N-CSRS 1 main.htm

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

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-2105

Fidelity Fixed-Income Trust
(Exact name of registrant as specified in charter)

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

Scott C. Goebel, 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, 2008

Item 1. Reports to Stockholders

Fidelity®
Strategic Dividend & Income®
Fund

Semiannual Report

May 31, 2008
(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

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

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Investing momentum appeared to shift back in favor of equities as we approached the mid-point of 2008, offsetting some - but not all - of the market's earlier weakness. However, the outlook for the remainder of the year was far from certain. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

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

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

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

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

Sincerely,
/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 1, 2007 to May 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Semiannual Report

Shareholder Expense Example - continued

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

 

Beginning
Account Value
December 1, 2007

Ending
Account Value
May 31, 2008

Expenses Paid
During Period
*
December 1, 2007 to
May 31, 2008

Class A

 

 

 

Actual

$ 1,000.00

$ 981.80

$ 5.45

HypotheticalA

$ 1,000.00

$ 1,019.50

$ 5.55

Class T

 

 

 

Actual

$ 1,000.00

$ 981.20

$ 6.64

HypotheticalA

$ 1,000.00

$ 1,018.30

$ 6.76

Class B

 

 

 

Actual

$ 1,000.00

$ 978.40

$ 9.45

HypotheticalA

$ 1,000.00

$ 1,015.45

$ 9.62

Class C

 

 

 

Actual

$ 1,000.00

$ 978.60

$ 9.20

HypotheticalA

$ 1,000.00

$ 1,015.70

$ 9.37

Strategic Dividend and Income

 

 

 

Actual

$ 1,000.00

$ 984.10

$ 3.97

HypotheticalA

$ 1,000.00

$ 1,021.00

$ 4.04

Institutional Class

 

 

 

Actual

$ 1,000.00

$ 984.00

$ 4.07

HypotheticalA

$ 1,000.00

$ 1,020.90

$ 4.14

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 183/366 (to reflect the one-half year period).

 

Annualized
Expense Ratio

Class A

1.10%

Class T

1.34%

Class B

1.91%

Class C

1.86%

Strategic Dividend and Income

.80%

Institutional Class

.82%

Semiannual Report

Investment Changes (Unaudited)

Top Ten Investments as of May 31, 2008

(excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

Exxon Mobil Corp.

2.2

1.6

Chesapeake Energy Corp. 2.5% 5/15/37

2.0

1.6

JPMorgan Chase & Co.

1.4

1.2

Chevron Corp.

1.3

0.0

AT&T, Inc.

1.2

1.5

General Growth Properties, Inc.

1.1

0.8

Simon Property Group, Inc.

1.1

1.1

Citigroup, Inc.

1.0

1.1

Public Storage

1.0

0.7

Bank of America Corp.

1.0

1.1

 

13.3

Top Five Market Sectors as of May 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

40.2

34.3

Energy

12.8

12.2

Information Technology

11.8

12.8

Utilities

7.2

7.6

Industrials

6.5

9.7

Asset Allocation (% of fund's net assets)

As of May 31, 2008 *

As of November 30, 2007 **

fid3856

Common Stocks
and Investment Companies 65.0%

 

fid3856

Common Stocks
and Investment Companies 65.9%

 

fid3859

Preferred Stocks 19.3%

 

fid3859

Preferred Stocks 15.7%

 

fid3862

Convertible Bonds 13.3%

 

fid3862

Convertible Bonds 15.1%

 

fid3865

Other Investments 1.5%

 

fid3865

Other Investments 1.6%

 

fid3868

Short-Term
Investments and
Net Other Assets 0.9%

 

fid3868

Short-Term
Investments and
Net Other Assets 1.7%

 

* Foreign investments

7.0%

 

** Foreign investments

8.8%

 


fid3871

Semiannual Report

Investments May 31, 2008 (Unaudited)

Showing Percentage of Net Assets

Corporate Bonds - 14.4%

 

Principal Amount

Value

Convertible Bonds - 13.3%

CONSUMER DISCRETIONARY - 0.5%

Diversified Consumer Services - 0.4%

Stewart Enterprises, Inc.:

3.375% 7/15/16 (f)

$ 2,250,000

$ 2,013,075

3.375% 7/15/16

3,600,000

3,220,920

 

5,233,995

Media - 0.1%

Regal Entertainment Group 6.25% 3/15/11 (f)

1,000,000

992,100

Specialty Retail - 0.0%

United Auto Group, Inc. 3.5% 4/1/26

750,000

818,970

TOTAL CONSUMER DISCRETIONARY

7,045,065

CONSUMER STAPLES - 0.8%

Beverages - 0.2%

Molson Coors Brewing Co. 2.5% 7/30/13

1,600,000

2,050,720

Food & Staples Retailing - 0.6%

Nash-Finch Co. 1.6314% 3/15/35 (d)

7,070,000

3,300,417

Rite Aid Corp. 8.5% 5/15/15

900,000

985,050

The Great Atlantic & Pacific Tea Co. 5.125% 6/15/11

1,870,000

1,853,766

The Pantry, Inc. 3% 11/15/12

3,060,000

2,167,673

 

8,306,906

TOTAL CONSUMER STAPLES

10,357,626

ENERGY - 3.4%

Energy Equipment & Services - 0.9%

Halliburton Co. 3.125% 7/15/23

2,170,000

5,633,863

SESI LLC 1.5% 12/15/26 (d)(f)

1,640,000

2,154,468

Transocean, Inc. Series B, 1.5% 12/15/37

3,590,000

4,029,775

 

11,818,106

Oil, Gas & Consumable Fuels - 2.5%

Alpha Natural Resources, Inc. 2.375% 4/15/15

1,830,000

3,061,825

Chesapeake Energy Corp. 2.5% 5/15/37

17,310,000

25,651,689

Peabody Energy Corp. 4.75% 12/15/66

2,550,000

3,705,782

 

32,419,296

TOTAL ENERGY

44,237,402

Corporate Bonds - continued

 

Principal Amount

Value

Convertible Bonds - continued

FINANCIALS - 1.6%

Diversified Financial Services - 0.1%

The NASDAQ Stock Market, Inc. 2.5% 8/15/13 (f)

$ 1,990,000

$ 1,947,301

Real Estate Investment Trusts - 1.5%

Health Care REIT, Inc. 4.75% 12/1/26

3,380,000

3,798,782

ProLogis Trust 2.25% 4/1/37 (f)

1,500,000

1,480,800

SL Green Realty Corp. 3% 3/30/27 (f)

1,330,000

1,134,172

Ventas, Inc. 3.875% 11/15/11 (f)

10,820,000

12,705,137

 

19,118,891

TOTAL FINANCIALS

21,066,192

HEALTH CARE - 2.2%

Biotechnology - 0.1%

Amgen, Inc. 0.375% 2/1/13

1,190,000

1,024,888

Health Care Equipment & Supplies - 0.8%

Beckman Coulter, Inc.:

2.5% 12/15/36 (f)

2,000,000

2,230,378

2.5% 12/15/36

350,000

390,316

Inverness Medical Innovations, Inc.:

3% 5/15/16 (f)

4,000,000

4,184,000

3% 5/15/16

1,700,000

1,778,200

Kinetic Concepts, Inc. 3.25% 4/15/15 (f)

1,290,000

1,380,300

Medtronic, Inc. 1.625% 4/15/13

820,000

866,535

 

10,829,729

Health Care Providers & Services - 0.8%

LifePoint Hospitals, Inc. 3.5% 5/15/14

11,630,000

10,626,197

Life Sciences Tools & Services - 0.4%

Fisher Scientific International, Inc. 2.5% 10/1/23

1,990,000

5,016,835

Pharmaceuticals - 0.1%

Alpharma, Inc. 2.125% 3/15/27

1,950,000

1,977,499

TOTAL HEALTH CARE

29,475,148

INDUSTRIALS - 1.3%

Aerospace & Defense - 0.4%

AAR Corp.:

1.75% 2/1/26 (f)

1,000,000

911,680

2.25% 3/1/16 (f)

150,000

120,228

Corporate Bonds - continued

 

Principal Amount

Value

Convertible Bonds - continued

INDUSTRIALS - continued

Aerospace & Defense - continued

Alliant Techsystems, Inc. 3% 8/15/24

$ 1,080,000

$ 1,641,734

Lockheed Martin Corp. 2.4256% 8/15/33 (g)

1,600,000

2,417,952

 

5,091,594

Construction & Engineering - 0.1%

Fluor Corp. 1.5% 2/15/24

550,000

1,836,216

Marine - 0.8%

Excel Maritime Carriers Ltd. 1.875% 10/15/27 (f)

11,540,000

10,493,322

TOTAL INDUSTRIALS

17,421,132

INFORMATION TECHNOLOGY - 3.5%

Communications Equipment - 0.6%

Finisar Corp. 2.5% 10/15/10

4,660,000

3,675,575

L-3 Communications Corp. 3% 8/1/35

3,700,000

4,546,375

 

8,221,950

Computers & Peripherals - 0.1%

EMC Corp.:

1.75% 12/1/13 (f)

620,000

792,695

1.75% 12/1/13

930,000

1,189,042

 

1,981,737

Electronic Equipment & Instruments - 0.8%

Flextronics International Ltd. 1% 8/1/10

3,090,000

2,997,609

Itron, Inc. 2.5% 8/1/26

1,880,000

3,113,468

L-1 Identity Solutions, Inc. 3.75% 5/15/27

4,450,000

3,958,831

 

10,069,908

IT Services - 0.9%

CACI International, Inc.:

2.125% 5/1/14 (f)

2,500,000

2,766,234

2.125% 5/1/14

7,650,000

8,464,677

 

11,230,911

Semiconductors & Semiconductor Equipment - 1.1%

Advanced Micro Devices, Inc. 5.75% 8/15/12

7,370,000

5,730,175

Intel Corp. 2.95% 12/15/35

1,820,000

1,846,991

Corporate Bonds - continued

 

Principal Amount

Value

Convertible Bonds - continued

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - continued

ON Semiconductor Corp.:

1.875% 12/15/25 (f)

$ 1,250,000

$ 1,939,000

2.625% 12/15/26

4,100,000

4,745,340

 

14,261,506

TOTAL INFORMATION TECHNOLOGY

45,766,012

TOTAL CONVERTIBLE BONDS

175,368,577

Nonconvertible Bonds - 1.1%

CONSUMER STAPLES - 0.0%

Food Products - 0.0%

Pinnacle Foods Finance LLC/Pinnacle Foods Finance Corp. 9.25% 4/1/15

535,000

492,200

FINANCIALS - 0.9%

Capital Markets - 0.4%

Goldman Sachs Group, Inc. 5.793%

2,000,000

1,500,000

JPMorgan Chase Capital XXII 6.45% 2/2/37

3,000,000

2,569,635

Lehman Brothers Holdings, Inc.:

3.4794% (g)

1,000,000

711,530

5.857% (g)

1,000,000

715,000

 

5,496,165

Commercial Banks - 0.2%

Capital One Capital IV 6.745% 2/17/37 (g)

2,000,000

1,534,080

Wells Fargo Capital X 5.95% 12/15/36

1,000,000

905,485

 

2,439,565

Diversified Financial Services - 0.3%

Citigroup, Inc. 8.4% (g)

1,500,000

1,486,935

JPMorgan Chase & Co. 7.9% (g)

2,000,000

1,991,140

 

3,478,075

TOTAL FINANCIALS

11,413,805

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

UTILITIES - 0.2%

Multi-Utilities - 0.2%

Wisconsin Energy Corp. 6.25% 5/15/67 (g)

$ 3,000,000

$ 2,608,740

TOTAL NONCONVERTIBLE BONDS

14,514,745

TOTAL CORPORATE BONDS

(Cost $171,177,456)

189,883,322

Common Stocks - 64.9%

Shares

 

CONSUMER DISCRETIONARY - 5.5%

Automobiles - 0.2%

Fiat SpA

56,300

1,254,668

Renault SA

6,400

657,128

Winnebago Industries, Inc.

87,900

1,311,468

 

3,223,264

Diversified Consumer Services - 0.5%

H&R Block, Inc.

51,800

1,209,012

Hillenbrand, Inc.

41,100

910,365

Service Corp. International

333,500

3,568,450

Stewart Enterprises, Inc. Class A

165,800

1,144,020

 

6,831,847

Hotels, Restaurants & Leisure - 1.0%

Centerplate, Inc. unit

268,800

1,370,880

Gaylord Entertainment Co. (a)

71,300

2,025,633

IHOP Corp.

44,210

2,073,007

McDonald's Corp.

73,549

4,362,927

Starwood Hotels & Resorts Worldwide, Inc.

76,000

3,678,400

 

13,510,847

Household Durables - 1.4%

Beazer Homes USA, Inc. (e)

116,400

808,980

Black & Decker Corp.

31,800

2,057,460

Centex Corp.

150,500

2,833,915

D.R. Horton, Inc.

164,600

2,092,066

Ethan Allen Interiors, Inc.

46,000

1,289,840

KB Home

11,898

244,028

Lennar Corp. Class A

11,093

187,250

Common Stocks - continued

Shares

Value

CONSUMER DISCRETIONARY - continued

Household Durables - continued

Newell Rubbermaid, Inc.

70,000

$ 1,405,600

Pulte Homes, Inc.

186,100

2,276,003

Ryland Group, Inc.

98,400

2,735,520

The Stanley Works

29,610

1,438,454

Whirlpool Corp.

17,400

1,282,032

 

18,651,148

Internet & Catalog Retail - 0.0%

B2W Companhia Global Do Varejo

10,900

471,451

Leisure Equipment & Products - 0.3%

Brunswick Corp.

68,000

931,600

Eastman Kodak Co.

76,000

1,164,320

MarineMax, Inc. (a)

25,600

250,624

Polaris Industries, Inc.

27,900

1,331,388

 

3,677,932

Media - 0.6%

E.W. Scripps Co. Class A

70,300

3,311,130

News Corp.:

Class A

63,600

1,141,620

Class B

8,400

156,240

The DIRECTV Group, Inc. (a)

29,600

831,760

Valassis Communications, Inc. (a)

57,624

915,645

Viacom, Inc. Class B (non-vtg.) (a)

30,665

1,098,420

 

7,454,815

Multiline Retail - 0.1%

Sears Holdings Corp. (a)(e)

11,500

974,280

Tuesday Morning Corp. (a)

97,785

506,526

 

1,480,806

Specialty Retail - 1.1%

AutoZone, Inc. (a)

5,900

746,704

Best Buy Co., Inc.

15,000

700,350

Citi Trends, Inc. (a)

38,258

849,328

Foot Locker, Inc.

150,900

2,204,649

OfficeMax, Inc.

91,600

1,985,888

Shoe Carnival, Inc. (a)

43,946

641,612

Staples, Inc.

60,500

1,418,725

The Children's Place Retail Stores, Inc. (a)

79,290

2,729,162

The Men's Wearhouse, Inc.

30,100

623,973

Common Stocks - continued

Shares

Value

CONSUMER DISCRETIONARY - continued

Specialty Retail - continued

Tween Brands, Inc. (a)

28,000

$ 556,080

Williams-Sonoma, Inc.

81,300

2,066,646

 

14,523,117

Textiles, Apparel & Luxury Goods - 0.3%

Lululemon Athletica, Inc.

2,100

67,179

LVMH Moet Hennessy - Louis Vuitton

5,500

643,523

Polo Ralph Lauren Corp. Class A

18,500

1,292,225

VF Corp.

16,200

1,226,340

 

3,229,267

TOTAL CONSUMER DISCRETIONARY

73,054,494

CONSUMER STAPLES - 2.3%

Beverages - 0.1%

Carlsberg AS

3,475

360,567

Remy Cointreau SA

16,112

951,985

 

1,312,552

Food & Staples Retailing - 0.4%

Kroger Co.

56,600

1,564,424

Rite Aid Corp. (a)

581,500

1,308,375

SUPERVALU, Inc.

33,500

1,174,845

Winn-Dixie Stores, Inc. (a)

62,266

1,123,901

 

5,171,545

Food Products - 1.0%

B&G Foods, Inc. unit

156,900

2,761,440

Bunge Ltd.

20,600

2,459,022

Cermaq ASA

101,300

1,300,627

Corn Products International, Inc.

85,685

4,028,052

Lighthouse Caledonia ASA

17,850

20,504

Marine Harvest ASA (a)

1,600,000

1,078,898

Tyson Foods, Inc. Class A

103,200

1,944,288

 

13,592,831

Household Products - 0.1%

Energizer Holdings, Inc. (a)

9,900

807,741

Personal Products - 0.3%

Avon Products, Inc.

86,400

3,374,784

Shiseido Co. Ltd.

17,000

416,777

 

3,791,561

Common Stocks - continued

Shares

Value

CONSUMER STAPLES - continued

Tobacco - 0.4%

Altria Group, Inc.

71,200

$ 1,584,912

Philip Morris International, Inc. (a)

68,300

3,596,678

 

5,181,590

TOTAL CONSUMER STAPLES

29,857,820

ENERGY - 7.9%

Energy Equipment & Services - 0.8%

Hercules Offshore, Inc. (a)

68,400

2,320,128

Nabors Industries Ltd. (a)

99,855

4,197,904

National Oilwell Varco, Inc. (a)

47,261

3,937,787

 

10,455,819

Oil, Gas & Consumable Fuels - 7.1%

Arch Coal, Inc.

31,200

2,025,192

BP PLC sponsored ADR

3,100

224,781

Cabot Oil & Gas Corp.

60,400

3,639,100

Canadian Natural Resources Ltd.

31,900

3,122,251

Chesapeake Energy Corp.

15,316

838,857

Chevron Corp.

172,000

17,053,800

ConocoPhillips

63,200

5,883,920

CONSOL Energy, Inc.

27,400

2,673,144

El Paso Corp.

35,300

690,115

El Paso Pipeline Partners LP

14,300

327,613

Exxon Mobil Corp.

322,125

28,591,813

Forest Oil Corp. (a)

54,098

3,611,042

Foundation Coal Holdings, Inc.

10,400

693,992

Occidental Petroleum Corp.

12,800

1,176,704

Patriot Coal Corp. (a)

4,010

433,601

PetroHawk Energy Corp. (a)

90,200

2,650,076

Plains Exploration & Production Co. (a)

55,300

3,952,844

Quicksilver Resources, Inc. (a)

75,400

2,746,822

Range Resources Corp.

58,309

3,834,400

SandRidge Energy, Inc.

4,000

220,000

Teekay Corp.

22,050

1,108,674

Tesoro Corp.

7,400

183,890

Valero Energy Corp.

115,356

5,864,699

Common Stocks - continued

Shares

Value

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Western Gas Partners LP

25,700

$ 430,475

Williams Companies, Inc.

26,400

1,004,256

 

92,982,061

TOTAL ENERGY

103,437,880

FINANCIALS - 26.6%

Capital Markets - 2.0%

Bank of New York Mellon Corp.

65,539

2,918,452

Charles Schwab Corp.

65,800

1,459,444

Fortress Investment Group LLC (e)

106,800

1,530,444

Janus Capital Group, Inc.

66,500

1,928,500

Lehman Brothers Holdings, Inc.

195,100

7,181,631

Merrill Lynch & Co., Inc.

64,500

2,832,840

Morgan Stanley

105,600

4,670,688

State Street Corp.

27,200

1,958,944

T. Rowe Price Group, Inc.

43,599

2,525,254

 

27,006,197

Commercial Banks - 1.8%

Boston Private Financial Holdings, Inc.

97,202

819,413

First Merchants Corp.

68,300

1,690,425

First Midwest Bancorp, Inc., Delaware

58,800

1,534,680

IBERIABANK Corp.

36,200

1,909,188

Regions Financial Corp.

73,300

1,306,206

SunTrust Banks, Inc.

28,800

1,503,648

Susquehanna Bancshares, Inc., Pennsylvania

29,700

571,725

UCBH Holdings, Inc.

62,700

305,976

Wachovia Corp.

161,100

3,834,180

Wells Fargo & Co.

313,100

8,632,167

Wintrust Financial Corp.

4,300

134,074

Zions Bancorp

34,700

1,495,223

 

23,736,905

Consumer Finance - 0.2%

Capital One Financial Corp.

31,694

1,525,115

Discover Financial Services

41,600

713,440

 

2,238,555

Diversified Financial Services - 3.6%

Bank of America Corp.

382,393

13,005,186

CIT Group, Inc.

176,600

1,766,000

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Diversified Financial Services - continued

Citigroup, Inc.

611,900

$ 13,394,491

JPMorgan Chase & Co.

425,904

18,313,872

KKR Financial Holdings LLC

51,600

627,456

 

47,107,005

Insurance - 3.0%

AFLAC, Inc.

47,800

3,208,814

American Equity Investment Life Holding Co.

6,066

64,118

American International Group, Inc.

344,900

12,416,400

Aspen Insurance Holdings Ltd.

155,848

3,983,475

Endurance Specialty Holdings Ltd.

113,695

3,826,974

Hartford Financial Services Group, Inc.

25,900

1,840,713

MetLife, Inc.

41,600

2,497,248

National Financial Partners Corp.

41,900

1,023,198

Old Republic International Corp.

123,800

1,863,190

Platinum Underwriters Holdings Ltd.

124,866

4,428,997

Principal Financial Group, Inc.

37,700

2,031,276

RenaissanceRe Holdings Ltd.

45,200

2,357,632

 

39,542,035

Real Estate Investment Trusts - 14.2%

Alexandria Real Estate Equities, Inc.

45,200

4,714,360

American Campus Communities, Inc.

170,300

5,180,526

Annaly Capital Management, Inc.

179,900

3,204,019

Apartment Investment & Management Co. Class A

159,706

6,319,566

AvalonBay Communities, Inc.

25,060

2,536,072

Boston Properties, Inc.

60,814

5,943,960

BRE Properties, Inc.

44,800

2,171,008

Camden Property Trust (SBI)

53,100

2,615,706

CapitalSource, Inc.

59,700

916,992

Cedar Shopping Centers, Inc.

98,000

1,195,600

Chimera Investment Corp.

129,600

1,796,256

Corporate Office Properties Trust (SBI)

107,900

4,090,489

DCT Industrial Trust, Inc.

270,151

2,633,972

Developers Diversified Realty Corp.

150,100

5,955,968

Digital Realty Trust, Inc. (e)

30,300

1,281,690

Equity Residential (SBI)

88,980

3,762,964

Franklin Street Properties Corp.

102,740

1,517,470

General Growth Properties, Inc.

342,825

14,247,807

HCP, Inc.

117,400

4,022,124

Healthcare Realty Trust, Inc.

149,100

3,958,605

Highwoods Properties, Inc. (SBI)

205,400

7,394,400

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Real Estate Investment Trusts - continued

Home Properties, Inc.

117,000

$ 5,990,400

Host Hotels & Resorts, Inc.

159,945

2,749,455

Inland Real Estate Corp.

260,100

4,083,570

Kilroy Realty Corp.

59,400

3,238,488

Kimco Realty Corp.

94,038

3,700,395

LaSalle Hotel Properties (SBI)

148,800

4,883,616

Medical Properties Trust, Inc.

64,700

789,987

Pennsylvania Real Estate Investment Trust (SBI)

73,900

1,984,215

Plum Creek Timber Co., Inc.

47,500

2,215,875

Post Properties, Inc.

24,100

855,791

Potlatch Corp.

62,030

2,998,530

ProLogis Trust

202,465

12,538,657

Public Storage

150,036

13,222,673

Rayonier, Inc. (a)

51,320

2,435,647

Simon Property Group, Inc.

141,410

14,050,498

SL Green Realty Corp.

96,600

9,631,020

U-Store-It Trust

124,100

1,577,311

UDR, Inc.

98,540

2,437,880

Ventas, Inc.

62,800

2,993,048

Vornado Realty Trust

97,250

9,504,243

 

187,340,853

Real Estate Management & Development - 0.9%

Brookfield Properties Corp.

109,800

2,208,079

CB Richard Ellis Group, Inc. Class A (a)

323,000

7,254,580

Jones Lang LaSalle, Inc.

19,100

1,347,314

Norwegian Property ASA (e)

91,000

624,326

 

11,434,299

Thrifts & Mortgage Finance - 0.9%

Astoria Financial Corp.

26,100

622,746

Downey Financial Corp. (e)

18,100

121,632

Fannie Mae

94,100

2,542,582

Freddie Mac

40,000

1,016,800

New York Community Bancorp, Inc.

149,500

3,067,740

People's United Financial, Inc.

69,700

1,152,141

Washington Federal, Inc.

122,200

2,736,058

Washington Mutual, Inc.

122,800

1,107,656

 

12,367,355

TOTAL FINANCIALS

350,773,204

Common Stocks - continued

Shares

Value

HEALTH CARE - 3.2%

Biotechnology - 0.2%

Amgen, Inc. (a)

18,100

$ 796,943

Cubist Pharmaceuticals, Inc. (a)

36,300

691,878

Genentech, Inc. (a)

10,000

708,700

Theravance, Inc. (a)

27,500

372,075

 

2,569,596

Health Care Equipment & Supplies - 1.2%

American Medical Systems Holdings, Inc. (a)

123,424

1,864,937

Baxter International, Inc.

64,500

3,940,950

Boston Scientific Corp. (a)

58,200

773,478

Covidien Ltd.

152,882

7,657,859

Hill-Rom Holdings, Inc.

35,900

1,103,925

 

15,341,149

Health Care Providers & Services - 0.9%

Amedisys, Inc. (a)

51,107

2,596,747

Brookdale Senior Living, Inc.

50,427

1,330,264

Chemed Corp.

23,300

843,926

Emeritus Corp. (a)

125,501

2,664,386

HealthSouth Corp. (a)

67,698

1,267,984

Pediatrix Medical Group, Inc. (a)

12,500

672,875

PSS World Medical, Inc. (a)

74,100

1,350,102

Tenet Healthcare Corp. (a)

173,100

1,021,290

Universal Health Services, Inc. Class B

13,000

845,000

 

12,592,574

Health Care Technology - 0.1%

Cerner Corp. (a)

33,800

1,533,506

Life Sciences Tools & Services - 0.2%

Applera Corp. - Applied Biosystems Group

42,500

1,477,300

Varian, Inc. (a)

13,057

724,533

 

2,201,833

Pharmaceuticals - 0.6%

Barr Pharmaceuticals, Inc. (a)

16,200

709,560

Pfizer, Inc.

216,700

4,195,312

Sepracor, Inc. (a)

90,548

1,956,742

Wyeth

32,100

1,427,487

 

8,289,101

TOTAL HEALTH CARE

42,527,759

Common Stocks - continued

Shares

Value

INDUSTRIALS - 4.9%

Aerospace & Defense - 1.4%

General Dynamics Corp.

37,200

$ 3,427,980

Heico Corp. Class A

31,361

1,242,523

Honeywell International, Inc.

64,800

3,863,376

Lockheed Martin Corp.

26,900

2,943,936

Northrop Grumman Corp.

12,300

928,158

Stanley, Inc. (a)

26,000

820,560

United Technologies Corp.

73,500

5,221,440

 

18,447,973

Air Freight & Logistics - 0.2%

FedEx Corp.

13,600

1,247,256

United Parcel Service, Inc. Class B

26,600

1,889,132

 

3,136,388

Airlines - 0.1%

AirTran Holdings, Inc. (a)

66,221

198,663

Delta Air Lines, Inc. (a)

34,400

211,560

UAL Corp.

14,300

122,122

US Airways Group, Inc. (a)

42,500

168,300

 

700,645

Building Products - 0.4%

Masco Corp.

102,100

1,892,934

Owens Corning (a)

154,900

4,001,067

 

5,894,001

Commercial Services & Supplies - 0.8%

ACCO Brands Corp. (a)

46,400

711,776

Avery Dennison Corp.

13,500

696,330

Consolidated Graphics, Inc. (a)

12,500

686,625

Copart, Inc. (a)

15,300

688,500

Diamond Management & Technology Consultants, Inc.

77,523

410,872

Equifax, Inc.

32,900

1,255,464

GeoEye, Inc. (a)

53,400

910,470

IHS, Inc. Class A (a)

12,400

738,544

R.R. Donnelley & Sons Co.

40,400

1,326,332

The Brink's Co.

9,900

717,552

Waste Management, Inc.

62,100

2,355,453

 

10,497,918

Electrical Equipment - 0.1%

Acuity Brands, Inc.

14,300

761,475

Cooper Industries Ltd. Class A

22,400

1,044,512

 

1,805,987

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Industrial Conglomerates - 0.2%

General Electric Co.

82,400

$ 2,531,328

Machinery - 0.6%

Colfax Corp.

10,300

255,337

Cummins, Inc.

10,100

711,242

Eaton Corp.

13,400

1,295,512

Ingersoll-Rand Co. Ltd. Class A

42,500

1,871,700

Navistar International Corp. (a)

10,300

782,285

Pentair, Inc.

74,749

2,797,855

 

7,713,931

Marine - 0.1%

Safe Bulkers, Inc.

34,500

652,050

Road & Rail - 0.8%

Canadian Pacific Railway Ltd.

47,700

3,484,717

J.B. Hunt Transport Services, Inc.

84,300

2,937,012

Kansas City Southern (a)

1,803

90,078

Knight Transportation, Inc.

77,200

1,409,672

Landstar System, Inc.

27,700

1,543,444

P.A.M. Transportation Services, Inc. (a)

48,863

716,332

 

10,181,255

Trading Companies & Distributors - 0.2%

Rush Enterprises, Inc.:

Class A (a)

141,003

2,281,429

Class B (a)

17,800

267,712

 

2,549,141

TOTAL INDUSTRIALS

64,110,617

INFORMATION TECHNOLOGY - 8.3%

Communications Equipment - 0.6%

Cisco Systems, Inc. (a)

80,600

2,153,632

Dycom Industries, Inc. (a)

35,600

610,540

Juniper Networks, Inc. (a)

70,300

1,934,656

Nokia Corp. sponsored ADR

86,200

2,448,080

Powerwave Technologies, Inc. (a)

48,400

195,052

 

7,341,960

Computers & Peripherals - 1.3%

3PAR, Inc.

8,300

70,633

Apple, Inc. (a)

9,700

1,830,875

Hewlett-Packard Co.

59,000

2,776,540

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Computers & Peripherals - continued

International Business Machines Corp.

36,500

$ 4,724,195

NCR Corp. (a)

126,200

3,339,252

SanDisk Corp. (a)

21,415

606,259

Western Digital Corp. (a)

101,400

3,805,542

 

17,153,296

Electronic Equipment & Instruments - 2.1%

Agilent Technologies, Inc. (a)

26,200

979,618

Amphenol Corp. Class A

221,800

10,342,534

Arrow Electronics, Inc. (a)

93,100

2,854,446

Avnet, Inc. (a)

98,100

2,895,912

Cogent, Inc. (a)

100,743

1,205,894

Flextronics International Ltd. (a)

158,500

1,697,535

Ingram Micro, Inc. Class A (a)

250,250

4,537,033

Mellanox Technologies Ltd. (a)

95,600

1,562,104

Tyco Electronics Ltd.

53,525

2,147,423

 

28,222,499

Internet Software & Services - 0.4%

eBay, Inc. (a)

42,300

1,269,423

VeriSign, Inc. (a)

83,900

3,359,356

 

4,628,779

IT Services - 0.8%

Accenture Ltd. Class A

26,600

1,085,812

Cognizant Technology Solutions Corp. Class A (a)

32,100

1,132,488

Fidelity National Information Services, Inc.

18,000

725,040

SRA International, Inc. Class A (a)

51,700

1,219,086

The Western Union Co.

31,000

732,840

Visa, Inc.

64,100

5,535,676

 

10,430,942

Semiconductors & Semiconductor Equipment - 2.7%

Applied Materials, Inc.

110,300

2,185,043

ASML Holding NV (NY Shares)

53,000

1,587,880

Broadcom Corp. Class A (a)

86,500

2,481,685

Fairchild Semiconductor International, Inc. (a)

105,600

1,584,000

Hittite Microwave Corp. (a)

65,959

2,635,062

Infineon Technologies AG sponsored ADR (a)

76,100

688,705

Intersil Corp. Class A

46,400

1,293,168

Lam Research Corp. (a)

38,700

1,575,090

Linear Technology Corp.

22,600

831,002

Microchip Technology, Inc.

58,100

2,140,404

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - continued

Micron Technology, Inc. (a)

94,600

$ 763,422

National Semiconductor Corp.

104,700

2,203,935

NEC Electronics Corp. (a)

42,200

988,562

Netlogic Microsystems, Inc. (a)

26,400

996,864

ON Semiconductor Corp. (a)

603,400

5,967,626

Samsung Electronics Co. Ltd.

2,110

1,520,554

Skyworks Solutions, Inc. (a)

92,800

958,624

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR

85,900

983,555

Teradyne, Inc. (a)

19,000

261,060

Texas Instruments, Inc.

22,500

730,800

Tower Semicondutor Ltd. (a)

549,300

538,314

Varian Semiconductor Equipment Associates, Inc. (a)

54,400

2,068,832

Xilinx, Inc.

28,200

767,040

 

35,751,227

Software - 0.4%

Electronic Arts, Inc. (a)

33,594

1,686,419

Microsoft Corp.

63,300

1,792,656

THQ, Inc. (a)

59,400

1,274,130

Ubisoft Entertainment SA (a)

204

19,772

Voltaire Ltd.

64,100

378,831

 

5,151,808

TOTAL INFORMATION TECHNOLOGY

108,680,511

MATERIALS - 1.6%

Chemicals - 0.9%

Albemarle Corp.

75,156

3,342,187

Arkema

19,600

1,251,990

Celanese Corp. Class A

103,500

5,040,450

Nalco Holding Co.

55,700

1,354,624

The Mosaic Co. (a)

7,300

914,836

Tronox, Inc. Class A

71,800

254,890

 

12,158,977

Containers & Packaging - 0.4%

Owens-Illinois, Inc. (a)

60,277

3,449,050

Pactiv Corp. (a)

47,700

1,174,851

Rock-Tenn Co. Class A

20,000

713,800

 

5,337,701

Common Stocks - continued

Shares

Value

MATERIALS - continued

Metals & Mining - 0.3%

Alcoa, Inc.

70,400

$ 2,857,536

Carpenter Technology Corp.

10,800

596,160

 

3,453,696

TOTAL MATERIALS

20,950,374

TELECOMMUNICATION SERVICES - 1.9%

Diversified Telecommunication Services - 1.9%

AT&T, Inc.

414,315

16,531,169

CenturyTel, Inc.

28,689

1,015,877

FairPoint Communications, Inc.

3,637

32,733

Qwest Communications International, Inc.

225,400

1,093,190

Verizon Communications, Inc.

174,900

6,728,403

 

25,401,372

UTILITIES - 2.7%

Electric Utilities - 1.7%

Allete, Inc.

31,500

1,399,230

Entergy Corp.

16,800

2,028,936

Exelon Corp.

93,900

8,263,200

Pepco Holdings, Inc.

155,810

4,213,102

PPL Corp.

131,111

6,727,305

 

22,631,773

Gas Utilities - 0.0%

Energen Corp.

5,000

374,750

Independent Power Producers & Energy Traders - 0.1%

Reliant Energy, Inc. (a)

54,200

1,385,352

Multi-Utilities - 0.9%

Public Service Enterprise Group, Inc.

121,600

5,382,016

Wisconsin Energy Corp.

117,500

5,644,700

 

11,026,716

TOTAL UTILITIES

35,418,591

TOTAL COMMON STOCKS

(Cost $791,661,085)

854,212,622

Preferred Stocks - 19.3%

Shares

Value

Convertible Preferred Stocks - 6.8%

CONSUMER DISCRETIONARY - 0.1%

Automobiles - 0.1%

General Motors Corp. Series C, 6.25%

55,500

$ 905,760

Hotels, Restaurants & Leisure - 0.0%

Six Flags, Inc. 7.25% PIERS

2,100

27,038

Media - 0.0%

Emmis Communications Corp. Series A, 6.25%

10,100

251,995

TOTAL CONSUMER DISCRETIONARY

1,184,793

CONSUMER STAPLES - 0.4%

Food Products - 0.4%

Archer Daniels Midland Co. 6.25%

30,000

1,488,750

Bunge Ltd. 5.125%

3,000

3,276,378

 

4,765,128

ENERGY - 1.2%

Oil, Gas & Consumable Fuels - 1.2%

Chesapeake Energy Corp. 4.50%

20,500

2,767,500

El Paso Corp. 4.99%

8,000

12,679,693

McMoRan Exploration Co. 6.75%

4,700

1,011,294

 

16,458,487

FINANCIALS - 2.3%

Capital Markets - 0.6%

Legg Mason, Inc. 7.00%

21,000

1,024,905

Lehman Brothers Holdings, Inc. 7.25%

6,000

6,510,000

 

7,534,905

Commercial Banks - 0.5%

Huntington Bancshares, Inc. 8.50%

1,300

1,297,400

Wachovia Corp. 7.50%

5,232

5,541,630

 

6,839,030

Diversified Financial Services - 0.7%

Bank of America Corp. Series L, 7.25%

6,827

6,903,804

Carriage Services Capital Trust 7.00% TIDES

45,000

1,473,750

CIT Group, Inc. Series C, 8.75%

26,600

1,426,026

 

9,803,580

Insurance - 0.3%

American International Group, Inc. Series A, 8.50%

53,300

3,930,555

Preferred Stocks - continued

Shares

Value

Convertible Preferred Stocks - continued

FINANCIALS - continued

Real Estate Investment Trusts - 0.1%

HRPT Properties Trust 6.50%

34,390

$ 627,996

Thrifts & Mortgage Finance - 0.1%

Fannie Mae 8.75%

30,000

1,481,250

TOTAL FINANCIALS

30,217,316

HEALTH CARE - 0.1%

Health Care Providers & Services - 0.1%

Omnicare Capital Trust II Series B, 4.00%

32,700

1,189,463

INDUSTRIALS - 0.3%

Road & Rail - 0.3%

Kansas City Southern:

4.25%

1,370

2,099,685

5.125%

1,000

1,787,300

 

3,886,985

MATERIALS - 1.1%

Chemicals - 0.6%

Celanese Corp. 4.25%

132,600

8,213,244

Metals & Mining - 0.5%

Freeport-McMoRan Copper & Gold, Inc. 5.50%

2,489

6,204,980

TOTAL MATERIALS

14,418,224

UTILITIES - 1.3%

Independent Power Producers & Energy Traders - 0.6%

NRG Energy, Inc. 4.00% (f)

3,900

8,300,175

Multi-Utilities - 0.7%

CMS Energy Corp. 4.50%

116,000

9,427,320

TOTAL UTILITIES

17,727,495

TOTAL CONVERTIBLE PREFERRED STOCKS

89,847,891

Nonconvertible Preferred Stocks - 12.5%

CONSUMER DISCRETIONARY - 0.1%

Media - 0.1%

CBS Corp. 6.75%

40,000

898,000

Preferred Stocks - continued

Shares

Value

Nonconvertible Preferred Stocks - continued

CONSUMER STAPLES - 0.1%

Food Products - 0.1%

H.J. Heinz Finance Co. 6.226% (f)

10

$ 1,008,672

ENERGY - 0.3%

Oil, Gas & Consumable Fuels - 0.3%

Apache Corp. (depositary shares) Series B, 5.68%

29,375

2,350,000

Devon Energy Corp. 6.49%

13,750

1,375,000

 

3,725,000

FINANCIALS - 8.4%

Capital Markets - 1.4%

Deutsche Bank Contingent Capital Trust II 6.55%

80,000

1,810,400

Goldman Sachs Group, Inc.:

Series C, 4.9931%

40,000

820,800

Series D, 4.00%

160,000

3,200,000

Lehman Brothers Holdings, Inc.:

(depositary shares) Series F, 6.50%

89,015

1,734,012

Series C, 5.94%

40,000

1,440,000

Series D, 5.67%

34,900

1,187,298

Merrill Lynch & Co., Inc.:

Series 5, 5.86%

277,700

4,443,200

Series H, 3.97%

120,000

1,818,000

Morgan Stanley Capital I Trust 6.60%

80,000

1,772,800

 

18,226,510

Commercial Banks - 1.2%

ABN AMRO Capital Funding Trust V 5.90%

20,000

418,000

ABN Amro Capital Funding Trust VII 6.08%

40,400

854,056

Barclays Bank PLC Series 2

40,000

929,200

BNY Capital V 5.95%

115,000

2,555,300

First Tennessee Bank NA, Memphis 3.90% (f)

5,000

2,700,000

Keycorp Capital IX 6.75%

40,000

800,000

Royal Bank of Scotland Group PLC Series R, 6.125%

40,000

828,800

Santander Finance Preferred SA Unipersonal:

4.00%

40,000

710,800

6.50%

40,000

850,800

6.80%

160,000

3,520,000

USB Capital XII 6.30%

80,000

1,781,600

 

15,948,556

Preferred Stocks - continued

Shares

Value

Nonconvertible Preferred Stocks - continued

FINANCIALS - continued

Consumer Finance - 0.2%

HSBC USA, Inc.:

Series G, 4.9175%

80,000

$ 1,602,400

Series H, 6.50%

40,000

872,400

SLM Corp. 4.07%

1,200

69,120

 

2,543,920

Diversified Financial Services - 1.0%

Bank of America Corp.:

Series D, 6.204%

20,000

432,200

Series E, 4.00%

40,000

720,000

Series H, 8.20%

80,000

1,992,800

CIT Group, Inc. Series B, 5.189%

15,000

780,000

Deutsche Bank Capital Funding Trust VIII 6.375%

140,000

3,229,800

General Electric Capital Corp. 6.05%

80,000

2,025,600

Merrill Lynch Capital Trust II 6.45%

200,000

4,186,000

 

13,366,400

Insurance - 0.2%

American International Group, Inc. 6.45%

80,000

1,700,800

MetLife, Inc. Series A, 4.39%

40,000

828,000

 

2,528,800

Real Estate Investment Trusts - 0.8%

Apartment Investment & Management Co. Series V, 8.00%

79,000

1,882,570

Hospitality Properties Trust:

Series B, 8.875%

125,000

2,998,750

Series C, 7.00%

100,000

1,855,000

Host Hotels & Resorts, Inc. Series E, 8.875%

20,000

507,000

Public Storage Series M, 6.625%

80,000

1,747,200

Vornado Realty Trust Series E, 7.00%

40,000

936,000

 

9,926,520

Thrifts & Mortgage Finance - 3.6%

Countrywide Capital V 7.00%

80,000

1,452,000

Fannie Mae:

Series E, 5.10%

27,562

939,864

Series H, 5.81%

71,200

2,741,200

Series I, 5.375%

5,000

188,500

Series L, 5.125%

140,900

4,966,725

Series N, 5.50%

92,650

3,602,232

Series O, 7.00%

42,200

2,038,260

Series R, 7.65%

40,000

1,000,000

Preferred Stocks - continued

Shares

Value

Nonconvertible Preferred Stocks - continued

FINANCIALS - continued

Thrifts & Mortgage Finance - continued

Fannie Mae: - continued

Series S, 8.25%

120,000

$ 2,922,000

Series T, 8.25%

40,000

1,000,000

Freddie Mac:

5.30%

40,000

1,440,000

Series F, 5.00%

68,500

2,390,650

Series H, 5.10%

10,300

356,380

Series K, 5.79%

25,200

990,360

Series O, 5.81%

19,500

772,200

Series R, 5.70%

117,000

4,387,500

Series S, 4.00%

10,000

380,000

Series U, 5.90%

40,000

828,000

Series V, 5.57%

566,000

10,844,560

Series W, 5.66%

161,600

3,133,424

Sovereign Bancorp, Inc. Series C, 7.30%

80,000

1,623,200

 

47,997,055

TOTAL FINANCIALS

110,537,761

MATERIALS - 0.1%

Chemicals - 0.1%

E.I. du Pont de Nemours & Co. Series B, 4.50%

9,900

777,249

Metals & Mining - 0.0%

Alcoa, Inc. 3.75%

6,400

435,200

TOTAL MATERIALS

1,212,449

TELECOMMUNICATION SERVICES - 0.5%

Diversified Telecommunication Services - 0.5%

AT&T, Inc. 6.375%

281,800

7,045,000

UTILITIES - 3.0%

Electric Utilities - 2.7%

Alabama Power Co.:

4.60%

2,000

160,000

5.20%

120,000

2,523,600

5.30%

88,600

1,980,210

5.625%

80,000

1,740,000

6.45%

80,000

1,920,000

Baltimore Gas & Electric Co. Series 1993, 6.70%

10,000

975,000

Preferred Stocks - continued

Shares

Value

Nonconvertible Preferred Stocks - continued

UTILITIES - continued

Electric Utilities - continued

Duquesne Light Co. 6.50%

106,050

$ 4,454,100

FPL Group Capital Trust I 5.875%

20,000

486,400

FPL Group Capital, Inc. Series E, 7.45%

80,000

2,083,200

Mid-American Energy Co. 4.40%

5,000

410,000

Pacific Gas & Electric Co.:

Series A, 5.00%

16,900

363,688

Series B, 5.50%

61,900

1,454,650

Series D 5.00%

69,200

1,480,880

PPL Electric Utilities Corp. 6.25%

230,000

5,606,250

Southern California Edison Co.:

4.78%

46,500

978,825

6.125%

35,000

3,185,000

Series B, 4.08%

27,271

499,059

Series C:

4.24%

94,600

1,773,750

6.00%

20,000

1,740,000

Series D, 4.32%

70,000

1,348,200

 

35,162,812

Independent Power Producers & Energy Traders - 0.0%

Heco Capital Trust III 6.50%

12,000

297,000

Multi-Utilities - 0.3%

Consolidated Edison Co. of New York, Inc. Series A, 5.00%

28,705

2,533,216

San Diego Gas & Electric Co. 1.70%

67,548

1,768,913

 

4,302,129

TOTAL UTILITIES

39,761,941

TOTAL NONCONVERTIBLE PREFERRED STOCKS

164,188,823

TOTAL PREFERRED STOCKS

(Cost $265,602,428)

254,036,714

Investment Companies - 0.1%

 

 

 

 

Ares Capital Corp.
(Cost $2,370,235)

144,312

1,788,026

Preferred Securities - 0.4%

Principal Amount

Value

FINANCIALS - 0.4%

Commercial Banks - 0.3%

PNC Preferred Funding Trust I 6.517% 12/31/49 (f)(g)

3,000,000

$ 2,291,440

SunTrust Preferred Capital I 5.853% 12/15/49 (g)

1,000,000

817,026

 

3,108,466

Diversified Financial Services - 0.1%

Wachovia Capital Trust III 5.8% (g)

2,000,000

1,554,587

TOTAL PREFERRED SECURITIES

(Cost $5,999,641)

4,663,053

Money Market Funds - 1.4%

Shares

 

Fidelity Cash Central Fund, 2.44% (b)

15,781,585

15,781,585

Fidelity Securities Lending Cash Central Fund, 2.42% (b)(c)

2,821,640

2,821,640

TOTAL MONEY MARKET FUNDS

(Cost $18,603,225)

18,603,225

TOTAL INVESTMENT PORTFOLIO - 100.5%

(Cost $1,255,414,070)

1,323,186,962

NET OTHER ASSETS - (0.5)%

(6,086,673)

NET ASSETS - 100%

$ 1,317,100,289

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

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

(e) Security or a portion of the security is on loan at period end.

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $61,545,177 or 4.7% of net assets.

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

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 395,742

Fidelity Securities Lending Cash Central Fund

79,387

Total

$ 475,129

Other Information

The following is a summary of the inputs used, as of May 31, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 1,323,186,962

$ 1,004,867,566

$ 318,319,396

$ 0

The following is a reconciliation of assets for which Level 3 inputs were used in determining value:

 

Investments in
Securities

Beginning Balance

$ 1,085,056

Total Realized Gain (Loss)

391,743

Total Unrealized Gain (Loss)

(333,463)

Cost of Purchases

0

Proceeds of Sales

(1,143,336)

Amortization/Accretion

0

Transfer in/out of Level 3

0

Ending Balance

$ 0

The information used in the above reconciliation represents fiscal year to date activity for any Investment Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period.

Other Information - continued

The composition of credit quality ratings as a percentage of net assets is as follows (ratings are unaudited):

AAA,AA,A

1.9%

BBB

2.1%

BB

4.6%

B

2.9%

CCC,CC,C

0.2%

Not Rated

3.1%

Equities

84.3%

Short-Term Investments and Net Other Assets

0.9%

 

100.0%

We have used ratings from Moody's® Investors Services, Inc. Where Moody's® ratings are not available, we have used S&P® ratings. Percentages are adjusted for the effect of futures contracts, if applicable.

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

 

May 31, 2008 (Unaudited)

 

 

 

Assets

Investment in securities, at value (including securities loaned of $2,702,350) - See accompanying schedule:

Unaffiliated issuers (cost $1,236,810,845)

$ 1,304,583,737

 

Fidelity Central Funds (cost $18,603,225)

18,603,225

 

Total Investments (cost $1,255,414,070)

 

$ 1,323,186,962

Cash

7,188

Receivable for investments sold

17,149,054

Receivable for fund shares sold

4,474,752

Dividends receivable

1,811,849

Interest receivable

1,161,915

Distributions receivable from Fidelity Central Funds

48,081

Prepaid expenses

3,090

Other receivables

1,066

Total assets

1,347,843,957

 

 

 

Liabilities

Payable for investments purchased

$ 20,928,170

Payable for fund shares redeemed

5,872,768

Accrued management fee

617,873

Distribution fees payable

194,198

Other affiliated payables

263,616

Other payables and accrued expenses

45,403

Collateral on securities loaned, at value

2,821,640

Total liabilities

30,743,668

 

 

 

Net Assets

$ 1,317,100,289

Net Assets consist of:

 

Paid in capital

$ 1,266,855,126

Undistributed net investment income

5,829,253

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(23,354,151)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

67,770,061

Net Assets

$ 1,317,100,289

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

May 31, 2008 (Unaudited)

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value and redemption price per share ($156,930,983 ÷ 12,743,162 shares)

$ 12.31

 

 

 

Maximum offering price per share (100/94.25 of $12.31)

$ 13.06

Class T:
Net Asset Value
and redemption price per share ($133,508,864 ÷ 10,852,173 shares)

$ 12.30

 

 

 

Maximum offering price per share (100/96.50 of $12.30)

$ 12.75

Class B:
Net Asset Value
and offering price per share ($32,372,933 ÷ 2,639,048 shares)A

$ 12.27

 

 

 

Class C:
Net Asset Value
and offering price per share ($93,152,366 ÷ 7,590,843 shares)A

$ 12.27

 

 

 

Strategic Dividend and Income:
Net Asset Value
, offering price and redemption price per share ($865,711,317 ÷ 70,012,945 shares)

$ 12.37

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($35,423,826 ÷ 2,868,378 shares)

$ 12.35

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

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

Semiannual Report

Statement of Operations

Six months ended May 31, 2008 (Unaudited)

 

  

  

Investment Income

  

  

Dividends

 

$ 17,857,802

Interest

 

3,890,313

Income from Fidelity Central Funds

 

475,129

Total income

 

22,223,244

 

 

 

Expenses

Management fee

$ 3,922,433

Transfer agent fees

1,427,329

Distribution fees

1,189,454

Accounting and security lending fees

222,664

Custodian fees and expenses

38,784

Independent trustees' compensation

3,197

Registration fees

65,328

Audit

24,458

Legal

12,528

Interest

1,485

Miscellaneous

5,688

Total expenses before reductions

6,913,348

Expense reductions

(11,473)

6,901,875

Net investment income (loss)

15,321,369

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(12,249,373)

Investment not meeting investment restrictions

7,503

Foreign currency transactions

(35,220)

Total net realized gain (loss)

 

(12,277,090)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(41,994,294)

Assets and liabilities in foreign currencies

(2,837)

Total change in net unrealized appreciation (depreciation)

 

(41,997,131)

Net gain (loss)

(54,274,221)

Net increase (decrease) in net assets resulting from operations

$ (38,952,852)

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Six months ended May 31, 2008
(Unaudited)

Year ended
November 30, 2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 15,321,369

$ 27,133,824

Net realized gain (loss)

(12,277,090)

81,287,179

Change in net unrealized appreciation (depreciation)

(41,997,131)

(60,780,076)

Net increase (decrease) in net assets resulting
from operations

(38,952,852)

47,640,927

Distributions to shareholders from net investment income

(15,563,653)

(24,961,705)

Distributions to shareholders from net realized gain

(76,042,474)

(67,051,469)

Total distributions

(91,606,127)

(92,013,174)

Share transactions - net increase (decrease)

(229,778,649)

343,480,119

Total increase (decrease) in net assets

(360,337,628)

299,107,872

 

 

 

Net Assets

Beginning of period

1,677,437,917

1,378,330,045

End of period (including undistributed net investment income of $5,829,253 and undistributed net investment income of $6,071,537, respectively)

$ 1,317,100,289

$ 1,677,437,917

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

Semiannual Report

Financial Highlights - Class A

 

Six months ended
May 31, 2008
Years ended November 30,
 
(Unaudited)
2007
2006
2005
2004 H

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.28

$ 13.66

$ 12.18

$ 11.09

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .13

  .20

  .19

  .18

  .16

Net realized and unrealized gain (loss)

  (.36)

  .28

  1.61

  1.10

  1.04

Total from investment operations

  (.23)

  .48

  1.80

  1.28

  1.20

Distributions from net investment income

  (.13)

  (.20)

  (.19)

  (.19)

  (.11)

Distributions from net realized gain

  (.61)

  (.66)

  (.13)

  -

  -

Total distributions

  (.74)

  (.86)

  (.32)

  (.19)

  (.11)

Net asset value, end of period

$ 12.31

$ 13.28

$ 13.66

$ 12.18

$ 11.09

Total Return B, C, D

  (1.82)%

  3.59%

  15.01%

  11.63%

  12.01%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.10% A

  1.10%

  1.14%

  1.16%

  1.20% A

Expenses net of fee waivers, if any

  1.10% A

  1.10%

  1.14%

  1.16%

  1.20% A

Expenses net of all reductions

  1.09% A

  1.09%

  1.14%

  1.13%

  1.17% A

Net investment income (loss)

  2.07% A

  1.49%

  1.52%

  1.60%

  1.67% A

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 156,931

$ 166,554

$ 70,083

$ 38,886

$ 21,985

Portfolio turnover rate G

  108% A

  90%

  125%

  64%

  66% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H For the period December 23, 2003 (commencement of operations) to November 30, 2004.

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

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

Semiannual Report

Financial Highlights - Class T

 

Six months ended
May 31, 2008
Years ended November 30,
 
(Unaudited)
2007
2006
2005
2004 H

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.26

$ 13.64

$ 12.17

$ 11.08

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .11

  .17

  .17

  .16

  .13

Net realized and unrealized gain (loss)

  (.35)

  .27

  1.59

  1.09

  1.04

Total from investment operations

  (.24)

  .44

  1.76

  1.25

  1.17

Distributions from net investment income

  (.11)

  (.16)

  (.16)

  (.16)

  (.09)

Distributions from net realized gain

  (.61)

  (.66)

  (.13)

  -

  -

Total distributions

  (.72)

  (.82)

  (.29)

  (.16)

  (.09)

Net asset value, end of period

$ 12.30

$ 13.26

$ 13.64

$ 12.17

$ 11.08

Total Return B, C, D

  (1.88)%

  3.34%

  14.70%

  11.43%

  11.75%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.34% A

  1.32%

  1.35%

  1.38%

  1.45% A

Expenses net of fee waivers, if any

  1.34% A

  1.32%

  1.35%

  1.38%

  1.45% A

Expenses net of all reductions

  1.34% A

  1.32%

  1.35%

  1.35%

  1.42% A

Net investment income (loss)

  1.82% A

  1.27%

  1.31%

  1.38%

  1.43% A

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 133,509

$ 158,962

$ 119,834

$ 79,920

$ 36,526

Portfolio turnover rate G

  108% A

  90%

  125%

  64%

  66% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H For the period December 23, 2003 (commencement of operations) to November 30, 2004.

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

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

Semiannual Report

Financial Highlights - Class B

 

Six months ended
May 31, 2008
Years ended November 30,
 
(Unaudited)
2007
2006
2005
2004 H

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.23

$ 13.61

$ 12.14

$ 11.06

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .08

  .09

  .09

  .09

  .09

Net realized and unrealized gain (loss)

  (.36)

  .28

  1.59

  1.09

  1.03

Total from investment operations

  (.28)

  .37

  1.68

  1.18

  1.12

Distributions from net investment income

  (.07)

  (.09)

  (.08)

  (.10)

  (.06)

Distributions from net realized gain

  (.61)

  (.66)

  (.13)

  -

  -

Total distributions

  (.68)

  (.75)

  (.21)

  (.10)

  (.06)

Net asset value, end of period

$ 12.27

$ 13.23

$ 13.61

$ 12.14

$ 11.06

Total Return B, C, D

  (2.16)%

  2.79%

  14.05%

  10.73%

  11.24%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.91% A

  1.91%

  1.96%

  1.96%

  1.99% A

Expenses net of fee waivers, if any

  1.91% A

  1.91%

  1.96%

  1.95%

  1.95% A

Expenses net of all reductions

  1.91% A

  1.91%

  1.96%

  1.93%

  1.92% A

Net investment income (loss)

  1.25% A

  .67%

  .70%

  .81%

  .92% A

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 32,373

$ 37,288

$ 23,992

$ 19,744

$ 13,457

Portfolio turnover rate G

  108% A

  90%

  125%

  64%

  66% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H For the period December 23, 2003 (commencement of operations) to November 30, 2004.

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

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

Semiannual Report

Financial Highlights - Class C

 

Six months ended
May 31, 2008
Years ended November 30,
 
(Unaudited)
2007
2006
2005
2004 H

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.23

$ 13.61

$ 12.15

$ 11.06

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .08

  .10

  .10

  .10

  .09

Net realized and unrealized gain (loss)

  (.35)

  .27

  1.58

  1.09

  1.03

Total from investment operations

  (.27)

  .37

  1.68

  1.19

  1.12

Distributions from net investment income

  (.08)

  (.09)

  (.09)

  (.10)

  (.06)

Distributions from net realized gain

  (.61)

  (.66)

  (.13)

  -

  -

Total distributions

  (.69)

  (.75)

  (.22)

  (.10)

  (.06)

Net asset value, end of period

$ 12.27

$ 13.23

$ 13.61

$ 12.15

$ 11.06

Total Return B, C, D

  (2.14)%

  2.84%

  14.05%

  10.85%

  11.24%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.86% A

  1.85%

  1.89%

  1.90%

  1.94% A

Expenses net of fee waivers, if any

  1.86% A

  1.85%

  1.89%

  1.90%

  1.94% A

Expenses net of all reductions

  1.86% A

  1.85%

  1.88%

  1.87%

  1.92% A

Net investment income (loss)

  1.30% A

  .74%

  .78%

  .86%

  .93% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 93,152

$ 106,122

$ 75,301

$ 49,713

$ 28,795

Portfolio turnover rate G

  108% A

  90%

  125%

  64%

  66% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H For the period December 23, 2003 (commencement of operations) to November 30, 2004.

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

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

Semiannual Report

Financial Highlights - Strategic Dividend and Income

 

Six months ended
May 31, 2008
Years ended November 30,
 
(Unaudited)
2007
2006
2005
2004 G

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.33

$ 13.70

$ 12.22

$ 11.11

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) D

  .14

  .25

  .24

  .22

  .19

Net realized and unrealized gain (loss)

  (.35)

  .27

  1.60

  1.11

  1.04

Total from investment operations

  (.21)

  .52

  1.84

  1.33

  1.23

Distributions from net investment income

  (.14)

  (.23)

  (.23)

  (.22)

  (.12)

Distributions from net realized gain

  (.61)

  (.66)

  (.13)

  -

  -

Total distributions

  (.75)

  (.89)

  (.36)

  (.22)

  (.12)

Net asset value, end of period

$ 12.37

$ 13.33

$ 13.70

$ 12.22

$ 11.11

Total Return B, C

  (1.59)%

  3.92%

  15.33%

  12.08%

  12.32%

Ratios to Average Net Assets E, H

 

 

 

 

Expenses before reductions

  .80% A

  .79%

  .80%

  .82%

  .90% A

Expenses net of fee waivers, if any

  .80% A

  .79%

  .80%

  .82%

  .90% A

Expenses net of all reductions

  .79% A

  .78%

  .79%

  .79%

  .87% A

Net investment income (loss)

  2.36% A

  1.80%

  1.87%

  1.94%

  1.98% A

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 865,711

$ 1,172,143

$ 1,075,348

$ 798,113

$ 476,032

Portfolio turnover rate F

  108% A

  90%

  125%

  64%

  66% A

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period December 23, 2003 (commencement of operations) to November 30, 2004.

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

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

Semiannual Report

Financial Highlights - Institutional Class

 

Six months ended
May 31, 2008
Years ended November 30,
 
(Unaudited)
2007
2006
2005
2004 G

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.31

$ 13.68

$ 12.21

$ 11.11

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) D

  .14

  .24

  .23

  .22

  .19

Net realized and unrealized gain (loss)

  (.35)

  .28

  1.59

  1.10

  1.04

Total from investment operations

  (.21)

  .52

  1.82

  1.32

  1.23

Distributions from net investment income

  (.14)

  (.23)

  (.22)

  (.22)

  (.12)

Distributions from net realized gain

  (.61)

  (.66)

  (.13)

  -

  -

Total distributions

  (.75)

  (.89)

  (.35)

  (.22)

  (.12)

Net asset value, end of period

$ 12.35

$ 13.31

$ 13.68

$ 12.21

$ 11.11

Total Return B, C

  (1.60)%

  3.94%

  15.24%

  11.98%

  12.38%

Ratios to Average Net Assets E, H

 

 

 

 

Expenses before reductions

  .82% A

  .81%

  .82%

  .83%

  .88% A

Expenses net of fee waivers, if any

  .82% A

  .81%

  .82%

  .83%

  .88% A

Expenses net of all reductions

  .81% A

  .80%

  .82%

  .81%

  .85% A

Net investment income (loss)

  2.34% A

  1.78%

  1.84%

  1.93%

  2.00% A

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 35,424

$ 36,369

$ 13,771

$ 9,798

$ 4,973

Portfolio turnover rate F

  108% A

  90%

  125%

  64%

  66%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period December 23, 2003 (commencement of operations) to November 30, 2004.

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

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

Semiannual Report

Notes to Financial Statements

For the period ended May 31, 2008 (Unaudited)

1. Organization.

Fidelity Strategic Dividend & Income Fund (the Fund) is a fund of Fidelity Fixed-Income Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, Strategic Dividend & Income and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

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

Semiannual Report

3. Significant Accounting Policies - continued

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Debt securities, including restricted securities, are valued by independent pricing services or by dealers who make markets in such securities. Pricing services consider yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include monitoring news to identify significant market or security specific events such as changes in the value of U.S. securities markets, monitoring changes in interest rates and credit quality, reviewing developments in foreign markets by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund is subject to the provisions of Statement of Financial Accounting Standards No. 157, "Fair Value Measurements" (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

The three levels of the hierarchy under SFAS 157 are described below:

Level 1

Quoted prices in active markets for identical securities.

Level 2

Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants would use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3

Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

A summary of the inputs used as of May 31, 2008, in valuing the Fund's investments, as well as a reconciliation of assets for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Funds' investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day.

Semiannual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount, certain foreign taxes, partnerships and losses deferred due to wash sales.

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

Unrealized appreciation

$ 163,292,876

 

Unrealized depreciation

(115,124,170)

 

Net unrealized appreciation (depreciation)

$ 48,168,706

 

Cost for federal income tax purposes

$ 1,275,018,256

 

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

Semiannual Report

5. Purchases and Sales of Investments.

Purchases and sales of securities other than short-term securities, aggregated $750,680,626 and $1,039,094,565, respectively.

The Fund realized a gain on the sale of an investment not meeting the investment restrictions of the Fund.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .56% of the Fund's average net assets.

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

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 196,719

$ 16,918

Class T

.25%

.25%

348,002

13,036

Class B

.75%

.25%

166,849

125,357

Class C

.75%

.25%

477,884

144,312

 

 

 

$ 1,189,454

$ 299,623

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

6. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

 

Retained
by FDC

Class A

$ 58,063

Class T

16,734

Class B*

37,304

Class C*

13,408

 

$ 125,509

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

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Strategic & Income Fund shares. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, each class paid the following transfer agent fees:

 

Amount

% of
Average
Net Assets
*

Class A

$ 184,589

.23

Class T

157,091

.23

Class B

49,952

.30

Class C

120,617

.25

Strategic Dividend and Income

881,491

.19

Institutional Class

33,589

.21

 

$ 1,427,329

 

* Annualized

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $24,127 for the period.

Semiannual Report

6. Fees and Other Transactions with Affiliates - continued

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 affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 14,444,000

3.70%

$ 1,485

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $1,504 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $79,387.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $7,688 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $2,097.

During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

 

Class A

$ 190

 

Strategic Dividend and Income

1,114

 

Institutional Class

384

 

 

$ 1,688

 

10. Other.

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

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $27,253, which is recorded in the accompanying Statement of Operations.

Semiannual Report

10. Other - continued

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
May 31,
2008

Year ended
November 30,
2007

From net investment income

 

 

Class A

$ 1,594,504

$ 1,659,834

Class T

1,242,325

1,803,121

Class B

199,619

207,762

Class C

591,447

656,096

Strategic Dividend and Income

11,555,628

20,174,303

Institutional Class

380,130

460,589

Total

$ 15,563,653

$ 24,961,705

From net realized gain

 

 

Class A

$ 7,739,325

$ 3,476,044

Class T

7,183,792

5,864,593

Class B

1,725,962

1,178,860

Class C

4,865,229

3,680,940

Strategic Dividend and Income

52,877,519

52,196,348

Institutional Class

1,650,647

654,684

Total

$ 76,042,474

$ 67,051,469

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Six months ended May 31,
2008

Year ended
November 30, 2007

Six months ended May 31,
2008

Year ended
November 30, 2007

Class A

 

 

 

 

Shares sold

2,371,735

9,202,276

$ 28,862,932

$ 125,609,242

Reinvestment of distributions

668,550

324,134

8,361,987

4,316,521

Shares redeemed

(2,840,388)

(2,115,549)

(34,261,621)

(28,515,536)

Net increase (decrease)

199,897

7,410,861

$ 2,963,298

$ 101,410,227

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

12. Share Transactions - continued

Transactions for each class of shares were as follows:

 

Shares

Dollars

Six months ended May 31,
2008

Year ended
November 30, 2007

Six months ended May 31,
2008

Year ended
November 30, 2007

Class T

 

 

 

 

Shares sold

736,898

5,412,451

$ 8,980,110

$ 73,116,647

Reinvestment of distributions

603,876

515,154

7,556,845

6,807,283

Shares redeemed

(2,473,798)

(2,728,865)

(29,920,191)

(36,971,413)

Net increase (decrease)

(1,133,024)

3,198,740

$ (13,383,236)

$ 42,952,517

Class B

 

 

 

 

Shares sold

250,916

1,488,228

$ 3,073,614

$ 20,168,960

Reinvestment of distributions

126,244

84,796

1,577,150

1,114,512

Shares redeemed

(557,274)

(516,972)

(6,695,912)

(6,968,443)

Net increase (decrease)

(180,114)

1,056,052

$ (2,045,148)

$ 14,315,029

Class C

 

 

 

 

Shares sold

785,758

3,860,667

$ 9,589,956

$ 52,345,524

Reinvestment of distributions

346,831

259,139

4,335,843

3,407,525

Shares redeemed

(1,561,958)

(1,631,836)

(18,849,007)

(22,089,331)

Net increase (decrease)

(429,369)

2,487,970

$ (4,923,208)

$ 33,663,718

Strategic Dividend and Income

 

 

 

Shares sold

5,153,752

40,384,688

$ 62,988,521

$ 548,453,896

Reinvestment of distributions

4,601,777

4,871,099

57,763,846

64,672,261

Shares redeemed

(27,683,263)

(35,835,911)

(334,881,979)

(485,849,599)

Net increase (decrease)

(17,927,734)

9,419,876

$ (214,129,612)

$ 127,276,558

Institutional Class

 

 

 

Shares sold

585,002

2,239,208

$ 7,149,235

$ 30,847,189

Reinvestment of distributions

113,647

40,647

1,424,535

549,750

Shares redeemed

(562,055)

(554,347)

(6,834,513)

(7,534,869)

Net increase (decrease)

136,594

1,725,508

$ 1,739,257

$ 23,862,070

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

fid3873For mutual fund and brokerage trading.

fid3875For quotes.*

fid3877For account balances and holdings.

fid3879To review orders and mutual
fund activity.

fid3881To change your PIN.

fid3883fid3885To 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 Write Fidelity

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

(letter_graphic)
Making Changes
To Your Account

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

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

(letter_graphic)
For Non-Retirement
Accounts

Buying shares

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

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

Selling shares

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

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

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

(letter_graphic)
For Retirement
Accounts

Buying shares

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

Selling shares

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

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

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

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research (U.K.) Inc.

Fidelity Research & Analysis Company

Fidelity International Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Citibank, N.A.

New York, NY

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

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

Product Information 1-800-544-6666

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

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

Fidelity Automated Service
Telephone (FAST®) fid3887 1-800-544-5555

fid3887 Automated line for quickest service

SDI-USAN-0708
1.802526.104

fid3890

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor
Strategic Dividend & Income
Fund - Class A, Class T,
Class B and Class C

Semiannual Report

May 31, 2008

Class A, Class T, Class B,
and Class C are classes
of Fidelity® Strategic
Dividend & Income® Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Investing momentum appeared to shift back in favor of equities as we approached the mid-point of 2008, offsetting some - but not all - of the market's earlier weakness. However, the outlook for the remainder of the year was far from certain. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

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

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

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

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

Sincerely,
/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 1, 2007 to May 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Semiannual Report

Shareholder Expense Example - continued

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

 

Beginning
Account Value
December 1, 2007

Ending
Account Value
May 31, 2008

Expenses Paid
During Period
*
December 1, 2007 to
May 31, 2008

Class A

 

 

 

Actual

$ 1,000.00

$ 981.80

$ 5.45

HypotheticalA

$ 1,000.00

$ 1,019.50

$ 5.55

Class T

 

 

 

Actual

$ 1,000.00

$ 981.20

$ 6.64

HypotheticalA

$ 1,000.00

$ 1,018.30

$ 6.76

Class B

 

 

 

Actual

$ 1,000.00

$ 978.40

$ 9.45

HypotheticalA

$ 1,000.00

$ 1,015.45

$ 9.62

Class C

 

 

 

Actual

$ 1,000.00

$ 978.60

$ 9.20

HypotheticalA

$ 1,000.00

$ 1,015.70

$ 9.37

Strategic Dividend and Income

 

 

 

Actual

$ 1,000.00

$ 984.10

$ 3.97

HypotheticalA

$ 1,000.00

$ 1,021.00

$ 4.04

Institutional Class

 

 

 

Actual

$ 1,000.00

$ 984.00

$ 4.07

HypotheticalA

$ 1,000.00

$ 1,020.90

$ 4.14

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 183/366 (to reflect the one-half year period).

 

Annualized
Expense Ratio

Class A

1.10%

Class T

1.34%

Class B

1.91%

Class C

1.86%

Strategic Dividend and Income

.80%

Institutional Class

.82%

Semiannual Report

Investment Changes (Unaudited)

Top Ten Investments as of May 31, 2008

(excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

Exxon Mobil Corp.

2.2

1.6

Chesapeake Energy Corp. 2.5% 5/15/37

2.0

1.6

JPMorgan Chase & Co.

1.4

1.2

Chevron Corp.

1.3

0.0

AT&T, Inc.

1.2

1.5

General Growth Properties, Inc.

1.1

0.8

Simon Property Group, Inc.

1.1

1.1

Citigroup, Inc.

1.0

1.1

Public Storage

1.0

0.7

Bank of America Corp.

1.0

1.1

 

13.3

Top Five Market Sectors as of May 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

40.2

34.3

Energy

12.8

12.2

Information Technology

11.8

12.8

Utilities

7.2

7.6

Industrials

6.5

9.7

Asset Allocation (% of fund's net assets)

As of May 31, 2008 *

As of November 30, 2007 **

fid3856

Common Stocks
and Investment Companies 65.0%

 

fid3856

Common Stocks
and Investment Companies 65.9%

 

fid3859

Preferred Stocks 19.3%

 

fid3859

Preferred Stocks 15.7%

 

fid3862

Convertible Bonds 13.3%

 

fid3862

Convertible Bonds 15.1%

 

fid3865

Other Investments 1.5%

 

fid3865

Other Investments 1.6%

 

fid3868

Short-Term
Investments and
Net Other Assets 0.9%

 

fid3868

Short-Term
Investments and
Net Other Assets 1.7%

 

* Foreign investments

7.0%

 

** Foreign investments

8.8%

 


fid3908

Semiannual Report

Investments May 31, 2008 (Unaudited)

Showing Percentage of Net Assets

Corporate Bonds - 14.4%

 

Principal Amount

Value

Convertible Bonds - 13.3%

CONSUMER DISCRETIONARY - 0.5%

Diversified Consumer Services - 0.4%

Stewart Enterprises, Inc.:

3.375% 7/15/16 (f)

$ 2,250,000

$ 2,013,075

3.375% 7/15/16

3,600,000

3,220,920

 

5,233,995

Media - 0.1%

Regal Entertainment Group 6.25% 3/15/11 (f)

1,000,000

992,100

Specialty Retail - 0.0%

United Auto Group, Inc. 3.5% 4/1/26

750,000

818,970

TOTAL CONSUMER DISCRETIONARY

7,045,065

CONSUMER STAPLES - 0.8%

Beverages - 0.2%

Molson Coors Brewing Co. 2.5% 7/30/13

1,600,000

2,050,720

Food & Staples Retailing - 0.6%

Nash-Finch Co. 1.6314% 3/15/35 (d)

7,070,000

3,300,417

Rite Aid Corp. 8.5% 5/15/15

900,000

985,050

The Great Atlantic & Pacific Tea Co. 5.125% 6/15/11

1,870,000

1,853,766

The Pantry, Inc. 3% 11/15/12

3,060,000

2,167,673

 

8,306,906

TOTAL CONSUMER STAPLES

10,357,626

ENERGY - 3.4%

Energy Equipment & Services - 0.9%

Halliburton Co. 3.125% 7/15/23

2,170,000

5,633,863

SESI LLC 1.5% 12/15/26 (d)(f)

1,640,000

2,154,468

Transocean, Inc. Series B, 1.5% 12/15/37

3,590,000

4,029,775

 

11,818,106

Oil, Gas & Consumable Fuels - 2.5%

Alpha Natural Resources, Inc. 2.375% 4/15/15

1,830,000

3,061,825

Chesapeake Energy Corp. 2.5% 5/15/37

17,310,000

25,651,689

Peabody Energy Corp. 4.75% 12/15/66

2,550,000

3,705,782

 

32,419,296

TOTAL ENERGY

44,237,402

Corporate Bonds - continued

 

Principal Amount

Value

Convertible Bonds - continued

FINANCIALS - 1.6%

Diversified Financial Services - 0.1%

The NASDAQ Stock Market, Inc. 2.5% 8/15/13 (f)

$ 1,990,000

$ 1,947,301

Real Estate Investment Trusts - 1.5%

Health Care REIT, Inc. 4.75% 12/1/26

3,380,000

3,798,782

ProLogis Trust 2.25% 4/1/37 (f)

1,500,000

1,480,800

SL Green Realty Corp. 3% 3/30/27 (f)

1,330,000

1,134,172

Ventas, Inc. 3.875% 11/15/11 (f)

10,820,000

12,705,137

 

19,118,891

TOTAL FINANCIALS

21,066,192

HEALTH CARE - 2.2%

Biotechnology - 0.1%

Amgen, Inc. 0.375% 2/1/13

1,190,000

1,024,888

Health Care Equipment & Supplies - 0.8%

Beckman Coulter, Inc.:

2.5% 12/15/36 (f)

2,000,000

2,230,378

2.5% 12/15/36

350,000

390,316

Inverness Medical Innovations, Inc.:

3% 5/15/16 (f)

4,000,000

4,184,000

3% 5/15/16

1,700,000

1,778,200

Kinetic Concepts, Inc. 3.25% 4/15/15 (f)

1,290,000

1,380,300

Medtronic, Inc. 1.625% 4/15/13

820,000

866,535

 

10,829,729

Health Care Providers & Services - 0.8%

LifePoint Hospitals, Inc. 3.5% 5/15/14

11,630,000

10,626,197

Life Sciences Tools & Services - 0.4%

Fisher Scientific International, Inc. 2.5% 10/1/23

1,990,000

5,016,835

Pharmaceuticals - 0.1%

Alpharma, Inc. 2.125% 3/15/27

1,950,000

1,977,499

TOTAL HEALTH CARE

29,475,148

INDUSTRIALS - 1.3%

Aerospace & Defense - 0.4%

AAR Corp.:

1.75% 2/1/26 (f)

1,000,000

911,680

2.25% 3/1/16 (f)

150,000

120,228

Corporate Bonds - continued

 

Principal Amount

Value

Convertible Bonds - continued

INDUSTRIALS - continued

Aerospace & Defense - continued

Alliant Techsystems, Inc. 3% 8/15/24

$ 1,080,000

$ 1,641,734

Lockheed Martin Corp. 2.4256% 8/15/33 (g)

1,600,000

2,417,952

 

5,091,594

Construction & Engineering - 0.1%

Fluor Corp. 1.5% 2/15/24

550,000

1,836,216

Marine - 0.8%

Excel Maritime Carriers Ltd. 1.875% 10/15/27 (f)

11,540,000

10,493,322

TOTAL INDUSTRIALS

17,421,132

INFORMATION TECHNOLOGY - 3.5%

Communications Equipment - 0.6%

Finisar Corp. 2.5% 10/15/10

4,660,000

3,675,575

L-3 Communications Corp. 3% 8/1/35

3,700,000

4,546,375

 

8,221,950

Computers & Peripherals - 0.1%

EMC Corp.:

1.75% 12/1/13 (f)

620,000

792,695

1.75% 12/1/13

930,000

1,189,042

 

1,981,737

Electronic Equipment & Instruments - 0.8%

Flextronics International Ltd. 1% 8/1/10

3,090,000

2,997,609

Itron, Inc. 2.5% 8/1/26

1,880,000

3,113,468

L-1 Identity Solutions, Inc. 3.75% 5/15/27

4,450,000

3,958,831

 

10,069,908

IT Services - 0.9%

CACI International, Inc.:

2.125% 5/1/14 (f)

2,500,000

2,766,234

2.125% 5/1/14

7,650,000

8,464,677

 

11,230,911

Semiconductors & Semiconductor Equipment - 1.1%

Advanced Micro Devices, Inc. 5.75% 8/15/12

7,370,000

5,730,175

Intel Corp. 2.95% 12/15/35

1,820,000

1,846,991

Corporate Bonds - continued

 

Principal Amount

Value

Convertible Bonds - continued

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - continued

ON Semiconductor Corp.:

1.875% 12/15/25 (f)

$ 1,250,000

$ 1,939,000

2.625% 12/15/26

4,100,000

4,745,340

 

14,261,506

TOTAL INFORMATION TECHNOLOGY

45,766,012

TOTAL CONVERTIBLE BONDS

175,368,577

Nonconvertible Bonds - 1.1%

CONSUMER STAPLES - 0.0%

Food Products - 0.0%

Pinnacle Foods Finance LLC/Pinnacle Foods Finance Corp. 9.25% 4/1/15

535,000

492,200

FINANCIALS - 0.9%

Capital Markets - 0.4%

Goldman Sachs Group, Inc. 5.793%

2,000,000

1,500,000

JPMorgan Chase Capital XXII 6.45% 2/2/37

3,000,000

2,569,635

Lehman Brothers Holdings, Inc.:

3.4794% (g)

1,000,000

711,530

5.857% (g)

1,000,000

715,000

 

5,496,165

Commercial Banks - 0.2%

Capital One Capital IV 6.745% 2/17/37 (g)

2,000,000

1,534,080

Wells Fargo Capital X 5.95% 12/15/36

1,000,000

905,485

 

2,439,565

Diversified Financial Services - 0.3%

Citigroup, Inc. 8.4% (g)

1,500,000

1,486,935

JPMorgan Chase & Co. 7.9% (g)

2,000,000

1,991,140

 

3,478,075

TOTAL FINANCIALS

11,413,805

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

UTILITIES - 0.2%

Multi-Utilities - 0.2%

Wisconsin Energy Corp. 6.25% 5/15/67 (g)

$ 3,000,000

$ 2,608,740

TOTAL NONCONVERTIBLE BONDS

14,514,745

TOTAL CORPORATE BONDS

(Cost $171,177,456)

189,883,322

Common Stocks - 64.9%

Shares

 

CONSUMER DISCRETIONARY - 5.5%

Automobiles - 0.2%

Fiat SpA

56,300

1,254,668

Renault SA

6,400

657,128

Winnebago Industries, Inc.

87,900

1,311,468

 

3,223,264

Diversified Consumer Services - 0.5%

H&R Block, Inc.

51,800

1,209,012

Hillenbrand, Inc.

41,100

910,365

Service Corp. International

333,500

3,568,450

Stewart Enterprises, Inc. Class A

165,800

1,144,020

 

6,831,847

Hotels, Restaurants & Leisure - 1.0%

Centerplate, Inc. unit

268,800

1,370,880

Gaylord Entertainment Co. (a)

71,300

2,025,633

IHOP Corp.

44,210

2,073,007

McDonald's Corp.

73,549

4,362,927

Starwood Hotels & Resorts Worldwide, Inc.

76,000

3,678,400

 

13,510,847

Household Durables - 1.4%

Beazer Homes USA, Inc. (e)

116,400

808,980

Black & Decker Corp.

31,800

2,057,460

Centex Corp.

150,500

2,833,915

D.R. Horton, Inc.

164,600

2,092,066

Ethan Allen Interiors, Inc.

46,000

1,289,840

KB Home

11,898

244,028

Lennar Corp. Class A

11,093

187,250

Common Stocks - continued

Shares

Value

CONSUMER DISCRETIONARY - continued

Household Durables - continued

Newell Rubbermaid, Inc.

70,000

$ 1,405,600

Pulte Homes, Inc.

186,100

2,276,003

Ryland Group, Inc.

98,400

2,735,520

The Stanley Works

29,610

1,438,454

Whirlpool Corp.

17,400

1,282,032

 

18,651,148

Internet & Catalog Retail - 0.0%

B2W Companhia Global Do Varejo

10,900

471,451

Leisure Equipment & Products - 0.3%

Brunswick Corp.

68,000

931,600

Eastman Kodak Co.

76,000

1,164,320

MarineMax, Inc. (a)

25,600

250,624

Polaris Industries, Inc.

27,900

1,331,388

 

3,677,932

Media - 0.6%

E.W. Scripps Co. Class A

70,300

3,311,130

News Corp.:

Class A

63,600

1,141,620

Class B

8,400

156,240

The DIRECTV Group, Inc. (a)

29,600

831,760

Valassis Communications, Inc. (a)

57,624

915,645

Viacom, Inc. Class B (non-vtg.) (a)

30,665

1,098,420

 

7,454,815

Multiline Retail - 0.1%

Sears Holdings Corp. (a)(e)

11,500

974,280

Tuesday Morning Corp. (a)

97,785

506,526

 

1,480,806

Specialty Retail - 1.1%

AutoZone, Inc. (a)

5,900

746,704

Best Buy Co., Inc.

15,000

700,350

Citi Trends, Inc. (a)

38,258

849,328

Foot Locker, Inc.

150,900

2,204,649

OfficeMax, Inc.

91,600

1,985,888

Shoe Carnival, Inc. (a)

43,946

641,612

Staples, Inc.

60,500

1,418,725

The Children's Place Retail Stores, Inc. (a)

79,290

2,729,162

The Men's Wearhouse, Inc.

30,100

623,973

Common Stocks - continued

Shares

Value

CONSUMER DISCRETIONARY - continued

Specialty Retail - continued

Tween Brands, Inc. (a)

28,000

$ 556,080

Williams-Sonoma, Inc.

81,300

2,066,646

 

14,523,117

Textiles, Apparel & Luxury Goods - 0.3%

Lululemon Athletica, Inc.

2,100

67,179

LVMH Moet Hennessy - Louis Vuitton

5,500

643,523

Polo Ralph Lauren Corp. Class A

18,500

1,292,225

VF Corp.

16,200

1,226,340

 

3,229,267

TOTAL CONSUMER DISCRETIONARY

73,054,494

CONSUMER STAPLES - 2.3%

Beverages - 0.1%

Carlsberg AS

3,475

360,567

Remy Cointreau SA

16,112

951,985

 

1,312,552

Food & Staples Retailing - 0.4%

Kroger Co.

56,600

1,564,424

Rite Aid Corp. (a)

581,500

1,308,375

SUPERVALU, Inc.

33,500

1,174,845

Winn-Dixie Stores, Inc. (a)

62,266

1,123,901

 

5,171,545

Food Products - 1.0%

B&G Foods, Inc. unit

156,900

2,761,440

Bunge Ltd.

20,600

2,459,022

Cermaq ASA

101,300

1,300,627

Corn Products International, Inc.

85,685

4,028,052

Lighthouse Caledonia ASA

17,850

20,504

Marine Harvest ASA (a)

1,600,000

1,078,898

Tyson Foods, Inc. Class A

103,200

1,944,288

 

13,592,831

Household Products - 0.1%

Energizer Holdings, Inc. (a)

9,900

807,741

Personal Products - 0.3%

Avon Products, Inc.

86,400

3,374,784

Shiseido Co. Ltd.

17,000

416,777

 

3,791,561

Common Stocks - continued

Shares

Value

CONSUMER STAPLES - continued

Tobacco - 0.4%

Altria Group, Inc.

71,200

$ 1,584,912

Philip Morris International, Inc. (a)

68,300

3,596,678

 

5,181,590

TOTAL CONSUMER STAPLES

29,857,820

ENERGY - 7.9%

Energy Equipment & Services - 0.8%

Hercules Offshore, Inc. (a)

68,400

2,320,128

Nabors Industries Ltd. (a)

99,855

4,197,904

National Oilwell Varco, Inc. (a)

47,261

3,937,787

 

10,455,819

Oil, Gas & Consumable Fuels - 7.1%

Arch Coal, Inc.

31,200

2,025,192

BP PLC sponsored ADR

3,100

224,781

Cabot Oil & Gas Corp.

60,400

3,639,100

Canadian Natural Resources Ltd.

31,900

3,122,251

Chesapeake Energy Corp.

15,316

838,857

Chevron Corp.

172,000

17,053,800

ConocoPhillips

63,200

5,883,920

CONSOL Energy, Inc.

27,400

2,673,144

El Paso Corp.

35,300

690,115

El Paso Pipeline Partners LP

14,300

327,613

Exxon Mobil Corp.

322,125

28,591,813

Forest Oil Corp. (a)

54,098

3,611,042

Foundation Coal Holdings, Inc.

10,400

693,992

Occidental Petroleum Corp.

12,800

1,176,704

Patriot Coal Corp. (a)

4,010

433,601

PetroHawk Energy Corp. (a)

90,200

2,650,076

Plains Exploration & Production Co. (a)

55,300

3,952,844

Quicksilver Resources, Inc. (a)

75,400

2,746,822

Range Resources Corp.

58,309

3,834,400

SandRidge Energy, Inc.

4,000

220,000

Teekay Corp.

22,050

1,108,674

Tesoro Corp.

7,400

183,890

Valero Energy Corp.

115,356

5,864,699

Common Stocks - continued

Shares

Value

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Western Gas Partners LP

25,700

$ 430,475

Williams Companies, Inc.

26,400

1,004,256

 

92,982,061

TOTAL ENERGY

103,437,880

FINANCIALS - 26.6%

Capital Markets - 2.0%

Bank of New York Mellon Corp.

65,539

2,918,452

Charles Schwab Corp.

65,800

1,459,444

Fortress Investment Group LLC (e)

106,800

1,530,444

Janus Capital Group, Inc.

66,500

1,928,500

Lehman Brothers Holdings, Inc.

195,100

7,181,631

Merrill Lynch & Co., Inc.

64,500

2,832,840

Morgan Stanley

105,600

4,670,688

State Street Corp.

27,200

1,958,944

T. Rowe Price Group, Inc.

43,599

2,525,254

 

27,006,197

Commercial Banks - 1.8%

Boston Private Financial Holdings, Inc.

97,202

819,413

First Merchants Corp.

68,300

1,690,425

First Midwest Bancorp, Inc., Delaware

58,800

1,534,680

IBERIABANK Corp.

36,200

1,909,188

Regions Financial Corp.

73,300

1,306,206

SunTrust Banks, Inc.

28,800

1,503,648

Susquehanna Bancshares, Inc., Pennsylvania

29,700

571,725

UCBH Holdings, Inc.

62,700

305,976

Wachovia Corp.

161,100

3,834,180

Wells Fargo & Co.

313,100

8,632,167

Wintrust Financial Corp.

4,300

134,074

Zions Bancorp

34,700

1,495,223

 

23,736,905

Consumer Finance - 0.2%

Capital One Financial Corp.

31,694

1,525,115

Discover Financial Services

41,600

713,440

 

2,238,555

Diversified Financial Services - 3.6%

Bank of America Corp.

382,393

13,005,186

CIT Group, Inc.

176,600

1,766,000

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Diversified Financial Services - continued

Citigroup, Inc.

611,900

$ 13,394,491

JPMorgan Chase & Co.

425,904

18,313,872

KKR Financial Holdings LLC

51,600

627,456

 

47,107,005

Insurance - 3.0%

AFLAC, Inc.

47,800

3,208,814

American Equity Investment Life Holding Co.

6,066

64,118

American International Group, Inc.

344,900

12,416,400

Aspen Insurance Holdings Ltd.

155,848

3,983,475

Endurance Specialty Holdings Ltd.

113,695

3,826,974

Hartford Financial Services Group, Inc.

25,900

1,840,713

MetLife, Inc.

41,600

2,497,248

National Financial Partners Corp.

41,900

1,023,198

Old Republic International Corp.

123,800

1,863,190

Platinum Underwriters Holdings Ltd.

124,866

4,428,997

Principal Financial Group, Inc.

37,700

2,031,276

RenaissanceRe Holdings Ltd.

45,200

2,357,632

 

39,542,035

Real Estate Investment Trusts - 14.2%

Alexandria Real Estate Equities, Inc.

45,200

4,714,360

American Campus Communities, Inc.

170,300

5,180,526

Annaly Capital Management, Inc.

179,900

3,204,019

Apartment Investment & Management Co. Class A

159,706

6,319,566

AvalonBay Communities, Inc.

25,060

2,536,072

Boston Properties, Inc.

60,814

5,943,960

BRE Properties, Inc.

44,800

2,171,008

Camden Property Trust (SBI)

53,100

2,615,706

CapitalSource, Inc.

59,700

916,992

Cedar Shopping Centers, Inc.

98,000

1,195,600

Chimera Investment Corp.

129,600

1,796,256

Corporate Office Properties Trust (SBI)

107,900

4,090,489

DCT Industrial Trust, Inc.

270,151

2,633,972

Developers Diversified Realty Corp.

150,100

5,955,968

Digital Realty Trust, Inc. (e)

30,300

1,281,690

Equity Residential (SBI)

88,980

3,762,964

Franklin Street Properties Corp.

102,740

1,517,470

General Growth Properties, Inc.

342,825

14,247,807

HCP, Inc.

117,400

4,022,124

Healthcare Realty Trust, Inc.

149,100

3,958,605

Highwoods Properties, Inc. (SBI)

205,400

7,394,400

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Real Estate Investment Trusts - continued

Home Properties, Inc.

117,000

$ 5,990,400

Host Hotels & Resorts, Inc.

159,945

2,749,455

Inland Real Estate Corp.

260,100

4,083,570

Kilroy Realty Corp.

59,400

3,238,488

Kimco Realty Corp.

94,038

3,700,395

LaSalle Hotel Properties (SBI)

148,800

4,883,616

Medical Properties Trust, Inc.

64,700

789,987

Pennsylvania Real Estate Investment Trust (SBI)

73,900

1,984,215

Plum Creek Timber Co., Inc.

47,500

2,215,875

Post Properties, Inc.

24,100

855,791

Potlatch Corp.

62,030

2,998,530

ProLogis Trust

202,465

12,538,657

Public Storage

150,036

13,222,673

Rayonier, Inc. (a)

51,320

2,435,647

Simon Property Group, Inc.

141,410

14,050,498

SL Green Realty Corp.

96,600

9,631,020

U-Store-It Trust

124,100

1,577,311

UDR, Inc.

98,540

2,437,880

Ventas, Inc.

62,800

2,993,048

Vornado Realty Trust

97,250

9,504,243

 

187,340,853

Real Estate Management & Development - 0.9%

Brookfield Properties Corp.

109,800

2,208,079

CB Richard Ellis Group, Inc. Class A (a)

323,000

7,254,580

Jones Lang LaSalle, Inc.

19,100

1,347,314

Norwegian Property ASA (e)

91,000

624,326

 

11,434,299

Thrifts & Mortgage Finance - 0.9%

Astoria Financial Corp.

26,100

622,746

Downey Financial Corp. (e)

18,100

121,632

Fannie Mae

94,100

2,542,582

Freddie Mac

40,000

1,016,800

New York Community Bancorp, Inc.

149,500

3,067,740

People's United Financial, Inc.

69,700

1,152,141

Washington Federal, Inc.

122,200

2,736,058

Washington Mutual, Inc.

122,800

1,107,656

 

12,367,355

TOTAL FINANCIALS

350,773,204

Common Stocks - continued

Shares

Value

HEALTH CARE - 3.2%

Biotechnology - 0.2%

Amgen, Inc. (a)

18,100

$ 796,943

Cubist Pharmaceuticals, Inc. (a)

36,300

691,878

Genentech, Inc. (a)

10,000

708,700

Theravance, Inc. (a)

27,500

372,075

 

2,569,596

Health Care Equipment & Supplies - 1.2%

American Medical Systems Holdings, Inc. (a)

123,424

1,864,937

Baxter International, Inc.

64,500

3,940,950

Boston Scientific Corp. (a)

58,200

773,478

Covidien Ltd.

152,882

7,657,859

Hill-Rom Holdings, Inc.

35,900

1,103,925

 

15,341,149

Health Care Providers & Services - 0.9%

Amedisys, Inc. (a)

51,107

2,596,747

Brookdale Senior Living, Inc.

50,427

1,330,264

Chemed Corp.

23,300

843,926

Emeritus Corp. (a)

125,501

2,664,386

HealthSouth Corp. (a)

67,698

1,267,984

Pediatrix Medical Group, Inc. (a)

12,500

672,875

PSS World Medical, Inc. (a)

74,100

1,350,102

Tenet Healthcare Corp. (a)

173,100

1,021,290

Universal Health Services, Inc. Class B

13,000

845,000

 

12,592,574

Health Care Technology - 0.1%

Cerner Corp. (a)

33,800

1,533,506

Life Sciences Tools & Services - 0.2%

Applera Corp. - Applied Biosystems Group

42,500

1,477,300

Varian, Inc. (a)

13,057

724,533

 

2,201,833

Pharmaceuticals - 0.6%

Barr Pharmaceuticals, Inc. (a)

16,200

709,560

Pfizer, Inc.

216,700

4,195,312

Sepracor, Inc. (a)

90,548

1,956,742

Wyeth

32,100

1,427,487

 

8,289,101

TOTAL HEALTH CARE

42,527,759

Common Stocks - continued

Shares

Value

INDUSTRIALS - 4.9%

Aerospace & Defense - 1.4%

General Dynamics Corp.

37,200

$ 3,427,980

Heico Corp. Class A

31,361

1,242,523

Honeywell International, Inc.

64,800

3,863,376

Lockheed Martin Corp.

26,900

2,943,936

Northrop Grumman Corp.

12,300

928,158

Stanley, Inc. (a)

26,000

820,560

United Technologies Corp.

73,500

5,221,440

 

18,447,973

Air Freight & Logistics - 0.2%

FedEx Corp.

13,600

1,247,256

United Parcel Service, Inc. Class B

26,600

1,889,132

 

3,136,388

Airlines - 0.1%

AirTran Holdings, Inc. (a)

66,221

198,663

Delta Air Lines, Inc. (a)

34,400

211,560

UAL Corp.

14,300

122,122

US Airways Group, Inc. (a)

42,500

168,300

 

700,645

Building Products - 0.4%

Masco Corp.

102,100

1,892,934

Owens Corning (a)

154,900

4,001,067

 

5,894,001

Commercial Services & Supplies - 0.8%

ACCO Brands Corp. (a)

46,400

711,776

Avery Dennison Corp.

13,500

696,330

Consolidated Graphics, Inc. (a)

12,500

686,625

Copart, Inc. (a)

15,300

688,500

Diamond Management & Technology Consultants, Inc.

77,523

410,872

Equifax, Inc.

32,900

1,255,464

GeoEye, Inc. (a)

53,400

910,470

IHS, Inc. Class A (a)

12,400

738,544

R.R. Donnelley & Sons Co.

40,400

1,326,332

The Brink's Co.

9,900

717,552

Waste Management, Inc.

62,100

2,355,453

 

10,497,918

Electrical Equipment - 0.1%

Acuity Brands, Inc.

14,300

761,475

Cooper Industries Ltd. Class A

22,400

1,044,512

 

1,805,987

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Industrial Conglomerates - 0.2%

General Electric Co.

82,400

$ 2,531,328

Machinery - 0.6%

Colfax Corp.

10,300

255,337

Cummins, Inc.

10,100

711,242

Eaton Corp.

13,400

1,295,512

Ingersoll-Rand Co. Ltd. Class A

42,500

1,871,700

Navistar International Corp. (a)

10,300

782,285

Pentair, Inc.

74,749

2,797,855

 

7,713,931

Marine - 0.1%

Safe Bulkers, Inc.

34,500

652,050

Road & Rail - 0.8%

Canadian Pacific Railway Ltd.

47,700

3,484,717

J.B. Hunt Transport Services, Inc.

84,300

2,937,012

Kansas City Southern (a)

1,803

90,078

Knight Transportation, Inc.

77,200

1,409,672

Landstar System, Inc.

27,700

1,543,444

P.A.M. Transportation Services, Inc. (a)

48,863

716,332

 

10,181,255

Trading Companies & Distributors - 0.2%

Rush Enterprises, Inc.:

Class A (a)

141,003

2,281,429

Class B (a)

17,800

267,712

 

2,549,141

TOTAL INDUSTRIALS

64,110,617

INFORMATION TECHNOLOGY - 8.3%

Communications Equipment - 0.6%

Cisco Systems, Inc. (a)

80,600

2,153,632

Dycom Industries, Inc. (a)

35,600

610,540

Juniper Networks, Inc. (a)

70,300

1,934,656

Nokia Corp. sponsored ADR

86,200

2,448,080

Powerwave Technologies, Inc. (a)

48,400

195,052

 

7,341,960

Computers & Peripherals - 1.3%

3PAR, Inc.

8,300

70,633

Apple, Inc. (a)

9,700

1,830,875

Hewlett-Packard Co.

59,000

2,776,540

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Computers & Peripherals - continued

International Business Machines Corp.

36,500

$ 4,724,195

NCR Corp. (a)

126,200

3,339,252

SanDisk Corp. (a)

21,415

606,259

Western Digital Corp. (a)

101,400

3,805,542

 

17,153,296

Electronic Equipment & Instruments - 2.1%

Agilent Technologies, Inc. (a)

26,200

979,618

Amphenol Corp. Class A

221,800

10,342,534

Arrow Electronics, Inc. (a)

93,100

2,854,446

Avnet, Inc. (a)

98,100

2,895,912

Cogent, Inc. (a)

100,743

1,205,894

Flextronics International Ltd. (a)

158,500

1,697,535

Ingram Micro, Inc. Class A (a)

250,250

4,537,033

Mellanox Technologies Ltd. (a)

95,600

1,562,104

Tyco Electronics Ltd.

53,525

2,147,423

 

28,222,499

Internet Software & Services - 0.4%

eBay, Inc. (a)

42,300

1,269,423

VeriSign, Inc. (a)

83,900

3,359,356

 

4,628,779

IT Services - 0.8%

Accenture Ltd. Class A

26,600

1,085,812

Cognizant Technology Solutions Corp. Class A (a)

32,100

1,132,488

Fidelity National Information Services, Inc.

18,000

725,040

SRA International, Inc. Class A (a)

51,700

1,219,086

The Western Union Co.

31,000

732,840

Visa, Inc.

64,100

5,535,676

 

10,430,942

Semiconductors & Semiconductor Equipment - 2.7%

Applied Materials, Inc.

110,300

2,185,043

ASML Holding NV (NY Shares)

53,000

1,587,880

Broadcom Corp. Class A (a)

86,500

2,481,685

Fairchild Semiconductor International, Inc. (a)

105,600

1,584,000

Hittite Microwave Corp. (a)

65,959

2,635,062

Infineon Technologies AG sponsored ADR (a)

76,100

688,705

Intersil Corp. Class A

46,400

1,293,168

Lam Research Corp. (a)

38,700

1,575,090

Linear Technology Corp.

22,600

831,002

Microchip Technology, Inc.

58,100

2,140,404

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - continued

Micron Technology, Inc. (a)

94,600

$ 763,422

National Semiconductor Corp.

104,700

2,203,935

NEC Electronics Corp. (a)

42,200

988,562

Netlogic Microsystems, Inc. (a)

26,400

996,864

ON Semiconductor Corp. (a)

603,400

5,967,626

Samsung Electronics Co. Ltd.

2,110

1,520,554

Skyworks Solutions, Inc. (a)

92,800

958,624

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR

85,900

983,555

Teradyne, Inc. (a)

19,000

261,060

Texas Instruments, Inc.

22,500

730,800

Tower Semicondutor Ltd. (a)

549,300

538,314

Varian Semiconductor Equipment Associates, Inc. (a)

54,400

2,068,832

Xilinx, Inc.

28,200

767,040

 

35,751,227

Software - 0.4%

Electronic Arts, Inc. (a)

33,594

1,686,419

Microsoft Corp.

63,300

1,792,656

THQ, Inc. (a)

59,400

1,274,130

Ubisoft Entertainment SA (a)

204

19,772

Voltaire Ltd.

64,100

378,831

 

5,151,808

TOTAL INFORMATION TECHNOLOGY

108,680,511

MATERIALS - 1.6%

Chemicals - 0.9%

Albemarle Corp.

75,156

3,342,187

Arkema

19,600

1,251,990

Celanese Corp. Class A

103,500

5,040,450

Nalco Holding Co.

55,700

1,354,624

The Mosaic Co. (a)

7,300

914,836

Tronox, Inc. Class A

71,800

254,890

 

12,158,977

Containers & Packaging - 0.4%

Owens-Illinois, Inc. (a)

60,277

3,449,050

Pactiv Corp. (a)

47,700

1,174,851

Rock-Tenn Co. Class A

20,000

713,800

 

5,337,701

Common Stocks - continued

Shares

Value

MATERIALS - continued

Metals & Mining - 0.3%

Alcoa, Inc.

70,400

$ 2,857,536

Carpenter Technology Corp.

10,800

596,160

 

3,453,696

TOTAL MATERIALS

20,950,374

TELECOMMUNICATION SERVICES - 1.9%

Diversified Telecommunication Services - 1.9%

AT&T, Inc.

414,315

16,531,169

CenturyTel, Inc.

28,689

1,015,877

FairPoint Communications, Inc.

3,637

32,733

Qwest Communications International, Inc.

225,400

1,093,190

Verizon Communications, Inc.

174,900

6,728,403

 

25,401,372

UTILITIES - 2.7%

Electric Utilities - 1.7%

Allete, Inc.

31,500

1,399,230

Entergy Corp.

16,800

2,028,936

Exelon Corp.

93,900

8,263,200

Pepco Holdings, Inc.

155,810

4,213,102

PPL Corp.

131,111

6,727,305

 

22,631,773

Gas Utilities - 0.0%

Energen Corp.

5,000

374,750

Independent Power Producers & Energy Traders - 0.1%

Reliant Energy, Inc. (a)

54,200

1,385,352

Multi-Utilities - 0.9%

Public Service Enterprise Group, Inc.

121,600

5,382,016

Wisconsin Energy Corp.

117,500

5,644,700

 

11,026,716

TOTAL UTILITIES

35,418,591

TOTAL COMMON STOCKS

(Cost $791,661,085)

854,212,622

Preferred Stocks - 19.3%

Shares

Value

Convertible Preferred Stocks - 6.8%

CONSUMER DISCRETIONARY - 0.1%

Automobiles - 0.1%

General Motors Corp. Series C, 6.25%

55,500

$ 905,760

Hotels, Restaurants & Leisure - 0.0%

Six Flags, Inc. 7.25% PIERS

2,100

27,038

Media - 0.0%

Emmis Communications Corp. Series A, 6.25%

10,100

251,995

TOTAL CONSUMER DISCRETIONARY

1,184,793

CONSUMER STAPLES - 0.4%

Food Products - 0.4%

Archer Daniels Midland Co. 6.25%

30,000

1,488,750

Bunge Ltd. 5.125%

3,000

3,276,378

 

4,765,128

ENERGY - 1.2%

Oil, Gas & Consumable Fuels - 1.2%

Chesapeake Energy Corp. 4.50%

20,500

2,767,500

El Paso Corp. 4.99%

8,000

12,679,693

McMoRan Exploration Co. 6.75%

4,700

1,011,294

 

16,458,487

FINANCIALS - 2.3%

Capital Markets - 0.6%

Legg Mason, Inc. 7.00%

21,000

1,024,905

Lehman Brothers Holdings, Inc. 7.25%

6,000

6,510,000

 

7,534,905

Commercial Banks - 0.5%

Huntington Bancshares, Inc. 8.50%

1,300

1,297,400

Wachovia Corp. 7.50%

5,232

5,541,630

 

6,839,030

Diversified Financial Services - 0.7%

Bank of America Corp. Series L, 7.25%

6,827

6,903,804

Carriage Services Capital Trust 7.00% TIDES

45,000

1,473,750

CIT Group, Inc. Series C, 8.75%

26,600

1,426,026

 

9,803,580

Insurance - 0.3%

American International Group, Inc. Series A, 8.50%

53,300

3,930,555

Preferred Stocks - continued

Shares

Value

Convertible Preferred Stocks - continued

FINANCIALS - continued

Real Estate Investment Trusts - 0.1%

HRPT Properties Trust 6.50%

34,390

$ 627,996

Thrifts & Mortgage Finance - 0.1%

Fannie Mae 8.75%

30,000

1,481,250

TOTAL FINANCIALS

30,217,316

HEALTH CARE - 0.1%

Health Care Providers & Services - 0.1%

Omnicare Capital Trust II Series B, 4.00%

32,700

1,189,463

INDUSTRIALS - 0.3%

Road & Rail - 0.3%

Kansas City Southern:

4.25%

1,370

2,099,685

5.125%

1,000

1,787,300

 

3,886,985

MATERIALS - 1.1%

Chemicals - 0.6%

Celanese Corp. 4.25%

132,600

8,213,244

Metals & Mining - 0.5%

Freeport-McMoRan Copper & Gold, Inc. 5.50%

2,489

6,204,980

TOTAL MATERIALS

14,418,224

UTILITIES - 1.3%

Independent Power Producers & Energy Traders - 0.6%

NRG Energy, Inc. 4.00% (f)

3,900

8,300,175

Multi-Utilities - 0.7%

CMS Energy Corp. 4.50%

116,000

9,427,320

TOTAL UTILITIES

17,727,495

TOTAL CONVERTIBLE PREFERRED STOCKS

89,847,891

Nonconvertible Preferred Stocks - 12.5%

CONSUMER DISCRETIONARY - 0.1%

Media - 0.1%

CBS Corp. 6.75%

40,000

898,000

Preferred Stocks - continued

Shares

Value

Nonconvertible Preferred Stocks - continued

CONSUMER STAPLES - 0.1%

Food Products - 0.1%

H.J. Heinz Finance Co. 6.226% (f)

10

$ 1,008,672

ENERGY - 0.3%

Oil, Gas & Consumable Fuels - 0.3%

Apache Corp. (depositary shares) Series B, 5.68%

29,375

2,350,000

Devon Energy Corp. 6.49%

13,750

1,375,000

 

3,725,000

FINANCIALS - 8.4%

Capital Markets - 1.4%

Deutsche Bank Contingent Capital Trust II 6.55%

80,000

1,810,400

Goldman Sachs Group, Inc.:

Series C, 4.9931%

40,000

820,800

Series D, 4.00%

160,000

3,200,000

Lehman Brothers Holdings, Inc.:

(depositary shares) Series F, 6.50%

89,015

1,734,012

Series C, 5.94%

40,000

1,440,000

Series D, 5.67%

34,900

1,187,298

Merrill Lynch & Co., Inc.:

Series 5, 5.86%

277,700

4,443,200

Series H, 3.97%

120,000

1,818,000

Morgan Stanley Capital I Trust 6.60%

80,000

1,772,800

 

18,226,510

Commercial Banks - 1.2%

ABN AMRO Capital Funding Trust V 5.90%

20,000

418,000

ABN Amro Capital Funding Trust VII 6.08%

40,400

854,056

Barclays Bank PLC Series 2

40,000

929,200

BNY Capital V 5.95%

115,000

2,555,300

First Tennessee Bank NA, Memphis 3.90% (f)

5,000

2,700,000

Keycorp Capital IX 6.75%

40,000

800,000

Royal Bank of Scotland Group PLC Series R, 6.125%

40,000

828,800

Santander Finance Preferred SA Unipersonal:

4.00%

40,000

710,800

6.50%

40,000

850,800

6.80%

160,000

3,520,000

USB Capital XII 6.30%

80,000

1,781,600

 

15,948,556

Preferred Stocks - continued

Shares

Value

Nonconvertible Preferred Stocks - continued

FINANCIALS - continued

Consumer Finance - 0.2%

HSBC USA, Inc.:

Series G, 4.9175%

80,000

$ 1,602,400

Series H, 6.50%

40,000

872,400

SLM Corp. 4.07%

1,200

69,120

 

2,543,920

Diversified Financial Services - 1.0%

Bank of America Corp.:

Series D, 6.204%

20,000

432,200

Series E, 4.00%

40,000

720,000

Series H, 8.20%

80,000

1,992,800

CIT Group, Inc. Series B, 5.189%

15,000

780,000

Deutsche Bank Capital Funding Trust VIII 6.375%

140,000

3,229,800

General Electric Capital Corp. 6.05%

80,000

2,025,600

Merrill Lynch Capital Trust II 6.45%

200,000

4,186,000

 

13,366,400

Insurance - 0.2%

American International Group, Inc. 6.45%

80,000

1,700,800

MetLife, Inc. Series A, 4.39%

40,000

828,000

 

2,528,800

Real Estate Investment Trusts - 0.8%

Apartment Investment & Management Co. Series V, 8.00%

79,000

1,882,570

Hospitality Properties Trust:

Series B, 8.875%

125,000

2,998,750

Series C, 7.00%

100,000

1,855,000

Host Hotels & Resorts, Inc. Series E, 8.875%

20,000

507,000

Public Storage Series M, 6.625%

80,000

1,747,200

Vornado Realty Trust Series E, 7.00%

40,000

936,000

 

9,926,520

Thrifts & Mortgage Finance - 3.6%

Countrywide Capital V 7.00%

80,000

1,452,000

Fannie Mae:

Series E, 5.10%

27,562

939,864

Series H, 5.81%

71,200

2,741,200

Series I, 5.375%

5,000

188,500

Series L, 5.125%

140,900

4,966,725

Series N, 5.50%

92,650

3,602,232

Series O, 7.00%

42,200

2,038,260

Series R, 7.65%

40,000

1,000,000

Preferred Stocks - continued

Shares

Value

Nonconvertible Preferred Stocks - continued

FINANCIALS - continued

Thrifts & Mortgage Finance - continued

Fannie Mae: - continued

Series S, 8.25%

120,000

$ 2,922,000

Series T, 8.25%

40,000

1,000,000

Freddie Mac:

5.30%

40,000

1,440,000

Series F, 5.00%

68,500

2,390,650

Series H, 5.10%

10,300

356,380

Series K, 5.79%

25,200

990,360

Series O, 5.81%

19,500

772,200

Series R, 5.70%

117,000

4,387,500

Series S, 4.00%

10,000

380,000

Series U, 5.90%

40,000

828,000

Series V, 5.57%

566,000

10,844,560

Series W, 5.66%

161,600

3,133,424

Sovereign Bancorp, Inc. Series C, 7.30%

80,000

1,623,200

 

47,997,055

TOTAL FINANCIALS

110,537,761

MATERIALS - 0.1%

Chemicals - 0.1%

E.I. du Pont de Nemours & Co. Series B, 4.50%

9,900

777,249

Metals & Mining - 0.0%

Alcoa, Inc. 3.75%

6,400

435,200

TOTAL MATERIALS

1,212,449

TELECOMMUNICATION SERVICES - 0.5%

Diversified Telecommunication Services - 0.5%

AT&T, Inc. 6.375%

281,800

7,045,000

UTILITIES - 3.0%

Electric Utilities - 2.7%

Alabama Power Co.:

4.60%

2,000

160,000

5.20%

120,000

2,523,600

5.30%

88,600

1,980,210

5.625%

80,000

1,740,000

6.45%

80,000

1,920,000

Baltimore Gas & Electric Co. Series 1993, 6.70%

10,000

975,000

Preferred Stocks - continued

Shares

Value

Nonconvertible Preferred Stocks - continued

UTILITIES - continued

Electric Utilities - continued

Duquesne Light Co. 6.50%

106,050

$ 4,454,100

FPL Group Capital Trust I 5.875%

20,000

486,400

FPL Group Capital, Inc. Series E, 7.45%

80,000

2,083,200

Mid-American Energy Co. 4.40%

5,000

410,000

Pacific Gas & Electric Co.:

Series A, 5.00%

16,900

363,688

Series B, 5.50%

61,900

1,454,650

Series D 5.00%

69,200

1,480,880

PPL Electric Utilities Corp. 6.25%

230,000

5,606,250

Southern California Edison Co.:

4.78%

46,500

978,825

6.125%

35,000

3,185,000

Series B, 4.08%

27,271

499,059

Series C:

4.24%

94,600

1,773,750

6.00%

20,000

1,740,000

Series D, 4.32%

70,000

1,348,200

 

35,162,812

Independent Power Producers & Energy Traders - 0.0%

Heco Capital Trust III 6.50%

12,000

297,000

Multi-Utilities - 0.3%

Consolidated Edison Co. of New York, Inc. Series A, 5.00%

28,705

2,533,216

San Diego Gas & Electric Co. 1.70%

67,548

1,768,913

 

4,302,129

TOTAL UTILITIES

39,761,941

TOTAL NONCONVERTIBLE PREFERRED STOCKS

164,188,823

TOTAL PREFERRED STOCKS

(Cost $265,602,428)

254,036,714

Investment Companies - 0.1%

 

 

 

 

Ares Capital Corp.
(Cost $2,370,235)

144,312

1,788,026

Preferred Securities - 0.4%

Principal Amount

Value

FINANCIALS - 0.4%

Commercial Banks - 0.3%

PNC Preferred Funding Trust I 6.517% 12/31/49 (f)(g)

3,000,000

$ 2,291,440

SunTrust Preferred Capital I 5.853% 12/15/49 (g)

1,000,000

817,026

 

3,108,466

Diversified Financial Services - 0.1%

Wachovia Capital Trust III 5.8% (g)

2,000,000

1,554,587

TOTAL PREFERRED SECURITIES

(Cost $5,999,641)

4,663,053

Money Market Funds - 1.4%

Shares

 

Fidelity Cash Central Fund, 2.44% (b)

15,781,585

15,781,585

Fidelity Securities Lending Cash Central Fund, 2.42% (b)(c)

2,821,640

2,821,640

TOTAL MONEY MARKET FUNDS

(Cost $18,603,225)

18,603,225

TOTAL INVESTMENT PORTFOLIO - 100.5%

(Cost $1,255,414,070)

1,323,186,962

NET OTHER ASSETS - (0.5)%

(6,086,673)

NET ASSETS - 100%

$ 1,317,100,289

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

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

(e) Security or a portion of the security is on loan at period end.

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $61,545,177 or 4.7% of net assets.

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

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 395,742

Fidelity Securities Lending Cash Central Fund

79,387

Total

$ 475,129

Other Information

The following is a summary of the inputs used, as of May 31, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 1,323,186,962

$ 1,004,867,566

$ 318,319,396

$ 0

The following is a reconciliation of assets for which Level 3 inputs were used in determining value:

 

Investments in
Securities

Beginning Balance

$ 1,085,056

Total Realized Gain (Loss)

391,743

Total Unrealized Gain (Loss)

(333,463)

Cost of Purchases

0

Proceeds of Sales

(1,143,336)

Amortization/Accretion

0

Transfer in/out of Level 3

0

Ending Balance

$ 0

The information used in the above reconciliation represents fiscal year to date activity for any Investment Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period.

Other Information - continued

The composition of credit quality ratings as a percentage of net assets is as follows (ratings are unaudited):

AAA,AA,A

1.9%

BBB

2.1%

BB

4.6%

B

2.9%

CCC,CC,C

0.2%

Not Rated

3.1%

Equities

84.3%

Short-Term Investments and Net Other Assets

0.9%

 

100.0%

We have used ratings from Moody's® Investors Services, Inc. Where Moody's® ratings are not available, we have used S&P® ratings. Percentages are adjusted for the effect of futures contracts, if applicable.

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

 

May 31, 2008 (Unaudited)

 

 

 

Assets

Investment in securities, at value (including securities loaned of $2,702,350) - See accompanying schedule:

Unaffiliated issuers (cost $1,236,810,845)

$ 1,304,583,737

 

Fidelity Central Funds (cost $18,603,225)

18,603,225

 

Total Investments (cost $1,255,414,070)

 

$ 1,323,186,962

Cash

7,188

Receivable for investments sold

17,149,054

Receivable for fund shares sold

4,474,752

Dividends receivable

1,811,849

Interest receivable

1,161,915

Distributions receivable from Fidelity Central Funds

48,081

Prepaid expenses

3,090

Other receivables

1,066

Total assets

1,347,843,957

 

 

 

Liabilities

Payable for investments purchased

$ 20,928,170

Payable for fund shares redeemed

5,872,768

Accrued management fee

617,873

Distribution fees payable

194,198

Other affiliated payables

263,616

Other payables and accrued expenses

45,403

Collateral on securities loaned, at value

2,821,640

Total liabilities

30,743,668

 

 

 

Net Assets

$ 1,317,100,289

Net Assets consist of:

 

Paid in capital

$ 1,266,855,126

Undistributed net investment income

5,829,253

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(23,354,151)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

67,770,061

Net Assets

$ 1,317,100,289

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

May 31, 2008 (Unaudited)

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value and redemption price per share ($156,930,983 ÷ 12,743,162 shares)

$ 12.31

 

 

 

Maximum offering price per share (100/94.25 of $12.31)

$ 13.06

Class T:
Net Asset Value
and redemption price per share ($133,508,864 ÷ 10,852,173 shares)

$ 12.30

 

 

 

Maximum offering price per share (100/96.50 of $12.30)

$ 12.75

Class B:
Net Asset Value
and offering price per share ($32,372,933 ÷ 2,639,048 shares)A

$ 12.27

 

 

 

Class C:
Net Asset Value
and offering price per share ($93,152,366 ÷ 7,590,843 shares)A

$ 12.27

 

 

 

Strategic Dividend and Income:
Net Asset Value
, offering price and redemption price per share ($865,711,317 ÷ 70,012,945 shares)

$ 12.37

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($35,423,826 ÷ 2,868,378 shares)

$ 12.35

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

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

Semiannual Report

Statement of Operations

Six months ended May 31, 2008 (Unaudited)

 

  

  

Investment Income

  

  

Dividends

 

$ 17,857,802

Interest

 

3,890,313

Income from Fidelity Central Funds

 

475,129

Total income

 

22,223,244

 

 

 

Expenses

Management fee

$ 3,922,433

Transfer agent fees

1,427,329

Distribution fees

1,189,454

Accounting and security lending fees

222,664

Custodian fees and expenses

38,784

Independent trustees' compensation

3,197

Registration fees

65,328

Audit

24,458

Legal

12,528

Interest

1,485

Miscellaneous

5,688

Total expenses before reductions

6,913,348

Expense reductions

(11,473)

6,901,875

Net investment income (loss)

15,321,369

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(12,249,373)

Investment not meeting investment restrictions

7,503

Foreign currency transactions

(35,220)

Total net realized gain (loss)

 

(12,277,090)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(41,994,294)

Assets and liabilities in foreign currencies

(2,837)

Total change in net unrealized appreciation (depreciation)

 

(41,997,131)

Net gain (loss)

(54,274,221)

Net increase (decrease) in net assets resulting from operations

$ (38,952,852)

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Six months ended May 31, 2008
(Unaudited)

Year ended
November 30, 2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 15,321,369

$ 27,133,824

Net realized gain (loss)

(12,277,090)

81,287,179

Change in net unrealized appreciation (depreciation)

(41,997,131)

(60,780,076)

Net increase (decrease) in net assets resulting
from operations

(38,952,852)

47,640,927

Distributions to shareholders from net investment income

(15,563,653)

(24,961,705)

Distributions to shareholders from net realized gain

(76,042,474)

(67,051,469)

Total distributions

(91,606,127)

(92,013,174)

Share transactions - net increase (decrease)

(229,778,649)

343,480,119

Total increase (decrease) in net assets

(360,337,628)

299,107,872

 

 

 

Net Assets

Beginning of period

1,677,437,917

1,378,330,045

End of period (including undistributed net investment income of $5,829,253 and undistributed net investment income of $6,071,537, respectively)

$ 1,317,100,289

$ 1,677,437,917

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

Semiannual Report

Financial Highlights - Class A

 

Six months ended
May 31, 2008
Years ended November 30,
 
(Unaudited)
2007
2006
2005
2004 H

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.28

$ 13.66

$ 12.18

$ 11.09

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .13

  .20

  .19

  .18

  .16

Net realized and unrealized gain (loss)

  (.36)

  .28

  1.61

  1.10

  1.04

Total from investment operations

  (.23)

  .48

  1.80

  1.28

  1.20

Distributions from net investment income

  (.13)

  (.20)

  (.19)

  (.19)

  (.11)

Distributions from net realized gain

  (.61)

  (.66)

  (.13)

  -

  -

Total distributions

  (.74)

  (.86)

  (.32)

  (.19)

  (.11)

Net asset value, end of period

$ 12.31

$ 13.28

$ 13.66

$ 12.18

$ 11.09

Total Return B, C, D

  (1.82)%

  3.59%

  15.01%

  11.63%

  12.01%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.10% A

  1.10%

  1.14%

  1.16%

  1.20% A

Expenses net of fee waivers, if any

  1.10% A

  1.10%

  1.14%

  1.16%

  1.20% A

Expenses net of all reductions

  1.09% A

  1.09%

  1.14%

  1.13%

  1.17% A

Net investment income (loss)

  2.07% A

  1.49%

  1.52%

  1.60%

  1.67% A

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 156,931

$ 166,554

$ 70,083

$ 38,886

$ 21,985

Portfolio turnover rate G

  108% A

  90%

  125%

  64%

  66% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H For the period December 23, 2003 (commencement of operations) to November 30, 2004.

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

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

Semiannual Report

Financial Highlights - Class T

 

Six months ended
May 31, 2008
Years ended November 30,
 
(Unaudited)
2007
2006
2005
2004 H

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.26

$ 13.64

$ 12.17

$ 11.08

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .11

  .17

  .17

  .16

  .13

Net realized and unrealized gain (loss)

  (.35)

  .27

  1.59

  1.09

  1.04

Total from investment operations

  (.24)

  .44

  1.76

  1.25

  1.17

Distributions from net investment income

  (.11)

  (.16)

  (.16)

  (.16)

  (.09)

Distributions from net realized gain

  (.61)

  (.66)

  (.13)

  -

  -

Total distributions

  (.72)

  (.82)

  (.29)

  (.16)

  (.09)

Net asset value, end of period

$ 12.30

$ 13.26

$ 13.64

$ 12.17

$ 11.08

Total Return B, C, D

  (1.88)%

  3.34%

  14.70%

  11.43%

  11.75%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.34% A

  1.32%

  1.35%

  1.38%

  1.45% A

Expenses net of fee waivers, if any

  1.34% A

  1.32%

  1.35%

  1.38%

  1.45% A

Expenses net of all reductions

  1.34% A

  1.32%

  1.35%

  1.35%

  1.42% A

Net investment income (loss)

  1.82% A

  1.27%

  1.31%

  1.38%

  1.43% A

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 133,509

$ 158,962

$ 119,834

$ 79,920

$ 36,526

Portfolio turnover rate G

  108% A

  90%

  125%

  64%

  66% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H For the period December 23, 2003 (commencement of operations) to November 30, 2004.

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

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

Semiannual Report

Financial Highlights - Class B

 

Six months ended
May 31, 2008
Years ended November 30,
 
(Unaudited)
2007
2006
2005
2004 H

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.23

$ 13.61

$ 12.14

$ 11.06

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .08

  .09

  .09

  .09

  .09

Net realized and unrealized gain (loss)

  (.36)

  .28

  1.59

  1.09

  1.03

Total from investment operations

  (.28)

  .37

  1.68

  1.18

  1.12

Distributions from net investment income

  (.07)

  (.09)

  (.08)

  (.10)

  (.06)

Distributions from net realized gain

  (.61)

  (.66)

  (.13)

  -

  -

Total distributions

  (.68)

  (.75)

  (.21)

  (.10)

  (.06)

Net asset value, end of period

$ 12.27

$ 13.23

$ 13.61

$ 12.14

$ 11.06

Total Return B, C, D

  (2.16)%

  2.79%

  14.05%

  10.73%

  11.24%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.91% A

  1.91%

  1.96%

  1.96%

  1.99% A

Expenses net of fee waivers, if any

  1.91% A

  1.91%

  1.96%

  1.95%

  1.95% A

Expenses net of all reductions

  1.91% A

  1.91%

  1.96%

  1.93%

  1.92% A

Net investment income (loss)

  1.25% A

  .67%

  .70%

  .81%

  .92% A

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 32,373

$ 37,288

$ 23,992

$ 19,744

$ 13,457

Portfolio turnover rate G

  108% A

  90%

  125%

  64%

  66% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H For the period December 23, 2003 (commencement of operations) to November 30, 2004.

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

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

Semiannual Report

Financial Highlights - Class C

 

Six months ended
May 31, 2008
Years ended November 30,
 
(Unaudited)
2007
2006
2005
2004 H

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.23

$ 13.61

$ 12.15

$ 11.06

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .08

  .10

  .10

  .10

  .09

Net realized and unrealized gain (loss)

  (.35)

  .27

  1.58

  1.09

  1.03

Total from investment operations

  (.27)

  .37

  1.68

  1.19

  1.12

Distributions from net investment income

  (.08)

  (.09)

  (.09)

  (.10)

  (.06)

Distributions from net realized gain

  (.61)

  (.66)

  (.13)

  -

  -

Total distributions

  (.69)

  (.75)

  (.22)

  (.10)

  (.06)

Net asset value, end of period

$ 12.27

$ 13.23

$ 13.61

$ 12.15

$ 11.06

Total Return B, C, D

  (2.14)%

  2.84%

  14.05%

  10.85%

  11.24%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.86% A

  1.85%

  1.89%

  1.90%

  1.94% A

Expenses net of fee waivers, if any

  1.86% A

  1.85%

  1.89%

  1.90%

  1.94% A

Expenses net of all reductions

  1.86% A

  1.85%

  1.88%

  1.87%

  1.92% A

Net investment income (loss)

  1.30% A

  .74%

  .78%

  .86%

  .93% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 93,152

$ 106,122

$ 75,301

$ 49,713

$ 28,795

Portfolio turnover rate G

  108% A

  90%

  125%

  64%

  66% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H For the period December 23, 2003 (commencement of operations) to November 30, 2004.

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

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

Semiannual Report

Financial Highlights - Strategic Dividend and Income

 

Six months ended
May 31, 2008
Years ended November 30,
 
(Unaudited)
2007
2006
2005
2004 G

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.33

$ 13.70

$ 12.22

$ 11.11

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) D

  .14

  .25

  .24

  .22

  .19

Net realized and unrealized gain (loss)

  (.35)

  .27

  1.60

  1.11

  1.04

Total from investment operations

  (.21)

  .52

  1.84

  1.33

  1.23

Distributions from net investment income

  (.14)

  (.23)

  (.23)

  (.22)

  (.12)

Distributions from net realized gain

  (.61)

  (.66)

  (.13)

  -

  -

Total distributions

  (.75)

  (.89)

  (.36)

  (.22)

  (.12)

Net asset value, end of period

$ 12.37

$ 13.33

$ 13.70

$ 12.22

$ 11.11

Total Return B, C

  (1.59)%

  3.92%

  15.33%

  12.08%

  12.32%

Ratios to Average Net Assets E, H

 

 

 

 

Expenses before reductions

  .80% A

  .79%

  .80%

  .82%

  .90% A

Expenses net of fee waivers, if any

  .80% A

  .79%

  .80%

  .82%

  .90% A

Expenses net of all reductions

  .79% A

  .78%

  .79%

  .79%

  .87% A

Net investment income (loss)

  2.36% A

  1.80%

  1.87%

  1.94%

  1.98% A

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 865,711

$ 1,172,143

$ 1,075,348

$ 798,113

$ 476,032

Portfolio turnover rate F

  108% A

  90%

  125%

  64%

  66% A

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period December 23, 2003 (commencement of operations) to November 30, 2004.

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

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

Semiannual Report

Financial Highlights - Institutional Class

 

Six months ended
May 31, 2008
Years ended November 30,
 
(Unaudited)
2007
2006
2005
2004 G

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.31

$ 13.68

$ 12.21

$ 11.11

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) D

  .14

  .24

  .23

  .22

  .19

Net realized and unrealized gain (loss)

  (.35)

  .28

  1.59

  1.10

  1.04

Total from investment operations

  (.21)

  .52

  1.82

  1.32

  1.23

Distributions from net investment income

  (.14)

  (.23)

  (.22)

  (.22)

  (.12)

Distributions from net realized gain

  (.61)

  (.66)

  (.13)

  -

  -

Total distributions

  (.75)

  (.89)

  (.35)

  (.22)

  (.12)

Net asset value, end of period

$ 12.35

$ 13.31

$ 13.68

$ 12.21

$ 11.11

Total Return B, C

  (1.60)%

  3.94%

  15.24%

  11.98%

  12.38%

Ratios to Average Net Assets E, H

 

 

 

 

Expenses before reductions

  .82% A

  .81%

  .82%

  .83%

  .88% A

Expenses net of fee waivers, if any

  .82% A

  .81%

  .82%

  .83%

  .88% A

Expenses net of all reductions

  .81% A

  .80%

  .82%

  .81%

  .85% A

Net investment income (loss)

  2.34% A

  1.78%

  1.84%

  1.93%

  2.00% A

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 35,424

$ 36,369

$ 13,771

$ 9,798

$ 4,973

Portfolio turnover rate F

  108% A

  90%

  125%

  64%

  66%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period December 23, 2003 (commencement of operations) to November 30, 2004.

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

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

Semiannual Report

Notes to Financial Statements

For the period ended May 31, 2008 (Unaudited)

1. Organization.

Fidelity Strategic Dividend & Income Fund (the Fund) is a fund of Fidelity Fixed-Income Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, Strategic Dividend & Income and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

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

Semiannual Report

3. Significant Accounting Policies - continued

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Debt securities, including restricted securities, are valued by independent pricing services or by dealers who make markets in such securities. Pricing services consider yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include monitoring news to identify significant market or security specific events such as changes in the value of U.S. securities markets, monitoring changes in interest rates and credit quality, reviewing developments in foreign markets by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund is subject to the provisions of Statement of Financial Accounting Standards No. 157, "Fair Value Measurements" (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

The three levels of the hierarchy under SFAS 157 are described below:

Level 1

Quoted prices in active markets for identical securities.

Level 2

Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants would use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3

Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

A summary of the inputs used as of May 31, 2008, in valuing the Fund's investments, as well as a reconciliation of assets for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Funds' investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day.

Semiannual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount, certain foreign taxes, partnerships and losses deferred due to wash sales.

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

Unrealized appreciation

$ 163,292,876

 

Unrealized depreciation

(115,124,170)

 

Net unrealized appreciation (depreciation)

$ 48,168,706

 

Cost for federal income tax purposes

$ 1,275,018,256

 

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

Semiannual Report

5. Purchases and Sales of Investments.

Purchases and sales of securities other than short-term securities, aggregated $750,680,626 and $1,039,094,565, respectively.

The Fund realized a gain on the sale of an investment not meeting the investment restrictions of the Fund.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .56% of the Fund's average net assets.

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

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 196,719

$ 16,918

Class T

.25%

.25%

348,002

13,036

Class B

.75%

.25%

166,849

125,357

Class C

.75%

.25%

477,884

144,312

 

 

 

$ 1,189,454

$ 299,623

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

6. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

 

Retained
by FDC

Class A

$ 58,063

Class T

16,734

Class B*

37,304

Class C*

13,408

 

$ 125,509

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

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Strategic & Income Fund shares. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, each class paid the following transfer agent fees:

 

Amount

% of
Average
Net Assets
*

Class A

$ 184,589

.23

Class T

157,091

.23

Class B

49,952

.30

Class C

120,617

.25

Strategic Dividend and Income

881,491

.19

Institutional Class

33,589

.21

 

$ 1,427,329

 

* Annualized

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $24,127 for the period.

Semiannual Report

6. Fees and Other Transactions with Affiliates - continued

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 affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 14,444,000

3.70%

$ 1,485

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $1,504 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $79,387.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $7,688 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $2,097.

During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

 

Class A

$ 190

 

Strategic Dividend and Income

1,114

 

Institutional Class

384

 

 

$ 1,688

 

10. Other.

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

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $27,253, which is recorded in the accompanying Statement of Operations.

Semiannual Report

10. Other - continued

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
May 31,
2008

Year ended
November 30,
2007

From net investment income

 

 

Class A

$ 1,594,504

$ 1,659,834

Class T

1,242,325

1,803,121

Class B

199,619

207,762

Class C

591,447

656,096

Strategic Dividend and Income

11,555,628

20,174,303

Institutional Class

380,130

460,589

Total

$ 15,563,653

$ 24,961,705

From net realized gain

 

 

Class A

$ 7,739,325

$ 3,476,044

Class T

7,183,792

5,864,593

Class B

1,725,962

1,178,860

Class C

4,865,229

3,680,940

Strategic Dividend and Income

52,877,519

52,196,348

Institutional Class

1,650,647

654,684

Total

$ 76,042,474

$ 67,051,469

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Six months ended May 31,
2008

Year ended
November 30, 2007

Six months ended May 31,
2008

Year ended
November 30, 2007

Class A

 

 

 

 

Shares sold

2,371,735

9,202,276

$ 28,862,932

$ 125,609,242

Reinvestment of distributions

668,550

324,134

8,361,987

4,316,521

Shares redeemed

(2,840,388)

(2,115,549)

(34,261,621)

(28,515,536)

Net increase (decrease)

199,897

7,410,861

$ 2,963,298

$ 101,410,227

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

12. Share Transactions - continued

Transactions for each class of shares were as follows:

 

Shares

Dollars

Six months ended May 31,
2008

Year ended
November 30, 2007

Six months ended May 31,
2008

Year ended
November 30, 2007

Class T

 

 

 

 

Shares sold

736,898

5,412,451

$ 8,980,110

$ 73,116,647

Reinvestment of distributions

603,876

515,154

7,556,845

6,807,283

Shares redeemed

(2,473,798)

(2,728,865)

(29,920,191)

(36,971,413)

Net increase (decrease)

(1,133,024)

3,198,740

$ (13,383,236)

$ 42,952,517

Class B

 

 

 

 

Shares sold

250,916

1,488,228

$ 3,073,614

$ 20,168,960

Reinvestment of distributions

126,244

84,796

1,577,150

1,114,512

Shares redeemed

(557,274)

(516,972)

(6,695,912)

(6,968,443)

Net increase (decrease)

(180,114)

1,056,052

$ (2,045,148)

$ 14,315,029

Class C

 

 

 

 

Shares sold

785,758

3,860,667

$ 9,589,956

$ 52,345,524

Reinvestment of distributions

346,831

259,139

4,335,843

3,407,525

Shares redeemed

(1,561,958)

(1,631,836)

(18,849,007)

(22,089,331)

Net increase (decrease)

(429,369)

2,487,970

$ (4,923,208)

$ 33,663,718

Strategic Dividend and Income

 

 

 

Shares sold

5,153,752

40,384,688

$ 62,988,521

$ 548,453,896

Reinvestment of distributions

4,601,777

4,871,099

57,763,846

64,672,261

Shares redeemed

(27,683,263)

(35,835,911)

(334,881,979)

(485,849,599)

Net increase (decrease)

(17,927,734)

9,419,876

$ (214,129,612)

$ 127,276,558

Institutional Class

 

 

 

Shares sold

585,002

2,239,208

$ 7,149,235

$ 30,847,189

Reinvestment of distributions

113,647

40,647

1,424,535

549,750

Shares redeemed

(562,055)

(554,347)

(6,834,513)

(7,534,869)

Net increase (decrease)

136,594

1,725,508

$ 1,739,257

$ 23,862,070

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

Fidelity International Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Citibank, N.A.

New York, NY

ASDI-USAN-0708
1.802528.104

fid3910

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor
Strategic Dividend & Income
Fund - Institutional Class

Semiannual Report

May 31, 2008

Institutional Class
is a class of Fidelity®
Strategic Dividend &
Income® Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidleines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Investing momentum appeared to shift back in favor of equities as we approached the mid-point of 2008, offsetting some - but not all - of the market's earlier weakness. However, the outlook for the remainder of the year was far from certain. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

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

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

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

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

Sincerely,
/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 1, 2007 to May 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Semiannual Report

Shareholder Expense Example - continued

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

 

Beginning
Account Value
December 1, 2007

Ending
Account Value
May 31, 2008

Expenses Paid
During Period
*
December 1, 2007 to
May 31, 2008

Class A

 

 

 

Actual

$ 1,000.00

$ 981.80

$ 5.45

HypotheticalA

$ 1,000.00

$ 1,019.50

$ 5.55

Class T

 

 

 

Actual

$ 1,000.00

$ 981.20

$ 6.64

HypotheticalA

$ 1,000.00

$ 1,018.30

$ 6.76

Class B

 

 

 

Actual

$ 1,000.00

$ 978.40

$ 9.45

HypotheticalA

$ 1,000.00

$ 1,015.45

$ 9.62

Class C

 

 

 

Actual

$ 1,000.00

$ 978.60

$ 9.20

HypotheticalA

$ 1,000.00

$ 1,015.70

$ 9.37

Strategic Dividend and Income

 

 

 

Actual

$ 1,000.00

$ 984.10

$ 3.97

HypotheticalA

$ 1,000.00

$ 1,021.00

$ 4.04

Institutional Class

 

 

 

Actual

$ 1,000.00

$ 984.00

$ 4.07

HypotheticalA

$ 1,000.00

$ 1,020.90

$ 4.14

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 183/366 (to reflect the one-half year period).

 

Annualized
Expense Ratio

Class A

1.10%

Class T

1.34%

Class B

1.91%

Class C

1.86%

Strategic Dividend and Income

.80%

Institutional Class

.82%

Semiannual Report

Investment Changes (Unaudited)

Top Ten Investments as of May 31, 2008

(excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

Exxon Mobil Corp.

2.2

1.6

Chesapeake Energy Corp. 2.5% 5/15/37

2.0

1.6

JPMorgan Chase & Co.

1.4

1.2

Chevron Corp.

1.3

0.0

AT&T, Inc.

1.2

1.5

General Growth Properties, Inc.

1.1

0.8

Simon Property Group, Inc.

1.1

1.1

Citigroup, Inc.

1.0

1.1

Public Storage

1.0

0.7

Bank of America Corp.

1.0

1.1

 

13.3

Top Five Market Sectors as of May 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

40.2

34.3

Energy

12.8

12.2

Information Technology

11.8

12.8

Utilities

7.2

7.6

Industrials

6.5

9.7

Asset Allocation (% of fund's net assets)

As of May 31, 2008 *

As of November 30, 2007 **

fid3856

Common Stocks
and Investment Companies 65.0%

 

fid3856

Common Stocks
and Investment Companies 65.9%

 

fid3859

Preferred Stocks 19.3%

 

fid3859

Preferred Stocks 15.7%

 

fid3862

Convertible Bonds 13.3%

 

fid3862

Convertible Bonds 15.1%

 

fid3865

Other Investments 1.5%

 

fid3865

Other Investments 1.6%

 

fid3868

Short-Term
Investments and
Net Other Assets 0.9%

 

fid3868

Short-Term
Investments and
Net Other Assets 1.7%

 

* Foreign investments

7.0%

 

** Foreign investments

8.8%

 


fid3928

Semiannual Report

Investments May 31, 2008 (Unaudited)

Showing Percentage of Net Assets

Corporate Bonds - 14.4%

 

Principal Amount

Value

Convertible Bonds - 13.3%

CONSUMER DISCRETIONARY - 0.5%

Diversified Consumer Services - 0.4%

Stewart Enterprises, Inc.:

3.375% 7/15/16 (f)

$ 2,250,000

$ 2,013,075

3.375% 7/15/16

3,600,000

3,220,920

 

5,233,995

Media - 0.1%

Regal Entertainment Group 6.25% 3/15/11 (f)

1,000,000

992,100

Specialty Retail - 0.0%

United Auto Group, Inc. 3.5% 4/1/26

750,000

818,970

TOTAL CONSUMER DISCRETIONARY

7,045,065

CONSUMER STAPLES - 0.8%

Beverages - 0.2%

Molson Coors Brewing Co. 2.5% 7/30/13

1,600,000

2,050,720

Food & Staples Retailing - 0.6%

Nash-Finch Co. 1.6314% 3/15/35 (d)

7,070,000

3,300,417

Rite Aid Corp. 8.5% 5/15/15

900,000

985,050

The Great Atlantic & Pacific Tea Co. 5.125% 6/15/11

1,870,000

1,853,766

The Pantry, Inc. 3% 11/15/12

3,060,000

2,167,673

 

8,306,906

TOTAL CONSUMER STAPLES

10,357,626

ENERGY - 3.4%

Energy Equipment & Services - 0.9%

Halliburton Co. 3.125% 7/15/23

2,170,000

5,633,863

SESI LLC 1.5% 12/15/26 (d)(f)

1,640,000

2,154,468

Transocean, Inc. Series B, 1.5% 12/15/37

3,590,000

4,029,775

 

11,818,106

Oil, Gas & Consumable Fuels - 2.5%

Alpha Natural Resources, Inc. 2.375% 4/15/15

1,830,000

3,061,825

Chesapeake Energy Corp. 2.5% 5/15/37

17,310,000

25,651,689

Peabody Energy Corp. 4.75% 12/15/66

2,550,000

3,705,782

 

32,419,296

TOTAL ENERGY

44,237,402

Corporate Bonds - continued

 

Principal Amount

Value

Convertible Bonds - continued

FINANCIALS - 1.6%

Diversified Financial Services - 0.1%

The NASDAQ Stock Market, Inc. 2.5% 8/15/13 (f)

$ 1,990,000

$ 1,947,301

Real Estate Investment Trusts - 1.5%

Health Care REIT, Inc. 4.75% 12/1/26

3,380,000

3,798,782

ProLogis Trust 2.25% 4/1/37 (f)

1,500,000

1,480,800

SL Green Realty Corp. 3% 3/30/27 (f)

1,330,000

1,134,172

Ventas, Inc. 3.875% 11/15/11 (f)

10,820,000

12,705,137

 

19,118,891

TOTAL FINANCIALS

21,066,192

HEALTH CARE - 2.2%

Biotechnology - 0.1%

Amgen, Inc. 0.375% 2/1/13

1,190,000

1,024,888

Health Care Equipment & Supplies - 0.8%

Beckman Coulter, Inc.:

2.5% 12/15/36 (f)

2,000,000

2,230,378

2.5% 12/15/36

350,000

390,316

Inverness Medical Innovations, Inc.:

3% 5/15/16 (f)

4,000,000

4,184,000

3% 5/15/16

1,700,000

1,778,200

Kinetic Concepts, Inc. 3.25% 4/15/15 (f)

1,290,000

1,380,300

Medtronic, Inc. 1.625% 4/15/13

820,000

866,535

 

10,829,729

Health Care Providers & Services - 0.8%

LifePoint Hospitals, Inc. 3.5% 5/15/14

11,630,000

10,626,197

Life Sciences Tools & Services - 0.4%

Fisher Scientific International, Inc. 2.5% 10/1/23

1,990,000

5,016,835

Pharmaceuticals - 0.1%

Alpharma, Inc. 2.125% 3/15/27

1,950,000

1,977,499

TOTAL HEALTH CARE

29,475,148

INDUSTRIALS - 1.3%

Aerospace & Defense - 0.4%

AAR Corp.:

1.75% 2/1/26 (f)

1,000,000

911,680

2.25% 3/1/16 (f)

150,000

120,228

Corporate Bonds - continued

 

Principal Amount

Value

Convertible Bonds - continued

INDUSTRIALS - continued

Aerospace & Defense - continued

Alliant Techsystems, Inc. 3% 8/15/24

$ 1,080,000

$ 1,641,734

Lockheed Martin Corp. 2.4256% 8/15/33 (g)

1,600,000

2,417,952

 

5,091,594

Construction & Engineering - 0.1%

Fluor Corp. 1.5% 2/15/24

550,000

1,836,216

Marine - 0.8%

Excel Maritime Carriers Ltd. 1.875% 10/15/27 (f)

11,540,000

10,493,322

TOTAL INDUSTRIALS

17,421,132

INFORMATION TECHNOLOGY - 3.5%

Communications Equipment - 0.6%

Finisar Corp. 2.5% 10/15/10

4,660,000

3,675,575

L-3 Communications Corp. 3% 8/1/35

3,700,000

4,546,375

 

8,221,950

Computers & Peripherals - 0.1%

EMC Corp.:

1.75% 12/1/13 (f)

620,000

792,695

1.75% 12/1/13

930,000

1,189,042

 

1,981,737

Electronic Equipment & Instruments - 0.8%

Flextronics International Ltd. 1% 8/1/10

3,090,000

2,997,609

Itron, Inc. 2.5% 8/1/26

1,880,000

3,113,468

L-1 Identity Solutions, Inc. 3.75% 5/15/27

4,450,000

3,958,831

 

10,069,908

IT Services - 0.9%

CACI International, Inc.:

2.125% 5/1/14 (f)

2,500,000

2,766,234

2.125% 5/1/14

7,650,000

8,464,677

 

11,230,911

Semiconductors & Semiconductor Equipment - 1.1%

Advanced Micro Devices, Inc. 5.75% 8/15/12

7,370,000

5,730,175

Intel Corp. 2.95% 12/15/35

1,820,000

1,846,991

Corporate Bonds - continued

 

Principal Amount

Value

Convertible Bonds - continued

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - continued

ON Semiconductor Corp.:

1.875% 12/15/25 (f)

$ 1,250,000

$ 1,939,000

2.625% 12/15/26

4,100,000

4,745,340

 

14,261,506

TOTAL INFORMATION TECHNOLOGY

45,766,012

TOTAL CONVERTIBLE BONDS

175,368,577

Nonconvertible Bonds - 1.1%

CONSUMER STAPLES - 0.0%

Food Products - 0.0%

Pinnacle Foods Finance LLC/Pinnacle Foods Finance Corp. 9.25% 4/1/15

535,000

492,200

FINANCIALS - 0.9%

Capital Markets - 0.4%

Goldman Sachs Group, Inc. 5.793%

2,000,000

1,500,000

JPMorgan Chase Capital XXII 6.45% 2/2/37

3,000,000

2,569,635

Lehman Brothers Holdings, Inc.:

3.4794% (g)

1,000,000

711,530

5.857% (g)

1,000,000

715,000

 

5,496,165

Commercial Banks - 0.2%

Capital One Capital IV 6.745% 2/17/37 (g)

2,000,000

1,534,080

Wells Fargo Capital X 5.95% 12/15/36

1,000,000

905,485

 

2,439,565

Diversified Financial Services - 0.3%

Citigroup, Inc. 8.4% (g)

1,500,000

1,486,935

JPMorgan Chase & Co. 7.9% (g)

2,000,000

1,991,140

 

3,478,075

TOTAL FINANCIALS

11,413,805

Corporate Bonds - continued

 

Principal Amount

Value

Nonconvertible Bonds - continued

UTILITIES - 0.2%

Multi-Utilities - 0.2%

Wisconsin Energy Corp. 6.25% 5/15/67 (g)

$ 3,000,000

$ 2,608,740

TOTAL NONCONVERTIBLE BONDS

14,514,745

TOTAL CORPORATE BONDS

(Cost $171,177,456)

189,883,322

Common Stocks - 64.9%

Shares

 

CONSUMER DISCRETIONARY - 5.5%

Automobiles - 0.2%

Fiat SpA

56,300

1,254,668

Renault SA

6,400

657,128

Winnebago Industries, Inc.

87,900

1,311,468

 

3,223,264

Diversified Consumer Services - 0.5%

H&R Block, Inc.

51,800

1,209,012

Hillenbrand, Inc.

41,100

910,365

Service Corp. International

333,500

3,568,450

Stewart Enterprises, Inc. Class A

165,800

1,144,020

 

6,831,847

Hotels, Restaurants & Leisure - 1.0%

Centerplate, Inc. unit

268,800

1,370,880

Gaylord Entertainment Co. (a)

71,300

2,025,633

IHOP Corp.

44,210

2,073,007

McDonald's Corp.

73,549

4,362,927

Starwood Hotels & Resorts Worldwide, Inc.

76,000

3,678,400

 

13,510,847

Household Durables - 1.4%

Beazer Homes USA, Inc. (e)

116,400

808,980

Black & Decker Corp.

31,800

2,057,460

Centex Corp.

150,500

2,833,915

D.R. Horton, Inc.

164,600

2,092,066

Ethan Allen Interiors, Inc.

46,000

1,289,840

KB Home

11,898

244,028

Lennar Corp. Class A

11,093

187,250

Common Stocks - continued

Shares

Value

CONSUMER DISCRETIONARY - continued

Household Durables - continued

Newell Rubbermaid, Inc.

70,000

$ 1,405,600

Pulte Homes, Inc.

186,100

2,276,003

Ryland Group, Inc.

98,400

2,735,520

The Stanley Works

29,610

1,438,454

Whirlpool Corp.

17,400

1,282,032

 

18,651,148

Internet & Catalog Retail - 0.0%

B2W Companhia Global Do Varejo

10,900

471,451

Leisure Equipment & Products - 0.3%

Brunswick Corp.

68,000

931,600

Eastman Kodak Co.

76,000

1,164,320

MarineMax, Inc. (a)

25,600

250,624

Polaris Industries, Inc.

27,900

1,331,388

 

3,677,932

Media - 0.6%

E.W. Scripps Co. Class A

70,300

3,311,130

News Corp.:

Class A

63,600

1,141,620

Class B

8,400

156,240

The DIRECTV Group, Inc. (a)

29,600

831,760

Valassis Communications, Inc. (a)

57,624

915,645

Viacom, Inc. Class B (non-vtg.) (a)

30,665

1,098,420

 

7,454,815

Multiline Retail - 0.1%

Sears Holdings Corp. (a)(e)

11,500

974,280

Tuesday Morning Corp. (a)

97,785

506,526

 

1,480,806

Specialty Retail - 1.1%

AutoZone, Inc. (a)

5,900

746,704

Best Buy Co., Inc.

15,000

700,350

Citi Trends, Inc. (a)

38,258

849,328

Foot Locker, Inc.

150,900

2,204,649

OfficeMax, Inc.

91,600

1,985,888

Shoe Carnival, Inc. (a)

43,946

641,612

Staples, Inc.

60,500

1,418,725

The Children's Place Retail Stores, Inc. (a)

79,290

2,729,162

The Men's Wearhouse, Inc.

30,100

623,973

Common Stocks - continued

Shares

Value

CONSUMER DISCRETIONARY - continued

Specialty Retail - continued

Tween Brands, Inc. (a)

28,000

$ 556,080

Williams-Sonoma, Inc.

81,300

2,066,646

 

14,523,117

Textiles, Apparel & Luxury Goods - 0.3%

Lululemon Athletica, Inc.

2,100

67,179

LVMH Moet Hennessy - Louis Vuitton

5,500

643,523

Polo Ralph Lauren Corp. Class A

18,500

1,292,225

VF Corp.

16,200

1,226,340

 

3,229,267

TOTAL CONSUMER DISCRETIONARY

73,054,494

CONSUMER STAPLES - 2.3%

Beverages - 0.1%

Carlsberg AS

3,475

360,567

Remy Cointreau SA

16,112

951,985

 

1,312,552

Food & Staples Retailing - 0.4%

Kroger Co.

56,600

1,564,424

Rite Aid Corp. (a)

581,500

1,308,375

SUPERVALU, Inc.

33,500

1,174,845

Winn-Dixie Stores, Inc. (a)

62,266

1,123,901

 

5,171,545

Food Products - 1.0%

B&G Foods, Inc. unit

156,900

2,761,440

Bunge Ltd.

20,600

2,459,022

Cermaq ASA

101,300

1,300,627

Corn Products International, Inc.

85,685

4,028,052

Lighthouse Caledonia ASA

17,850

20,504

Marine Harvest ASA (a)

1,600,000

1,078,898

Tyson Foods, Inc. Class A

103,200

1,944,288

 

13,592,831

Household Products - 0.1%

Energizer Holdings, Inc. (a)

9,900

807,741

Personal Products - 0.3%

Avon Products, Inc.

86,400

3,374,784

Shiseido Co. Ltd.

17,000

416,777

 

3,791,561

Common Stocks - continued

Shares

Value

CONSUMER STAPLES - continued

Tobacco - 0.4%

Altria Group, Inc.

71,200

$ 1,584,912

Philip Morris International, Inc. (a)

68,300

3,596,678

 

5,181,590

TOTAL CONSUMER STAPLES

29,857,820

ENERGY - 7.9%

Energy Equipment & Services - 0.8%

Hercules Offshore, Inc. (a)

68,400

2,320,128

Nabors Industries Ltd. (a)

99,855

4,197,904

National Oilwell Varco, Inc. (a)

47,261

3,937,787

 

10,455,819

Oil, Gas & Consumable Fuels - 7.1%

Arch Coal, Inc.

31,200

2,025,192

BP PLC sponsored ADR

3,100

224,781

Cabot Oil & Gas Corp.

60,400

3,639,100

Canadian Natural Resources Ltd.

31,900

3,122,251

Chesapeake Energy Corp.

15,316

838,857

Chevron Corp.

172,000

17,053,800

ConocoPhillips

63,200

5,883,920

CONSOL Energy, Inc.

27,400

2,673,144

El Paso Corp.

35,300

690,115

El Paso Pipeline Partners LP

14,300

327,613

Exxon Mobil Corp.

322,125

28,591,813

Forest Oil Corp. (a)

54,098

3,611,042

Foundation Coal Holdings, Inc.

10,400

693,992

Occidental Petroleum Corp.

12,800

1,176,704

Patriot Coal Corp. (a)

4,010

433,601

PetroHawk Energy Corp. (a)

90,200

2,650,076

Plains Exploration & Production Co. (a)

55,300

3,952,844

Quicksilver Resources, Inc. (a)

75,400

2,746,822

Range Resources Corp.

58,309

3,834,400

SandRidge Energy, Inc.

4,000

220,000

Teekay Corp.

22,050

1,108,674

Tesoro Corp.

7,400

183,890

Valero Energy Corp.

115,356

5,864,699

Common Stocks - continued

Shares

Value

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Western Gas Partners LP

25,700

$ 430,475

Williams Companies, Inc.

26,400

1,004,256

 

92,982,061

TOTAL ENERGY

103,437,880

FINANCIALS - 26.6%

Capital Markets - 2.0%

Bank of New York Mellon Corp.

65,539

2,918,452

Charles Schwab Corp.

65,800

1,459,444

Fortress Investment Group LLC (e)

106,800

1,530,444

Janus Capital Group, Inc.

66,500

1,928,500

Lehman Brothers Holdings, Inc.

195,100

7,181,631

Merrill Lynch & Co., Inc.

64,500

2,832,840

Morgan Stanley

105,600

4,670,688

State Street Corp.

27,200

1,958,944

T. Rowe Price Group, Inc.

43,599

2,525,254

 

27,006,197

Commercial Banks - 1.8%

Boston Private Financial Holdings, Inc.

97,202

819,413

First Merchants Corp.

68,300

1,690,425

First Midwest Bancorp, Inc., Delaware

58,800

1,534,680

IBERIABANK Corp.

36,200

1,909,188

Regions Financial Corp.

73,300

1,306,206

SunTrust Banks, Inc.

28,800

1,503,648

Susquehanna Bancshares, Inc., Pennsylvania

29,700

571,725

UCBH Holdings, Inc.

62,700

305,976

Wachovia Corp.

161,100

3,834,180

Wells Fargo & Co.

313,100

8,632,167

Wintrust Financial Corp.

4,300

134,074

Zions Bancorp

34,700

1,495,223

 

23,736,905

Consumer Finance - 0.2%

Capital One Financial Corp.

31,694

1,525,115

Discover Financial Services

41,600

713,440

 

2,238,555

Diversified Financial Services - 3.6%

Bank of America Corp.

382,393

13,005,186

CIT Group, Inc.

176,600

1,766,000

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Diversified Financial Services - continued

Citigroup, Inc.

611,900

$ 13,394,491

JPMorgan Chase & Co.

425,904

18,313,872

KKR Financial Holdings LLC

51,600

627,456

 

47,107,005

Insurance - 3.0%

AFLAC, Inc.

47,800

3,208,814

American Equity Investment Life Holding Co.

6,066

64,118

American International Group, Inc.

344,900

12,416,400

Aspen Insurance Holdings Ltd.

155,848

3,983,475

Endurance Specialty Holdings Ltd.

113,695

3,826,974

Hartford Financial Services Group, Inc.

25,900

1,840,713

MetLife, Inc.

41,600

2,497,248

National Financial Partners Corp.

41,900

1,023,198

Old Republic International Corp.

123,800

1,863,190

Platinum Underwriters Holdings Ltd.

124,866

4,428,997

Principal Financial Group, Inc.

37,700

2,031,276

RenaissanceRe Holdings Ltd.

45,200

2,357,632

 

39,542,035

Real Estate Investment Trusts - 14.2%

Alexandria Real Estate Equities, Inc.

45,200

4,714,360

American Campus Communities, Inc.

170,300

5,180,526

Annaly Capital Management, Inc.

179,900

3,204,019

Apartment Investment & Management Co. Class A

159,706

6,319,566

AvalonBay Communities, Inc.

25,060

2,536,072

Boston Properties, Inc.

60,814

5,943,960

BRE Properties, Inc.

44,800

2,171,008

Camden Property Trust (SBI)

53,100

2,615,706

CapitalSource, Inc.

59,700

916,992

Cedar Shopping Centers, Inc.

98,000

1,195,600

Chimera Investment Corp.

129,600

1,796,256

Corporate Office Properties Trust (SBI)

107,900

4,090,489

DCT Industrial Trust, Inc.

270,151

2,633,972

Developers Diversified Realty Corp.

150,100

5,955,968

Digital Realty Trust, Inc. (e)

30,300

1,281,690

Equity Residential (SBI)

88,980

3,762,964

Franklin Street Properties Corp.

102,740

1,517,470

General Growth Properties, Inc.

342,825

14,247,807

HCP, Inc.

117,400

4,022,124

Healthcare Realty Trust, Inc.

149,100

3,958,605

Highwoods Properties, Inc. (SBI)

205,400

7,394,400

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Real Estate Investment Trusts - continued

Home Properties, Inc.

117,000

$ 5,990,400

Host Hotels & Resorts, Inc.

159,945

2,749,455

Inland Real Estate Corp.

260,100

4,083,570

Kilroy Realty Corp.

59,400

3,238,488

Kimco Realty Corp.

94,038

3,700,395

LaSalle Hotel Properties (SBI)

148,800

4,883,616

Medical Properties Trust, Inc.

64,700

789,987

Pennsylvania Real Estate Investment Trust (SBI)

73,900

1,984,215

Plum Creek Timber Co., Inc.

47,500

2,215,875

Post Properties, Inc.

24,100

855,791

Potlatch Corp.

62,030

2,998,530

ProLogis Trust

202,465

12,538,657

Public Storage

150,036

13,222,673

Rayonier, Inc. (a)

51,320

2,435,647

Simon Property Group, Inc.

141,410

14,050,498

SL Green Realty Corp.

96,600

9,631,020

U-Store-It Trust

124,100

1,577,311

UDR, Inc.

98,540

2,437,880

Ventas, Inc.

62,800

2,993,048

Vornado Realty Trust

97,250

9,504,243

 

187,340,853

Real Estate Management & Development - 0.9%

Brookfield Properties Corp.

109,800

2,208,079

CB Richard Ellis Group, Inc. Class A (a)

323,000

7,254,580

Jones Lang LaSalle, Inc.

19,100

1,347,314

Norwegian Property ASA (e)

91,000

624,326

 

11,434,299

Thrifts & Mortgage Finance - 0.9%

Astoria Financial Corp.

26,100

622,746

Downey Financial Corp. (e)

18,100

121,632

Fannie Mae

94,100

2,542,582

Freddie Mac

40,000

1,016,800

New York Community Bancorp, Inc.

149,500

3,067,740

People's United Financial, Inc.

69,700

1,152,141

Washington Federal, Inc.

122,200

2,736,058

Washington Mutual, Inc.

122,800

1,107,656

 

12,367,355

TOTAL FINANCIALS

350,773,204

Common Stocks - continued

Shares

Value

HEALTH CARE - 3.2%

Biotechnology - 0.2%

Amgen, Inc. (a)

18,100

$ 796,943

Cubist Pharmaceuticals, Inc. (a)

36,300

691,878

Genentech, Inc. (a)

10,000

708,700

Theravance, Inc. (a)

27,500

372,075

 

2,569,596

Health Care Equipment & Supplies - 1.2%

American Medical Systems Holdings, Inc. (a)

123,424

1,864,937

Baxter International, Inc.

64,500

3,940,950

Boston Scientific Corp. (a)

58,200

773,478

Covidien Ltd.

152,882

7,657,859

Hill-Rom Holdings, Inc.

35,900

1,103,925

 

15,341,149

Health Care Providers & Services - 0.9%

Amedisys, Inc. (a)

51,107

2,596,747

Brookdale Senior Living, Inc.

50,427

1,330,264

Chemed Corp.

23,300

843,926

Emeritus Corp. (a)

125,501

2,664,386

HealthSouth Corp. (a)

67,698

1,267,984

Pediatrix Medical Group, Inc. (a)

12,500

672,875

PSS World Medical, Inc. (a)

74,100

1,350,102

Tenet Healthcare Corp. (a)

173,100

1,021,290

Universal Health Services, Inc. Class B

13,000

845,000

 

12,592,574

Health Care Technology - 0.1%

Cerner Corp. (a)

33,800

1,533,506

Life Sciences Tools & Services - 0.2%

Applera Corp. - Applied Biosystems Group

42,500

1,477,300

Varian, Inc. (a)

13,057

724,533

 

2,201,833

Pharmaceuticals - 0.6%

Barr Pharmaceuticals, Inc. (a)

16,200

709,560

Pfizer, Inc.

216,700

4,195,312

Sepracor, Inc. (a)

90,548

1,956,742

Wyeth

32,100

1,427,487

 

8,289,101

TOTAL HEALTH CARE

42,527,759

Common Stocks - continued

Shares

Value

INDUSTRIALS - 4.9%

Aerospace & Defense - 1.4%

General Dynamics Corp.

37,200

$ 3,427,980

Heico Corp. Class A

31,361

1,242,523

Honeywell International, Inc.

64,800

3,863,376

Lockheed Martin Corp.

26,900

2,943,936

Northrop Grumman Corp.

12,300

928,158

Stanley, Inc. (a)

26,000

820,560

United Technologies Corp.

73,500

5,221,440

 

18,447,973

Air Freight & Logistics - 0.2%

FedEx Corp.

13,600

1,247,256

United Parcel Service, Inc. Class B

26,600

1,889,132

 

3,136,388

Airlines - 0.1%

AirTran Holdings, Inc. (a)

66,221

198,663

Delta Air Lines, Inc. (a)

34,400

211,560

UAL Corp.

14,300

122,122

US Airways Group, Inc. (a)

42,500

168,300

 

700,645

Building Products - 0.4%

Masco Corp.

102,100

1,892,934

Owens Corning (a)

154,900

4,001,067

 

5,894,001

Commercial Services & Supplies - 0.8%

ACCO Brands Corp. (a)

46,400

711,776

Avery Dennison Corp.

13,500

696,330

Consolidated Graphics, Inc. (a)

12,500

686,625

Copart, Inc. (a)

15,300

688,500

Diamond Management & Technology Consultants, Inc.

77,523

410,872

Equifax, Inc.

32,900

1,255,464

GeoEye, Inc. (a)

53,400

910,470

IHS, Inc. Class A (a)

12,400

738,544

R.R. Donnelley & Sons Co.

40,400

1,326,332

The Brink's Co.

9,900

717,552

Waste Management, Inc.

62,100

2,355,453

 

10,497,918

Electrical Equipment - 0.1%

Acuity Brands, Inc.

14,300

761,475

Cooper Industries Ltd. Class A

22,400

1,044,512

 

1,805,987

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Industrial Conglomerates - 0.2%

General Electric Co.

82,400

$ 2,531,328

Machinery - 0.6%

Colfax Corp.

10,300

255,337

Cummins, Inc.

10,100

711,242

Eaton Corp.

13,400

1,295,512

Ingersoll-Rand Co. Ltd. Class A

42,500

1,871,700

Navistar International Corp. (a)

10,300

782,285

Pentair, Inc.

74,749

2,797,855

 

7,713,931

Marine - 0.1%

Safe Bulkers, Inc.

34,500

652,050

Road & Rail - 0.8%

Canadian Pacific Railway Ltd.

47,700

3,484,717

J.B. Hunt Transport Services, Inc.

84,300

2,937,012

Kansas City Southern (a)

1,803

90,078

Knight Transportation, Inc.

77,200

1,409,672

Landstar System, Inc.

27,700

1,543,444

P.A.M. Transportation Services, Inc. (a)

48,863

716,332

 

10,181,255

Trading Companies & Distributors - 0.2%

Rush Enterprises, Inc.:

Class A (a)

141,003

2,281,429

Class B (a)

17,800

267,712

 

2,549,141

TOTAL INDUSTRIALS

64,110,617

INFORMATION TECHNOLOGY - 8.3%

Communications Equipment - 0.6%

Cisco Systems, Inc. (a)

80,600

2,153,632

Dycom Industries, Inc. (a)

35,600

610,540

Juniper Networks, Inc. (a)

70,300

1,934,656

Nokia Corp. sponsored ADR

86,200

2,448,080

Powerwave Technologies, Inc. (a)

48,400

195,052

 

7,341,960

Computers & Peripherals - 1.3%

3PAR, Inc.

8,300

70,633

Apple, Inc. (a)

9,700

1,830,875

Hewlett-Packard Co.

59,000

2,776,540

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Computers & Peripherals - continued

International Business Machines Corp.

36,500

$ 4,724,195

NCR Corp. (a)

126,200

3,339,252

SanDisk Corp. (a)

21,415

606,259

Western Digital Corp. (a)

101,400

3,805,542

 

17,153,296

Electronic Equipment & Instruments - 2.1%

Agilent Technologies, Inc. (a)

26,200

979,618

Amphenol Corp. Class A

221,800

10,342,534

Arrow Electronics, Inc. (a)

93,100

2,854,446

Avnet, Inc. (a)

98,100

2,895,912

Cogent, Inc. (a)

100,743

1,205,894

Flextronics International Ltd. (a)

158,500

1,697,535

Ingram Micro, Inc. Class A (a)

250,250

4,537,033

Mellanox Technologies Ltd. (a)

95,600

1,562,104

Tyco Electronics Ltd.

53,525

2,147,423

 

28,222,499

Internet Software & Services - 0.4%

eBay, Inc. (a)

42,300

1,269,423

VeriSign, Inc. (a)

83,900

3,359,356

 

4,628,779

IT Services - 0.8%

Accenture Ltd. Class A

26,600

1,085,812

Cognizant Technology Solutions Corp. Class A (a)

32,100

1,132,488

Fidelity National Information Services, Inc.

18,000

725,040

SRA International, Inc. Class A (a)

51,700

1,219,086

The Western Union Co.

31,000

732,840

Visa, Inc.

64,100

5,535,676

 

10,430,942

Semiconductors & Semiconductor Equipment - 2.7%

Applied Materials, Inc.

110,300

2,185,043

ASML Holding NV (NY Shares)

53,000

1,587,880

Broadcom Corp. Class A (a)

86,500

2,481,685

Fairchild Semiconductor International, Inc. (a)

105,600

1,584,000

Hittite Microwave Corp. (a)

65,959

2,635,062

Infineon Technologies AG sponsored ADR (a)

76,100

688,705

Intersil Corp. Class A

46,400

1,293,168

Lam Research Corp. (a)

38,700

1,575,090

Linear Technology Corp.

22,600

831,002

Microchip Technology, Inc.

58,100

2,140,404

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - continued

Micron Technology, Inc. (a)

94,600

$ 763,422

National Semiconductor Corp.

104,700

2,203,935

NEC Electronics Corp. (a)

42,200

988,562

Netlogic Microsystems, Inc. (a)

26,400

996,864

ON Semiconductor Corp. (a)

603,400

5,967,626

Samsung Electronics Co. Ltd.

2,110

1,520,554

Skyworks Solutions, Inc. (a)

92,800

958,624

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR

85,900

983,555

Teradyne, Inc. (a)

19,000

261,060

Texas Instruments, Inc.

22,500

730,800

Tower Semicondutor Ltd. (a)

549,300

538,314

Varian Semiconductor Equipment Associates, Inc. (a)

54,400

2,068,832

Xilinx, Inc.

28,200

767,040

 

35,751,227

Software - 0.4%

Electronic Arts, Inc. (a)

33,594

1,686,419

Microsoft Corp.

63,300

1,792,656

THQ, Inc. (a)

59,400

1,274,130

Ubisoft Entertainment SA (a)

204

19,772

Voltaire Ltd.

64,100

378,831

 

5,151,808

TOTAL INFORMATION TECHNOLOGY

108,680,511

MATERIALS - 1.6%

Chemicals - 0.9%

Albemarle Corp.

75,156

3,342,187

Arkema

19,600

1,251,990

Celanese Corp. Class A

103,500

5,040,450

Nalco Holding Co.

55,700

1,354,624

The Mosaic Co. (a)

7,300

914,836

Tronox, Inc. Class A

71,800

254,890

 

12,158,977

Containers & Packaging - 0.4%

Owens-Illinois, Inc. (a)

60,277

3,449,050

Pactiv Corp. (a)

47,700

1,174,851

Rock-Tenn Co. Class A

20,000

713,800

 

5,337,701

Common Stocks - continued

Shares

Value

MATERIALS - continued

Metals & Mining - 0.3%

Alcoa, Inc.

70,400

$ 2,857,536

Carpenter Technology Corp.

10,800

596,160

 

3,453,696

TOTAL MATERIALS

20,950,374

TELECOMMUNICATION SERVICES - 1.9%

Diversified Telecommunication Services - 1.9%

AT&T, Inc.

414,315

16,531,169

CenturyTel, Inc.

28,689

1,015,877

FairPoint Communications, Inc.

3,637

32,733

Qwest Communications International, Inc.

225,400

1,093,190

Verizon Communications, Inc.

174,900

6,728,403

 

25,401,372

UTILITIES - 2.7%

Electric Utilities - 1.7%

Allete, Inc.

31,500

1,399,230

Entergy Corp.

16,800

2,028,936

Exelon Corp.

93,900

8,263,200

Pepco Holdings, Inc.

155,810

4,213,102

PPL Corp.

131,111

6,727,305

 

22,631,773

Gas Utilities - 0.0%

Energen Corp.

5,000

374,750

Independent Power Producers & Energy Traders - 0.1%

Reliant Energy, Inc. (a)

54,200

1,385,352

Multi-Utilities - 0.9%

Public Service Enterprise Group, Inc.

121,600

5,382,016

Wisconsin Energy Corp.

117,500

5,644,700

 

11,026,716

TOTAL UTILITIES

35,418,591

TOTAL COMMON STOCKS

(Cost $791,661,085)

854,212,622

Preferred Stocks - 19.3%

Shares

Value

Convertible Preferred Stocks - 6.8%

CONSUMER DISCRETIONARY - 0.1%

Automobiles - 0.1%

General Motors Corp. Series C, 6.25%

55,500

$ 905,760

Hotels, Restaurants & Leisure - 0.0%

Six Flags, Inc. 7.25% PIERS

2,100

27,038

Media - 0.0%

Emmis Communications Corp. Series A, 6.25%

10,100

251,995

TOTAL CONSUMER DISCRETIONARY

1,184,793

CONSUMER STAPLES - 0.4%

Food Products - 0.4%

Archer Daniels Midland Co. 6.25%

30,000

1,488,750

Bunge Ltd. 5.125%

3,000

3,276,378

 

4,765,128

ENERGY - 1.2%

Oil, Gas & Consumable Fuels - 1.2%

Chesapeake Energy Corp. 4.50%

20,500

2,767,500

El Paso Corp. 4.99%

8,000

12,679,693

McMoRan Exploration Co. 6.75%

4,700

1,011,294

 

16,458,487

FINANCIALS - 2.3%

Capital Markets - 0.6%

Legg Mason, Inc. 7.00%

21,000

1,024,905

Lehman Brothers Holdings, Inc. 7.25%

6,000

6,510,000

 

7,534,905

Commercial Banks - 0.5%

Huntington Bancshares, Inc. 8.50%

1,300

1,297,400

Wachovia Corp. 7.50%

5,232

5,541,630

 

6,839,030

Diversified Financial Services - 0.7%

Bank of America Corp. Series L, 7.25%

6,827

6,903,804

Carriage Services Capital Trust 7.00% TIDES

45,000

1,473,750

CIT Group, Inc. Series C, 8.75%

26,600

1,426,026

 

9,803,580

Insurance - 0.3%

American International Group, Inc. Series A, 8.50%

53,300

3,930,555

Preferred Stocks - continued

Shares

Value

Convertible Preferred Stocks - continued

FINANCIALS - continued

Real Estate Investment Trusts - 0.1%

HRPT Properties Trust 6.50%

34,390

$ 627,996

Thrifts & Mortgage Finance - 0.1%

Fannie Mae 8.75%

30,000

1,481,250

TOTAL FINANCIALS

30,217,316

HEALTH CARE - 0.1%

Health Care Providers & Services - 0.1%

Omnicare Capital Trust II Series B, 4.00%

32,700

1,189,463

INDUSTRIALS - 0.3%

Road & Rail - 0.3%

Kansas City Southern:

4.25%

1,370

2,099,685

5.125%

1,000

1,787,300

 

3,886,985

MATERIALS - 1.1%

Chemicals - 0.6%

Celanese Corp. 4.25%

132,600

8,213,244

Metals & Mining - 0.5%

Freeport-McMoRan Copper & Gold, Inc. 5.50%

2,489

6,204,980

TOTAL MATERIALS

14,418,224

UTILITIES - 1.3%

Independent Power Producers & Energy Traders - 0.6%

NRG Energy, Inc. 4.00% (f)

3,900

8,300,175

Multi-Utilities - 0.7%

CMS Energy Corp. 4.50%

116,000

9,427,320

TOTAL UTILITIES

17,727,495

TOTAL CONVERTIBLE PREFERRED STOCKS

89,847,891

Nonconvertible Preferred Stocks - 12.5%

CONSUMER DISCRETIONARY - 0.1%

Media - 0.1%

CBS Corp. 6.75%

40,000

898,000

Preferred Stocks - continued

Shares

Value

Nonconvertible Preferred Stocks - continued

CONSUMER STAPLES - 0.1%

Food Products - 0.1%

H.J. Heinz Finance Co. 6.226% (f)

10

$ 1,008,672

ENERGY - 0.3%

Oil, Gas & Consumable Fuels - 0.3%

Apache Corp. (depositary shares) Series B, 5.68%

29,375

2,350,000

Devon Energy Corp. 6.49%

13,750

1,375,000

 

3,725,000

FINANCIALS - 8.4%

Capital Markets - 1.4%

Deutsche Bank Contingent Capital Trust II 6.55%

80,000

1,810,400

Goldman Sachs Group, Inc.:

Series C, 4.9931%

40,000

820,800

Series D, 4.00%

160,000

3,200,000

Lehman Brothers Holdings, Inc.:

(depositary shares) Series F, 6.50%

89,015

1,734,012

Series C, 5.94%

40,000

1,440,000

Series D, 5.67%

34,900

1,187,298

Merrill Lynch & Co., Inc.:

Series 5, 5.86%

277,700

4,443,200

Series H, 3.97%

120,000

1,818,000

Morgan Stanley Capital I Trust 6.60%

80,000

1,772,800

 

18,226,510

Commercial Banks - 1.2%

ABN AMRO Capital Funding Trust V 5.90%

20,000

418,000

ABN Amro Capital Funding Trust VII 6.08%

40,400

854,056

Barclays Bank PLC Series 2

40,000

929,200

BNY Capital V 5.95%

115,000

2,555,300

First Tennessee Bank NA, Memphis 3.90% (f)

5,000

2,700,000

Keycorp Capital IX 6.75%

40,000

800,000

Royal Bank of Scotland Group PLC Series R, 6.125%

40,000

828,800

Santander Finance Preferred SA Unipersonal:

4.00%

40,000

710,800

6.50%

40,000

850,800

6.80%

160,000

3,520,000

USB Capital XII 6.30%

80,000

1,781,600

 

15,948,556

Preferred Stocks - continued

Shares

Value

Nonconvertible Preferred Stocks - continued

FINANCIALS - continued

Consumer Finance - 0.2%

HSBC USA, Inc.:

Series G, 4.9175%

80,000

$ 1,602,400

Series H, 6.50%

40,000

872,400

SLM Corp. 4.07%

1,200

69,120

 

2,543,920

Diversified Financial Services - 1.0%

Bank of America Corp.:

Series D, 6.204%

20,000

432,200

Series E, 4.00%

40,000

720,000

Series H, 8.20%

80,000

1,992,800

CIT Group, Inc. Series B, 5.189%

15,000

780,000

Deutsche Bank Capital Funding Trust VIII 6.375%

140,000

3,229,800

General Electric Capital Corp. 6.05%

80,000

2,025,600

Merrill Lynch Capital Trust II 6.45%

200,000

4,186,000

 

13,366,400

Insurance - 0.2%

American International Group, Inc. 6.45%

80,000

1,700,800

MetLife, Inc. Series A, 4.39%

40,000

828,000

 

2,528,800

Real Estate Investment Trusts - 0.8%

Apartment Investment & Management Co. Series V, 8.00%

79,000

1,882,570

Hospitality Properties Trust:

Series B, 8.875%

125,000

2,998,750

Series C, 7.00%

100,000

1,855,000

Host Hotels & Resorts, Inc. Series E, 8.875%

20,000

507,000

Public Storage Series M, 6.625%

80,000

1,747,200

Vornado Realty Trust Series E, 7.00%

40,000

936,000

 

9,926,520

Thrifts & Mortgage Finance - 3.6%

Countrywide Capital V 7.00%

80,000

1,452,000

Fannie Mae:

Series E, 5.10%

27,562

939,864

Series H, 5.81%

71,200

2,741,200

Series I, 5.375%

5,000

188,500

Series L, 5.125%

140,900

4,966,725

Series N, 5.50%

92,650

3,602,232

Series O, 7.00%

42,200

2,038,260

Series R, 7.65%

40,000

1,000,000

Preferred Stocks - continued

Shares

Value

Nonconvertible Preferred Stocks - continued

FINANCIALS - continued

Thrifts & Mortgage Finance - continued

Fannie Mae: - continued

Series S, 8.25%

120,000

$ 2,922,000

Series T, 8.25%

40,000

1,000,000

Freddie Mac:

5.30%

40,000

1,440,000

Series F, 5.00%

68,500

2,390,650

Series H, 5.10%

10,300

356,380

Series K, 5.79%

25,200

990,360

Series O, 5.81%

19,500

772,200

Series R, 5.70%

117,000

4,387,500

Series S, 4.00%

10,000

380,000

Series U, 5.90%

40,000

828,000

Series V, 5.57%

566,000

10,844,560

Series W, 5.66%

161,600

3,133,424

Sovereign Bancorp, Inc. Series C, 7.30%

80,000

1,623,200

 

47,997,055

TOTAL FINANCIALS

110,537,761

MATERIALS - 0.1%

Chemicals - 0.1%

E.I. du Pont de Nemours & Co. Series B, 4.50%

9,900

777,249

Metals & Mining - 0.0%

Alcoa, Inc. 3.75%

6,400

435,200

TOTAL MATERIALS

1,212,449

TELECOMMUNICATION SERVICES - 0.5%

Diversified Telecommunication Services - 0.5%

AT&T, Inc. 6.375%

281,800

7,045,000

UTILITIES - 3.0%

Electric Utilities - 2.7%

Alabama Power Co.:

4.60%

2,000

160,000

5.20%

120,000

2,523,600

5.30%

88,600

1,980,210

5.625%

80,000

1,740,000

6.45%

80,000

1,920,000

Baltimore Gas & Electric Co. Series 1993, 6.70%

10,000

975,000

Preferred Stocks - continued

Shares

Value

Nonconvertible Preferred Stocks - continued

UTILITIES - continued

Electric Utilities - continued

Duquesne Light Co. 6.50%

106,050

$ 4,454,100

FPL Group Capital Trust I 5.875%

20,000

486,400

FPL Group Capital, Inc. Series E, 7.45%

80,000

2,083,200

Mid-American Energy Co. 4.40%

5,000

410,000

Pacific Gas & Electric Co.:

Series A, 5.00%

16,900

363,688

Series B, 5.50%

61,900

1,454,650

Series D 5.00%

69,200

1,480,880

PPL Electric Utilities Corp. 6.25%

230,000

5,606,250

Southern California Edison Co.:

4.78%

46,500

978,825

6.125%

35,000

3,185,000

Series B, 4.08%

27,271

499,059

Series C:

4.24%

94,600

1,773,750

6.00%

20,000

1,740,000

Series D, 4.32%

70,000

1,348,200

 

35,162,812

Independent Power Producers & Energy Traders - 0.0%

Heco Capital Trust III 6.50%

12,000

297,000

Multi-Utilities - 0.3%

Consolidated Edison Co. of New York, Inc. Series A, 5.00%

28,705

2,533,216

San Diego Gas & Electric Co. 1.70%

67,548

1,768,913

 

4,302,129

TOTAL UTILITIES

39,761,941

TOTAL NONCONVERTIBLE PREFERRED STOCKS

164,188,823

TOTAL PREFERRED STOCKS

(Cost $265,602,428)

254,036,714

Investment Companies - 0.1%

 

 

 

 

Ares Capital Corp.
(Cost $2,370,235)

144,312

1,788,026

Preferred Securities - 0.4%

Principal Amount

Value

FINANCIALS - 0.4%

Commercial Banks - 0.3%

PNC Preferred Funding Trust I 6.517% 12/31/49 (f)(g)

3,000,000

$ 2,291,440

SunTrust Preferred Capital I 5.853% 12/15/49 (g)

1,000,000

817,026

 

3,108,466

Diversified Financial Services - 0.1%

Wachovia Capital Trust III 5.8% (g)

2,000,000

1,554,587

TOTAL PREFERRED SECURITIES

(Cost $5,999,641)

4,663,053

Money Market Funds - 1.4%

Shares

 

Fidelity Cash Central Fund, 2.44% (b)

15,781,585

15,781,585

Fidelity Securities Lending Cash Central Fund, 2.42% (b)(c)

2,821,640

2,821,640

TOTAL MONEY MARKET FUNDS

(Cost $18,603,225)

18,603,225

TOTAL INVESTMENT PORTFOLIO - 100.5%

(Cost $1,255,414,070)

1,323,186,962

NET OTHER ASSETS - (0.5)%

(6,086,673)

NET ASSETS - 100%

$ 1,317,100,289

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

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

(e) Security or a portion of the security is on loan at period end.

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $61,545,177 or 4.7% of net assets.

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

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 395,742

Fidelity Securities Lending Cash Central Fund

79,387

Total

$ 475,129

Other Information

The following is a summary of the inputs used, as of May 31, 2008, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 1,323,186,962

$ 1,004,867,566

$ 318,319,396

$ 0

The following is a reconciliation of assets for which Level 3 inputs were used in determining value:

 

Investments in
Securities

Beginning Balance

$ 1,085,056

Total Realized Gain (Loss)

391,743

Total Unrealized Gain (Loss)

(333,463)

Cost of Purchases

0

Proceeds of Sales

(1,143,336)

Amortization/Accretion

0

Transfer in/out of Level 3

0

Ending Balance

$ 0

The information used in the above reconciliation represents fiscal year to date activity for any Investment Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period.

Other Information - continued

The composition of credit quality ratings as a percentage of net assets is as follows (ratings are unaudited):

AAA,AA,A

1.9%

BBB

2.1%

BB

4.6%

B

2.9%

CCC,CC,C

0.2%

Not Rated

3.1%

Equities

84.3%

Short-Term Investments and Net Other Assets

0.9%

 

100.0%

We have used ratings from Moody's® Investors Services, Inc. Where Moody's® ratings are not available, we have used S&P® ratings. Percentages are adjusted for the effect of futures contracts, if applicable.

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

 

May 31, 2008 (Unaudited)

 

 

 

Assets

Investment in securities, at value (including securities loaned of $2,702,350) - See accompanying schedule:

Unaffiliated issuers (cost $1,236,810,845)

$ 1,304,583,737

 

Fidelity Central Funds (cost $18,603,225)

18,603,225

 

Total Investments (cost $1,255,414,070)

 

$ 1,323,186,962

Cash

7,188

Receivable for investments sold

17,149,054

Receivable for fund shares sold

4,474,752

Dividends receivable

1,811,849

Interest receivable

1,161,915

Distributions receivable from Fidelity Central Funds

48,081

Prepaid expenses

3,090

Other receivables

1,066

Total assets

1,347,843,957

 

 

 

Liabilities

Payable for investments purchased

$ 20,928,170

Payable for fund shares redeemed

5,872,768

Accrued management fee

617,873

Distribution fees payable

194,198

Other affiliated payables

263,616

Other payables and accrued expenses

45,403

Collateral on securities loaned, at value

2,821,640

Total liabilities

30,743,668

 

 

 

Net Assets

$ 1,317,100,289

Net Assets consist of:

 

Paid in capital

$ 1,266,855,126

Undistributed net investment income

5,829,253

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(23,354,151)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

67,770,061

Net Assets

$ 1,317,100,289

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

May 31, 2008 (Unaudited)

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value and redemption price per share ($156,930,983 ÷ 12,743,162 shares)

$ 12.31

 

 

 

Maximum offering price per share (100/94.25 of $12.31)

$ 13.06

Class T:
Net Asset Value
and redemption price per share ($133,508,864 ÷ 10,852,173 shares)

$ 12.30

 

 

 

Maximum offering price per share (100/96.50 of $12.30)

$ 12.75

Class B:
Net Asset Value
and offering price per share ($32,372,933 ÷ 2,639,048 shares)A

$ 12.27

 

 

 

Class C:
Net Asset Value
and offering price per share ($93,152,366 ÷ 7,590,843 shares)A

$ 12.27

 

 

 

Strategic Dividend and Income:
Net Asset Value
, offering price and redemption price per share ($865,711,317 ÷ 70,012,945 shares)

$ 12.37

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($35,423,826 ÷ 2,868,378 shares)

$ 12.35

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

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

Semiannual Report

Statement of Operations

Six months ended May 31, 2008 (Unaudited)

 

  

  

Investment Income

  

  

Dividends

 

$ 17,857,802

Interest

 

3,890,313

Income from Fidelity Central Funds

 

475,129

Total income

 

22,223,244

 

 

 

Expenses

Management fee

$ 3,922,433

Transfer agent fees

1,427,329

Distribution fees

1,189,454

Accounting and security lending fees

222,664

Custodian fees and expenses

38,784

Independent trustees' compensation

3,197

Registration fees

65,328

Audit

24,458

Legal

12,528

Interest

1,485

Miscellaneous

5,688

Total expenses before reductions

6,913,348

Expense reductions

(11,473)

6,901,875

Net investment income (loss)

15,321,369

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(12,249,373)

Investment not meeting investment restrictions

7,503

Foreign currency transactions

(35,220)

Total net realized gain (loss)

 

(12,277,090)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(41,994,294)

Assets and liabilities in foreign currencies

(2,837)

Total change in net unrealized appreciation (depreciation)

 

(41,997,131)

Net gain (loss)

(54,274,221)

Net increase (decrease) in net assets resulting from operations

$ (38,952,852)

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Six months ended May 31, 2008
(Unaudited)

Year ended
November 30, 2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 15,321,369

$ 27,133,824

Net realized gain (loss)

(12,277,090)

81,287,179

Change in net unrealized appreciation (depreciation)

(41,997,131)

(60,780,076)

Net increase (decrease) in net assets resulting
from operations

(38,952,852)

47,640,927

Distributions to shareholders from net investment income

(15,563,653)

(24,961,705)

Distributions to shareholders from net realized gain

(76,042,474)

(67,051,469)

Total distributions

(91,606,127)

(92,013,174)

Share transactions - net increase (decrease)

(229,778,649)

343,480,119

Total increase (decrease) in net assets

(360,337,628)

299,107,872

 

 

 

Net Assets

Beginning of period

1,677,437,917

1,378,330,045

End of period (including undistributed net investment income of $5,829,253 and undistributed net investment income of $6,071,537, respectively)

$ 1,317,100,289

$ 1,677,437,917

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

Semiannual Report

Financial Highlights - Class A

 

Six months ended
May 31, 2008
Years ended November 30,
 
(Unaudited)
2007
2006
2005
2004 H

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.28

$ 13.66

$ 12.18

$ 11.09

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .13

  .20

  .19

  .18

  .16

Net realized and unrealized gain (loss)

  (.36)

  .28

  1.61

  1.10

  1.04

Total from investment operations

  (.23)

  .48

  1.80

  1.28

  1.20

Distributions from net investment income

  (.13)

  (.20)

  (.19)

  (.19)

  (.11)

Distributions from net realized gain

  (.61)

  (.66)

  (.13)

  -

  -

Total distributions

  (.74)

  (.86)

  (.32)

  (.19)

  (.11)

Net asset value, end of period

$ 12.31

$ 13.28

$ 13.66

$ 12.18

$ 11.09

Total Return B, C, D

  (1.82)%

  3.59%

  15.01%

  11.63%

  12.01%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.10% A

  1.10%

  1.14%

  1.16%

  1.20% A

Expenses net of fee waivers, if any

  1.10% A

  1.10%

  1.14%

  1.16%

  1.20% A

Expenses net of all reductions

  1.09% A

  1.09%

  1.14%

  1.13%

  1.17% A

Net investment income (loss)

  2.07% A

  1.49%

  1.52%

  1.60%

  1.67% A

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 156,931

$ 166,554

$ 70,083

$ 38,886

$ 21,985

Portfolio turnover rate G

  108% A

  90%

  125%

  64%

  66% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H For the period December 23, 2003 (commencement of operations) to November 30, 2004.

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

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

Semiannual Report

Financial Highlights - Class T

 

Six months ended
May 31, 2008
Years ended November 30,
 
(Unaudited)
2007
2006
2005
2004 H

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.26

$ 13.64

$ 12.17

$ 11.08

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .11

  .17

  .17

  .16

  .13

Net realized and unrealized gain (loss)

  (.35)

  .27

  1.59

  1.09

  1.04

Total from investment operations

  (.24)

  .44

  1.76

  1.25

  1.17

Distributions from net investment income

  (.11)

  (.16)

  (.16)

  (.16)

  (.09)

Distributions from net realized gain

  (.61)

  (.66)

  (.13)

  -

  -

Total distributions

  (.72)

  (.82)

  (.29)

  (.16)

  (.09)

Net asset value, end of period

$ 12.30

$ 13.26

$ 13.64

$ 12.17

$ 11.08

Total Return B, C, D

  (1.88)%

  3.34%

  14.70%

  11.43%

  11.75%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.34% A

  1.32%

  1.35%

  1.38%

  1.45% A

Expenses net of fee waivers, if any

  1.34% A

  1.32%

  1.35%

  1.38%

  1.45% A

Expenses net of all reductions

  1.34% A

  1.32%

  1.35%

  1.35%

  1.42% A

Net investment income (loss)

  1.82% A

  1.27%

  1.31%

  1.38%

  1.43% A

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 133,509

$ 158,962

$ 119,834

$ 79,920

$ 36,526

Portfolio turnover rate G

  108% A

  90%

  125%

  64%

  66% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H For the period December 23, 2003 (commencement of operations) to November 30, 2004.

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

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

Semiannual Report

Financial Highlights - Class B

 

Six months ended
May 31, 2008
Years ended November 30,
 
(Unaudited)
2007
2006
2005
2004 H

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.23

$ 13.61

$ 12.14

$ 11.06

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .08

  .09

  .09

  .09

  .09

Net realized and unrealized gain (loss)

  (.36)

  .28

  1.59

  1.09

  1.03

Total from investment operations

  (.28)

  .37

  1.68

  1.18

  1.12

Distributions from net investment income

  (.07)

  (.09)

  (.08)

  (.10)

  (.06)

Distributions from net realized gain

  (.61)

  (.66)

  (.13)

  -

  -

Total distributions

  (.68)

  (.75)

  (.21)

  (.10)

  (.06)

Net asset value, end of period

$ 12.27

$ 13.23

$ 13.61

$ 12.14

$ 11.06

Total Return B, C, D

  (2.16)%

  2.79%

  14.05%

  10.73%

  11.24%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.91% A

  1.91%

  1.96%

  1.96%

  1.99% A

Expenses net of fee waivers, if any

  1.91% A

  1.91%

  1.96%

  1.95%

  1.95% A

Expenses net of all reductions

  1.91% A

  1.91%

  1.96%

  1.93%

  1.92% A

Net investment income (loss)

  1.25% A

  .67%

  .70%

  .81%

  .92% A

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 32,373

$ 37,288

$ 23,992

$ 19,744

$ 13,457

Portfolio turnover rate G

  108% A

  90%

  125%

  64%

  66% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H For the period December 23, 2003 (commencement of operations) to November 30, 2004.

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

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

Semiannual Report

Financial Highlights - Class C

 

Six months ended
May 31, 2008
Years ended November 30,
 
(Unaudited)
2007
2006
2005
2004 H

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.23

$ 13.61

$ 12.15

$ 11.06

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .08

  .10

  .10

  .10

  .09

Net realized and unrealized gain (loss)

  (.35)

  .27

  1.58

  1.09

  1.03

Total from investment operations

  (.27)

  .37

  1.68

  1.19

  1.12

Distributions from net investment income

  (.08)

  (.09)

  (.09)

  (.10)

  (.06)

Distributions from net realized gain

  (.61)

  (.66)

  (.13)

  -

  -

Total distributions

  (.69)

  (.75)

  (.22)

  (.10)

  (.06)

Net asset value, end of period

$ 12.27

$ 13.23

$ 13.61

$ 12.15

$ 11.06

Total Return B, C, D

  (2.14)%

  2.84%

  14.05%

  10.85%

  11.24%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.86% A

  1.85%

  1.89%

  1.90%

  1.94% A

Expenses net of fee waivers, if any

  1.86% A

  1.85%

  1.89%

  1.90%

  1.94% A

Expenses net of all reductions

  1.86% A

  1.85%

  1.88%

  1.87%

  1.92% A

Net investment income (loss)

  1.30% A

  .74%

  .78%

  .86%

  .93% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 93,152

$ 106,122

$ 75,301

$ 49,713

$ 28,795

Portfolio turnover rate G

  108% A

  90%

  125%

  64%

  66% A

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H For the period December 23, 2003 (commencement of operations) to November 30, 2004.

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

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

Semiannual Report

Financial Highlights - Strategic Dividend and Income

 

Six months ended
May 31, 2008
Years ended November 30,
 
(Unaudited)
2007
2006
2005
2004 G

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.33

$ 13.70

$ 12.22

$ 11.11

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) D

  .14

  .25

  .24

  .22

  .19

Net realized and unrealized gain (loss)

  (.35)

  .27

  1.60

  1.11

  1.04

Total from investment operations

  (.21)

  .52

  1.84

  1.33

  1.23

Distributions from net investment income

  (.14)

  (.23)

  (.23)

  (.22)

  (.12)

Distributions from net realized gain

  (.61)

  (.66)

  (.13)

  -

  -

Total distributions

  (.75)

  (.89)

  (.36)

  (.22)

  (.12)

Net asset value, end of period

$ 12.37

$ 13.33

$ 13.70

$ 12.22

$ 11.11

Total Return B, C

  (1.59)%

  3.92%

  15.33%

  12.08%

  12.32%

Ratios to Average Net Assets E, H

 

 

 

 

Expenses before reductions

  .80% A

  .79%

  .80%

  .82%

  .90% A

Expenses net of fee waivers, if any

  .80% A

  .79%

  .80%

  .82%

  .90% A

Expenses net of all reductions

  .79% A

  .78%

  .79%

  .79%

  .87% A

Net investment income (loss)

  2.36% A

  1.80%

  1.87%

  1.94%

  1.98% A

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 865,711

$ 1,172,143

$ 1,075,348

$ 798,113

$ 476,032

Portfolio turnover rate F

  108% A

  90%

  125%

  64%

  66% A

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period December 23, 2003 (commencement of operations) to November 30, 2004.

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

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

Semiannual Report

Financial Highlights - Institutional Class

 

Six months ended
May 31, 2008
Years ended November 30,
 
(Unaudited)
2007
2006
2005
2004 G

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.31

$ 13.68

$ 12.21

$ 11.11

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) D

  .14

  .24

  .23

  .22

  .19

Net realized and unrealized gain (loss)

  (.35)

  .28

  1.59

  1.10

  1.04

Total from investment operations

  (.21)

  .52

  1.82

  1.32

  1.23

Distributions from net investment income

  (.14)

  (.23)

  (.22)

  (.22)

  (.12)

Distributions from net realized gain

  (.61)

  (.66)

  (.13)

  -

  -

Total distributions

  (.75)

  (.89)

  (.35)

  (.22)

  (.12)

Net asset value, end of period

$ 12.35

$ 13.31

$ 13.68

$ 12.21

$ 11.11

Total Return B, C

  (1.60)%

  3.94%

  15.24%

  11.98%

  12.38%

Ratios to Average Net Assets E, H

 

 

 

 

Expenses before reductions

  .82% A

  .81%

  .82%

  .83%

  .88% A

Expenses net of fee waivers, if any

  .82% A

  .81%

  .82%

  .83%

  .88% A

Expenses net of all reductions

  .81% A

  .80%

  .82%

  .81%

  .85% A

Net investment income (loss)

  2.34% A

  1.78%

  1.84%

  1.93%

  2.00% A

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 35,424

$ 36,369

$ 13,771

$ 9,798

$ 4,973

Portfolio turnover rate F

  108% A

  90%

  125%

  64%

  66%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period December 23, 2003 (commencement of operations) to November 30, 2004.

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

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

Semiannual Report

Notes to Financial Statements

For the period ended May 31, 2008 (Unaudited)

1. Organization.

Fidelity Strategic Dividend & Income Fund (the Fund) is a fund of Fidelity Fixed-Income Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, Strategic Dividend & Income and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

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

Semiannual Report

3. Significant Accounting Policies - continued

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Debt securities, including restricted securities, are valued by independent pricing services or by dealers who make markets in such securities. Pricing services consider yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include monitoring news to identify significant market or security specific events such as changes in the value of U.S. securities markets, monitoring changes in interest rates and credit quality, reviewing developments in foreign markets by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund is subject to the provisions of Statement of Financial Accounting Standards No. 157, "Fair Value Measurements" (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

The three levels of the hierarchy under SFAS 157 are described below:

Level 1

Quoted prices in active markets for identical securities.

Level 2

Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants would use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3

Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

A summary of the inputs used as of May 31, 2008, in valuing the Fund's investments, as well as a reconciliation of assets for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Funds' investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day.

Semiannual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount, certain foreign taxes, partnerships and losses deferred due to wash sales.

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

Unrealized appreciation

$ 163,292,876

 

Unrealized depreciation

(115,124,170)

 

Net unrealized appreciation (depreciation)

$ 48,168,706

 

Cost for federal income tax purposes

$ 1,275,018,256

 

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

Semiannual Report

5. Purchases and Sales of Investments.

Purchases and sales of securities other than short-term securities, aggregated $750,680,626 and $1,039,094,565, respectively.

The Fund realized a gain on the sale of an investment not meeting the investment restrictions of the Fund.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .56% of the Fund's average net assets.

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

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 196,719

$ 16,918

Class T

.25%

.25%

348,002

13,036

Class B

.75%

.25%

166,849

125,357

Class C

.75%

.25%

477,884

144,312

 

 

 

$ 1,189,454

$ 299,623

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

6. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

 

Retained
by FDC

Class A

$ 58,063

Class T

16,734

Class B*

37,304

Class C*

13,408

 

$ 125,509

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

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Strategic & Income Fund shares. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, each class paid the following transfer agent fees:

 

Amount

% of
Average
Net Assets
*

Class A

$ 184,589

.23

Class T

157,091

.23

Class B

49,952

.30

Class C

120,617

.25

Strategic Dividend and Income

881,491

.19

Institutional Class

33,589

.21

 

$ 1,427,329

 

* Annualized

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $24,127 for the period.

Semiannual Report

6. Fees and Other Transactions with Affiliates - continued

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 affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 14,444,000

3.70%

$ 1,485

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $1,504 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $79,387.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $7,688 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $2,097.

During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

 

Class A

$ 190

 

Strategic Dividend and Income

1,114

 

Institutional Class

384

 

 

$ 1,688

 

10. Other.

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

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $27,253, which is recorded in the accompanying Statement of Operations.

Semiannual Report

10. Other - continued

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
May 31,
2008

Year ended
November 30,
2007

From net investment income

 

 

Class A

$ 1,594,504

$ 1,659,834

Class T

1,242,325

1,803,121

Class B

199,619

207,762

Class C

591,447

656,096

Strategic Dividend and Income

11,555,628

20,174,303

Institutional Class

380,130

460,589

Total

$ 15,563,653

$ 24,961,705

From net realized gain

 

 

Class A

$ 7,739,325

$ 3,476,044

Class T

7,183,792

5,864,593

Class B

1,725,962

1,178,860

Class C

4,865,229

3,680,940

Strategic Dividend and Income

52,877,519

52,196,348

Institutional Class

1,650,647

654,684

Total

$ 76,042,474

$ 67,051,469

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Six months ended May 31,
2008

Year ended
November 30, 2007

Six months ended May 31,
2008

Year ended
November 30, 2007

Class A

 

 

 

 

Shares sold

2,371,735

9,202,276

$ 28,862,932

$ 125,609,242

Reinvestment of distributions

668,550

324,134

8,361,987

4,316,521

Shares redeemed

(2,840,388)

(2,115,549)

(34,261,621)

(28,515,536)

Net increase (decrease)

199,897

7,410,861

$ 2,963,298

$ 101,410,227

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

12. Share Transactions - continued

Transactions for each class of shares were as follows:

 

Shares

Dollars

Six months ended May 31,
2008

Year ended
November 30, 2007

Six months ended May 31,
2008

Year ended
November 30, 2007

Class T

 

 

 

 

Shares sold

736,898

5,412,451

$ 8,980,110

$ 73,116,647

Reinvestment of distributions

603,876

515,154

7,556,845

6,807,283

Shares redeemed

(2,473,798)

(2,728,865)

(29,920,191)

(36,971,413)

Net increase (decrease)

(1,133,024)

3,198,740

$ (13,383,236)

$ 42,952,517

Class B

 

 

 

 

Shares sold

250,916

1,488,228

$ 3,073,614

$ 20,168,960

Reinvestment of distributions

126,244

84,796

1,577,150

1,114,512

Shares redeemed

(557,274)

(516,972)

(6,695,912)

(6,968,443)

Net increase (decrease)

(180,114)

1,056,052

$ (2,045,148)

$ 14,315,029

Class C

 

 

 

 

Shares sold

785,758

3,860,667

$ 9,589,956

$ 52,345,524

Reinvestment of distributions

346,831

259,139

4,335,843

3,407,525

Shares redeemed

(1,561,958)

(1,631,836)

(18,849,007)

(22,089,331)

Net increase (decrease)

(429,369)

2,487,970

$ (4,923,208)

$ 33,663,718

Strategic Dividend and Income

 

 

 

Shares sold

5,153,752

40,384,688

$ 62,988,521

$ 548,453,896

Reinvestment of distributions

4,601,777

4,871,099

57,763,846

64,672,261

Shares redeemed

(27,683,263)

(35,835,911)

(334,881,979)

(485,849,599)

Net increase (decrease)

(17,927,734)

9,419,876

$ (214,129,612)

$ 127,276,558

Institutional Class

 

 

 

Shares sold

585,002

2,239,208

$ 7,149,235

$ 30,847,189

Reinvestment of distributions

113,647

40,647

1,424,535

549,750

Shares redeemed

(562,055)

(554,347)

(6,834,513)

(7,534,869)

Net increase (decrease)

136,594

1,725,508

$ 1,739,257

$ 23,862,070

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

Fidelity International Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Citibank, N.A.

New York, NY

ASDII-USAN-0708
1.802530.104

fid3910

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. Investments

(a) Not applicable.

(b) Not applicable

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

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies

Not applicable.

Item 9. Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders

There were no material changes to the procedures by which shareholders may recommend nominees to the Fidelity Fixed-Income Trust's Board of Trustees.

Item 11. Controls and Procedures

(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the Fidelity Fixed-Income Trust's (the "Trust") disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act) provide reasonable assurances that material information relating to the Trust is made known to them by the appropriate persons, based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.

(a)(ii) There was no change in the Trust's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Trust's internal control over financial reporting.

Item 12. Exhibits

(a)

(1)

Not applicable.

(a)

(2)

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

(a)

(3)

Not applicable.

(b)

Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.

SIGNATURES

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

Fidelity Fixed-Income Trust

By:

/s/ John R. Hebble

John R. Hebble

President and Treasurer

Date:

July 29, 2008

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/ John R. Hebble

John R. Hebble

President and Treasurer

Date:

July 29, 2008

By:

/s/Joseph B. Hollis

Joseph B. Hollis

Chief Financial Officer

Date:

July 29, 2008