions, quotes and trading. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

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

Press

1   For mutual fund and brokerage trading.

2   For quotes.*

3   For account balances and holdings.

4   To review orders and mutual
fund activity.

5   To change your PIN.

*0   To speak to a Fidelity representative.

By PC

Fidelity's web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Semiannual Report

To Visit Fidelity

For directions and hours,
please call 1-800-544-9797.

Arizona

7001 West Ray Road
Chandler, AZ

7373 N. Scottsdale Road
Scottsdale, AZ

California

815 East Birch Street
Brea, CA

1411 Chapin Avenue
Burlingame, CA

851 East Hamilton Avenue
Campbell, CA

527 North Brand Boulevard
Glendale, CA

19200 Von Karman Avenue
Irvine, CA

601 Larkspur Landing Circle
Larkspur, CA

10100 Santa Monica Blvd.
Los Angeles, CA

27101 Puerta Real
Mission Viejo, CA

73-575 El Paseo
Palm Desert, CA

251 University Avenue
Palo Alto, CA

1760 Challenge Way
Sacramento, CA

7676 Hazard Center Drive
San Diego, CA

8 Montgomery Street
San Francisco, CA

21701 Hawthorne Boulevard
Torrance, CA

2001 North Main Street
Walnut Creek, CA

6300 Canoga Avenue
Woodland Hills, CA

Colorado

1625 Broadway
Denver, CO

9185 East Westview Road
Littleton, CO

Connecticut

48 West Putnam Avenue
Greenwich, CT

265 Church Street
New Haven, CT

300 Atlantic Street
Stamford, CT

29 South Main Street
West Hartford, CT

Delaware

222 Delaware Avenue
Wilmington, DE

Florida

4400 N. Federal Highway
Boca Raton, FL

121 Alhambra Plaza
Coral Gables, FL

2948 N. Federal Highway
Ft. Lauderdale, FL

1907 West State Road 434
Longwood, FL

8880 Tamiami Trail, North
Naples, FL

3501 PGA Boulevard
West Palm Beach, FL

8065 Beneva Road
Sarasota, FL

1502 N. Westshore Blvd.
Tampa, FL

Georgia

3445 Peachtree Road, N.E.
Atlanta, GA

1000 Abernathy Road
Atlanta, GA

Illinois

One North LaSalle Street
Chicago, IL

1415 West 22nd Street
Oak Brook, IL

1700 East Golf Road
Schaumburg, IL

3232 Lake Avenue
Wilmette, IL

Indiana

4729 East 82nd Street
Indianapolis, IN

Kansas

5400 College Boulevard
Overland Park, KS

Maine

Three Canal Plaza
Portland, ME

Maryland

7401 Wisconsin Avenue
Bethesda, MD

One W. Pennsylvania Ave.
Towson, MD

Massachusetts

801 Boylston Street
Boston, MA

155 Congress Street
Boston, MA

300 Granite Street
Braintree, MA

44 Mall Road
Burlington, MA

416 Belmont Street
Worcester, MA

Semiannual Report

Michigan

280 Old N. Woodward Ave.
Birmingham, MI

43420 Grand River Avenue
Novi, MI

29155 Northwestern Hwy.
Southfield, MI

Minnesota

7600 France Avenue South
Edina, MN

Missouri

8885 Ladue Road
Ladue, MO

New Jersey

150 Essex Street
Millburn, NJ

56 South Street
Morristown, NJ

501 Route 17, South
Paramus, NJ

New York

1055 Franklin Avenue
Garden City, NY

37 West Jericho Turnpike
Huntington Station, NY

1271 Avenue of the Americas
New York, NY

61 Broadway
New York, NY

350 Park Avenue
New York, NY

North Carolina

4611 Sharon Road
Charlotte, NC

Ohio

3805 Edwards Road
Cincinnati, OH

28699 Chagrin Boulevard
Woodmere Village, OH

Oregon

16850 SW 72nd Avenue
Tigard, OR

Pennsylvania

600 West DeKalb Pike
King of Prussia, PA

1735 Market Street
Philadelphia, PA

12001 Perry Highway
Wexford, PA

Rhode Island

47 Providence Place
Providence, RI

Tennessee

6150 Poplar Avenue
Memphis, TN

Texas

10000 Research Boulevard
Austin, TX

4017 Northwest Parkway
Dallas, TX

12532 Memorial Drive
Houston, TX

2701 Drexel Drive
Houston, TX

400 East Las Colinas Blvd.
Irving, TX

14100 San Pedro
San Antonio, TX

19740 IH 45 North
Spring, TX

6005 West Park Boulevard
Plano, TX 75093

Utah

215 South State Street
Salt Lake City, UT

Virginia

1861 International Drive
McLean, VA

Washington

411 108th Avenue, N.E.
Bellevue, WA

1518 6th Avenue
Seattle, WA

Washington, DC

1900 K Street, N.W.
Washington, DC

Wisconsin

595 North Barker Road
Brookfield, WI

Fidelity Brokerage Services, Inc., 100 Summer St., Boston, MA 02110 Member NYSE/SIPC

Semiannual Report

To Write Fidelity

We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(letter_graphic)

Making Changes
To Your Account

(such as changing name, address, bank, etc.)

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0002

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Overnight Express
Fidelity Investments
2300 Litton Lane - KH2B
Hebron, KY 41048

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
2300 Litton Lane - KH2GC
Hebron, KY 41048-9397

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

(letter_graphic)

For Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
2300 Litton Lane - KH2GC
Hebron, KY 41048-9397

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Semiannual Report

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Adviser

Fidelity Investments
Money Management, Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Shareholder
Servicing Agent

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Bank of New York
New York, NY

Fidelity's Taxable
Money Market Funds

Fidelity Cash Reserves

Fidelity U.S. Government Reserves

Spartan® Money Market Fund

Spartan U.S. Government
Money Market Fund

Spartan U.S. Treasury
Money Market Fund

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions

and Account Assistance 1-800-544-6666

Product Information 1-800-544-6666

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

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

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

(automated graphic)    Automated line for quickest service

CAS-USAN-0703
1.786809.100

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

Fidelity®

U.S. Government Reserves

Semiannual Report

May 31, 2003

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Investment Changes

<Click Here>

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

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.

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.

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, the 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 1-800-544-6666 for a free prospectus. Read it carefully before you invest or send money.

An investment in a money market fund is not insured or guaranteed by the FDIC or any other government agency. Although money market funds seek to preserve the value of your investment at $1 per share, it is possible to lose money by investing in the fund.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

This shareholder update and report on the performance of your fund is among the first to be produced under the new Sarbanes-Oxley Public Company Accounting and Investor Protection Act of 2002. This act requires that public companies certify, under penalty of law, the financial information they report to shareholders. It was adopted by Congress in reaction to several incidents of corporate malfeasance that brought the integrity of management of some publicly traded companies into question.

After the act was signed into law, the Securities and Exchange Commission interpreted it as applying to mutual funds as well as public companies. Thus, every mutual fund now is required to certify that the financial information provided in annual and semiannual reports to shareholders fully and fairly presents its financial position.

There is little doubt that the intent of Congress and regulators in this matter is a noble one - to improve the accuracy and accountability of financial reporting to investors by corporate America. We in no way condone any of the activities that brought about these requirements, and we welcome any and every reasonable proposal to strengthen investor protection and information disclosure.

That said, we are proud that mutual funds have always provided full and fair disclosure. Governed by the Investment Company Act of 1940 - and monitored and regulated by federal and state agencies, industry oversight associations, and independent directors - mutual funds are among the most transparent of all financial products. For example, the prices of mutual fund shares are established and published every business day, and the majority of members of the Board of Trustees that oversees our funds are not affiliated with the business of Fidelity. The disclosure standards of mutual funds actually have become models for governance and transparency across corporate America.

We are, of course, complying in full with the letter of this new requirement and hope that any future efforts by Congress to reassure investors about the honesty of corporate America will focus on practical and substantive solutions of genuine value to shareholders.

This sort of careful consideration was evident as Congress deliberated President Bush's tax cut package this spring, then enacted legislation that contains a variety of benefits for American families, investors and businesses. Although the final bill did not completely eliminate the tax that individual investors pay when they receive dividends from companies, it still will benefit American investors, and we applaud it in the spirit of compromise that marked the debate in Congress.

At Fidelity, we are committed to acting at all times in accordance with the highest standards of integrity and in the best interests of our fund shareholders. We are proud of the amount of information we provide to those who invest in our funds and pleased to continue that level of communication with you in these reports.

Best regards,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Investment Changes

Maturity Diversification

Days

% of fund's
investments
5/31/03

% of fund's
investments
11/30/02

% of fund's
investments
5/31/02

0 - 30

60.2

47.4

41.1

31 - 90

14.9

16.3

30.2

91 - 180

14.9

28.1

20.5

181 - 397

10.0

8.2

8.2

Weighted Average Maturity

5/31/03

11/30/02

5/31/02

Fidelity U.S. Government Reserves

66 Days

76 Days

66 Days

Government Retail Money Market
Funds Average
*

53 Days

53 Days

52 Days

Asset Allocation (% of fund's net assets)

As of May 31, 2003

As of November 30, 2002

Federal Agency
Issues 48.1%

Federal Agency
Issues 71.7%

U.S. Treasury
Obligations 1.5%

U.S. Treasury
Obligations 0.0%

Repurchase
Agreements 50.6%

Repurchase
Agreements 30.1%

Net Other Assets** (0.2)%

Net Other Assets** (1.8)%



** Net Other Assets are not included in the pie chart.

*Source: iMoneyNet, Inc.

Semiannual Report

Investments May 31, 2003 (Unaudited)

Showing Percentage of Net Assets

Federal Agencies - 48.1%

Due
Date

Annualized Yield at
Time of Purchase

Principal Amount
(000s)

Value (Note 1)
(000s)

Fannie Mae - 36.2%

Agency Coupons - 8.0%

6/2/03

1.25% (a)

$ 160,000

$ 159,928

6/27/03

1.19 (a)

25,000

24,983

6/29/04

1.29

12,000

12,000

196,911

Discount Notes - 28.2%

6/25/03

1.30

29,000

28,975

6/27/03

1.31

25,000

24,977

7/1/03

1.25

12,617

12,604

7/25/03

1.91

15,000

14,958

8/6/03

1.18

70,000

69,849

8/6/03

1.24

125,000

124,718

8/6/03

1.25

55,000

54,875

8/22/03

1.30

25,000

24,927

9/3/03

1.23

25,000

24,920

9/19/03

1.70

15,000

14,923

9/19/03

1.75

15,000

14,921

10/17/03

1.42

40,000

39,785

10/17/03

1.84

25,000

24,827

11/12/03

1.16

125,000

124,345

11/26/03

1.15

73,000

72,589

12/12/03

1.45

10,000

9,923

4/2/04

1.32

10,000

9,890

692,006

888,917

Federal Home Loan Bank - 7.1%

Agency Coupons - 6.1%

2/24/04

1.40

50,000

49,999

3/5/04

1.41

25,000

25,000

3/8/04

1.42

25,000

25,000

3/10/04

1.44

15,000

15,000

4/13/04

1.29

15,000

15,000

4/13/04

1.33

20,000

20,000

149,999

Discount Notes - 1.0%

2/25/04

1.35

25,000

24,751

174,750

Federal Agencies - continued

Due
Date

Annualized Yield at
Time of Purchase

Principal Amount
(000s)

Value (Note 1)
(000s)

Freddie Mac - 4.8%

Discount Notes - 4.8%

7/30/03

1.24%

$ 30,000

$ 29,940

10/9/03

1.80

25,000

24,840

10/27/03

1.22

25,000

24,876

2/26/04

1.30

25,000

24,760

3/25/04

1.30

15,000

14,841

119,257

TOTAL FEDERAL AGENCIES

1,182,924

U.S. Treasury Obligations - 1.5%

U.S. Treasury Notes - 1.5%

8/15/03

1.39

35,000

35,309

Repurchase Agreements - 50.6%

Maturity
Amount (000s)

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

3/7/03 due 6/5/03 At 1.18%

$ 25,074

25,000

5/12/03 due 6/16/03 At 1.25%

35,043

35,000

5/13/03 due 6/27/03 At 1.26%

80,126

80,000

5/16/03 due:

6/16/03 At 1.26%

50,054

50,000

6/23/03 At 1.26%

40,053

40,000

5/22/03 due 6/12/03 At 1.25%

70,051

70,000

5/29/03 due 6/12/03 At 1.28%

70,035

70,000

5/30/03 due 6/2/03 At 1.37%

874,939

874,839

TOTAL REPURCHASE AGREEMENTS

1,244,839

TOTAL INVESTMENT PORTFOLIO - 100.2%

2,463,072

NET OTHER ASSETS - (0.2)%

(4,450)

NET ASSETS - 100%

$ 2,458,622

Total Cost for Income Tax Purposes $ 2,463,072

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.

Income Tax Information

At November 30, 2002, the fund had a capital loss carryforward of approximately $20,000 all of which will expire on November 30, 2010.

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amount)

May 31, 2003 (Unaudited)

Assets

Investment in securities, at value (including repurchase agreements of $1,244,839) - See accompanying schedule

$ 2,463,072

Receivable for fund shares sold

12,532

Interest receivable

1,916

Total assets

2,477,520

Liabilities

Payable for investments purchased

$ 12,000

Payable for fund shares redeemed

6,091

Distributions payable

85

Accrued management fee

413

Other payables and accrued expenses

309

Total liabilities

18,898

Net Assets

$ 2,458,622

Net Assets consist of:

Paid in capital

$ 2,458,635

Accumulated net realized gain (loss) on investments

(13)

Net Assets, for 2,458,598 shares outstanding

$ 2,458,622

Net Asset Value, offering price and redemption price per share ($2,458,622 ÷ 2,458,598 shares)

$ 1.00

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

Semiannual Report

Financial Statements - continued

Statement of Operations

Amounts in thousands

Six months ended May 31, 2003 (Unaudited)

Investment Income

Interest

$ 17,400

Expenses

Management fee

$ 2,504

Transfer agent fees

1,585

Accounting fees and expenses

115

Non-interested trustees' compensation

5

Custodian fees and expenses

12

Registration fees

70

Audit

19

Legal

2

Miscellaneous

1

Total expenses before reductions

4,313

Expense reductions

(6)

4,307

Net investment income

13,093

Net realized gain (loss) on investment securities

7

Net increase in net assets resulting from operations

$ 13,100

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

Semiannual Report

Statement of Changes in Net Assets

Amounts in thousands

Six months ended
May 31, 2003
(Unaudited)

Year ended
November 30,
2002

Increase (Decrease) in Net Assets

Operations

Net investment income

$ 13,093

$ 44,100

Net realized gain (loss)

7

(18)

Net increase (decrease) in net assets resulting
from operations

13,100

44,082

Distributions to shareholders from net investment income

(13,093)

(44,100)

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

922,433

2,974,596

Reinvestment of distributions

12,899

43,506

Cost of shares redeemed

(1,036,734)

(2,813,091)

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

(101,402)

205,011

Total increase (decrease) in net assets

(101,395)

204,993

Net Assets

Beginning of period

2,560,017

2,355,024

End of period

$ 2,458,622

$ 2,560,017

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

Semiannual Report

Financial Highlights

Six months
ended
May 31, 2003

Years ended November 30,

(Unaudited)

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

$ 1.00

Income from Investment Operations

Net investment income

.005

.017

.044

.058

.048

.052

Distributions from net investment income

(.005)

(.017)

(.044)

(.058)

(.048)

(.052)

Net asset value,
end of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Total Return B, C

.53%

1.71%

4.46%

6.00%

4.86%

5.29%

Ratios to Average Net Assets D

Expenses before
expense reductions

.35% A

.34%

.36%

.43%

.41%

.45%

Expenses net of voluntary waivers, if any

.35% A

.34%

.36%

.43%

.41%

.45%

Expenses net of all reductions

.35% A

.34%

.36%

.42%

.40%

.44%

Net investment income

1.05% A

1.69%

4.15%

5.85%

4.77%

5.16%

Supplemental Data

Net assets,
end of period
(in millions)

$ 2,459

$ 2,560

$ 2,355

$ 1,495

$ 1,542

$ 1,427

A Annualized

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

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

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

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

Semiannual Report

Notes to Financial Statements

For the period ended May 31, 2003 (Unaudited)

(Amounts in thousands except ratios)

1. Significant Accounting Policies.

Fidelity® U.S. Government Reserves (the fund) is a fund of Fidelity Phillips Street Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Delaware statutory 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 by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, are recorded on the ex-dividend date.

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

2. Operating Policies.

Repurchase Agreements. Fidelity Management & Research Company (FMR) has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts. These accounts are then invested in repurchase agreements that are collateralized by U.S. Treasury or Government obligations. The fund may also invest directly with institutions, in repurchase agreements that are collateralized by commercial

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

2. Operating Policies - continued

Repurchase Agreements - continued

paper obligations and corporate obligations. The custodian bank receives the collateral, which is marked-to-market daily and maintained at a value at least equal to the principal amount of the repurchase agreement (including accrued interest).

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 March 7, 2003, due June 5, 2003

1.18%

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

$250,738

Aggregate market value of transferred assets

$255,818

Coupon rates of transferred assets

3.99% to 6.49%

Maturity dates of transferred assets

11/01/24 to 12/01/32

Dated May 12, 2003, due June 16, 2003

1.25%

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

$500,608

Aggregate market value of transferred assets

$510,452

Coupon rates of transferred assets

0% to 6.22%

Maturity dates of transferred assets

6/30/03 to 12/30/22

Dated May 13, 2003, due June 27, 2003

1.26%

Number of dealers or banks

1

Maximum amount with one dealer or bank

100%

Aggregate principal amount of agreements

$300,000

Aggregate maturity amount of agreements

$300,473

Aggregate market value of transferred assets

$306,000

Coupon rates of transferred assets

5.5%

Maturity dates of transferred assets

5/01/33

Semiannual Report

3. Joint Trading Account - continued

Summary of Joint Trading - continued

Dated May 16, 2003, due June 16, 2003

1.26%

Number of dealers or banks

1

Maximum amount with one dealer or bank

100%

Aggregate principal amount of agreements

$315,000

Aggregate maturity amount of agreements

$315,342

Aggregate market value of transferred assets

$322,868

Coupon rates of transferred assets

3.16% to 13.25%

Maturity dates of transferred assets

8/01/03 to 12/01/33

Dated May 16, 2003, due June 23, 2003

1.26%

Number of dealers or banks

1

Maximum amount with one dealer or bank

100%

Aggregate principal amount of agreements

$400,000

Aggregate maturity amount of agreements

$400,532

Aggregate market value of transferred assets

$408,000

Coupon rates of transferred assets

5.5%

Maturity dates of transferred assets

5/01/33

Dated May 22, 2003, due June 12, 2003

1.25%

Number of dealers or banks

1

Maximum amount with one dealer or bank

100%

Aggregate principal amount of agreements

$400,000

Aggregate maturity amount of agreements

$400,292

Aggregate market value of transferred assets

$408,818

Coupon rates of transferred assets

4.5% to 11%

Maturity dates of transferred assets

12/01/04 to 12/01/32

Dated May 29, 2003, due June 12, 2003

1.28%

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

$500,249

Aggregate market value of transferred assets

$511,011

Coupon rates of transferred assets

4.89% to 6%

Maturity dates of transferred assets

11/01/32 to 5/01/33

Dated May 30, 2003, due June 2, 2003

1.37%

Number of dealers or banks

14

Maximum amount with one dealer or bank

24%

Aggregate principal amount of agreements

$13,536,470

Aggregate maturity amount of agreements

$13,538,012

Aggregate market value of transferred assets

$13,808,052

Coupon rates of transferred assets

0% to 14.05%

Maturity dates of transferred assets

6/01/03 to 12/01/42

Semiannual Report

Notes to Financial Statements (Unaudited) - 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. The management fee is calculated on the basis of a group fee rate plus a total income-based component. The group fee rate averaged .13% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. The total income-based component is calculated according to a graduated schedule providing for different rates based on the fund's gross annualized yield. The rate increases as the fund's gross yield increases.

During the period the income-based portion of this fee was $871 or annualized rate of .07% of the fund's average net assets. For the period, the fund's total annualized management fee rate was .20% of the fund's average net assets.

Transfer Agent Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, is the fund's transfer, dividend disbursing and shareholder servicing agent. FSC receives account fees and asset-based fees that vary according to account size and type of account. FSC pays for typesetting, printing and mailing of all shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annualized rate of .13% of average net assets.

Accounting Fees. FSC maintains the fund's accounting records. The fee is based on the level of average net assets for the month plus out-of-pocket expenses.

5. Expense Reductions.

Through arrangements with the fund's 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 transfer agent expenses by $6.

Semiannual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Adviser

Fidelity Investments
Money Management, Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Shareholder
Servicing Agent

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Bank of New York
New York, NY

Fidelity's Taxable
Money Market Funds

Fidelity Cash Reserves

Fidelity U.S. Government Reserves

Spartan® Money Market Fund

Spartan U.S. Government
Money Market Fund

Spartan U.S. Treasury
Money Market Fund

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

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

Product Information 1-800-544-6666

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

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

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

(automated graphic)    Automated line for quickest service

FUS-USAN-0703
1.786820.100

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

Item 2. Code of Ethics

Not applicable.

Item 3. Audit Committee Financial Expert

Not applicable.

Item 4. Principal Accountant Fees and Services

Not applicable.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Reserved

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

Not applicable.

Item 8. Reserved

Item 9. Controls and Procedures

(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the Fidelity Phillips Street Trust disclosure controls and procedures (as defined in Rule 30a-2(c) under the Investment Company Act) provide reasonable assurances that material information relating to the Fidelity Phillips Street Trust is made known to them by the appropriate persons, based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.

(a)(ii) There were no significant changes in Fidelity Phillips Street Trust internal controls or in other factors that could significantly affect these controls subsequent to the date of the evaluation referenced in (a)(i) above.

Item 10. Exhibits

(a)

Not applicable.

(b)

(1)

Certification pursuant to Rule 30a-2 under the Investment Company Act of 1940 (17 CFR 270.30a-2) attached hereto as Exhibit 99.CERT.

(2)

Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 attached hereto as Exhibit 99.906CERT.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Fidelity Phillips Street Trust

By:

/s/Maria Dwyer

Maria Dwyer

President and Treasurer

Date:

July 15, 2003

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:

/s/Maria Dwyer

Maria Dwyer

President and Treasurer

Date:

July 15, 2003

By:

/s/Timothy F. Hayes

Timothy F. Hayes

Chief Financial Officer

Date:

July 15, 2003

EX-99 3 ex99.htm EXHIBIT EX-99.CERT

Exhibit EX-99.CERT

I, Maria Dwyer, certify that:

1. I have reviewed this report on Form N-CSR of Fidelity Phillips Street Trust;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-2(c) under the Investment Company Act of 1940) for the registrant and have:

a. designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this report (the "Evaluation Date"); and

c. presented in this report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a. all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize, and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and

b. any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and

6. The registrant's other certifying officers and I have indicated in this report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Date: July 15, 2003

/s/Maria Dwyer

Maria Dwyer

President and Treasurer

I, Timothy F. Hayes, certify that:

1. I have reviewed this report on Form N-CSR of Fidelity Phillips Street Trust;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-2(c) under the Investment Company Act of 1940) for the registrant and have:

a. designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this report (the "Evaluation Date"); and

c. presented in this report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a. all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize, and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and

b. any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and

6. The registrant's other certifying officers and I have indicated in this report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Date: July15, 2003

/s/Timothy F. Hayes

Timothy F. Hayes

Chief Financial Officer

EX-99 4 ex99906.htm EXHIBIT EX-99.906CERT

Exhibit EX-99.906CERT

Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code)

In connection with the attached Report of Fidelity Phillips Street Trust (the "Trust") on Form N-CSR to be filed with the Securities and Exchange Commission (the "Report"), each of the undersigned officers of the Trust does hereby certify that, to the best of such officer's knowledge:

1. The Report fully complies with the requirements of 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Trust as of, and for, the periods presented in the Report.

Dated: July 15, 2003

/s/Maria Dwyer

Maria Dwyer

President and Treasurer

Dated: July 15, 2003

/s/Timothy F. Hayes

Timothy F. Hayes

Chief Financial Officer

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to the Trust and will be retained by the Trust and furnished to the Securities and Exchange Commission or its staff upon request.

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