N-CSR 1 main.htm

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

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-2105

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

245 Summer St., Boston, Massachusetts 02210
(Address of principal executive offices)       (Zip code)

Scott C. Goebel, Secretary

245 Summer St.

Boston, Massachusetts 02210
(Name and address of agent for service)

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

Date of fiscal year end:

September 30

 

 

Date of reporting period:

September 30, 2013

Item 1. Reports to Stockholders

Fidelity®

Strategic Real Return

Fund

Annual Report

September 30, 2013

(Fidelity Cover Art)


Contents

Performance

(Click Here)

How the fund has done over time.

Management's Discussion of Fund Performance

(Click Here)

The Portfolio Manager's review of fund performance and strategy.

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.

Report of Independent Registered Public Accounting Firm

(Click Here)

 

Trustees and Officers

(Click Here)

 

Distributions

(Click Here)

 

Board Approval of Investment Advisory Contracts and Management Fees

(Click Here)

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults 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. © 2013 FMR LLC. All rights reserved.

Annual Report

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, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report


Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended September 30, 2013

Past 1
year

Past 5
years

Life of
fund
A

Fidelity® Strategic Real Return Fund

-2.41%

4.74%

3.63%

A From September 7, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Strategic Real Return Fund, a class of the fund, on September 7, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Barclays® U.S. Treasury Inflation-Protected Securities (TIPS) Index (Series-L) performed over the same period.

bmh747960

Annual Report


Management's Discussion of Fund Performance

Market Recap: The global economic recovery pushed on during the 12-month period ending September 30, 2013, as accommodative monetary policies helped stimulate incremental growth in several key markets. Uncertainty during the summer over when the U.S. Federal Reserve may begin tapering its sustaining bond-buying program and the potential for a U.S.-led military strike on Syria, as well as the near-term possibility of a government shutdown and a contentious debt-ceiling battle in Washington, couldn't quell investors' upbeat sentiment and willingness to take on more risk in pursuit of higher returns. Among the asset classes that constitute the Fidelity Strategic Real Return Composite IndexSM, floating-rate bank debt gained the most over the past year, with the S&P®/LSTA Leveraged Performing Loan Index rising 5.07%. Demand for riskier assets also buoyed real estate equities, which posted a 4.78% gain, according to the Dow Jones U.S. Select Real Estate Securities IndexSM. However, real estate fixed-income securities struggled to stay positive, as bonds of all types struggled amid Fed tapering concerns, and The BofA Merrill LynchSM US Real Estate Index returned only 0.77%. Government-issued inflation-linked bonds and commodities faced stiff headwinds as well, as reflected in the -6.10% and -14.35% returns of the Barclays® U.S. Treasury Inflation-Protected Securities (TIPS) Index (Series-L) and the Dow Jones-UBS Commodity Index Total ReturnSM, respectively.

Comments from Joanna Bewick, Lead Portfolio Manager of Fidelity® Strategic Real Return Fund: For the year, the fund's Retail Class shares returned -2.41%, outpacing both the Fidelity Strategic Real Return Composite IndexSM and the Barclays® U.S. Treasury Inflation-Protected Securities (TIPS) Index (Series-L). On an absolute basis, the fund was dragged down mainly by its exposure to commodities, which suffered from lackluster demand, and TIPS, hurt by rising interest rates and diminished inflation expectations. From a relative perspective, our asset allocation decisions, in aggregate, benefited performance. We overweighted real estate income and underweighted real estate equities. While our overweighting here was a big positive, our lighter-than-benchmark stake in the outperforming real estate equities sleeve offset much of the gain. Our decision to underweight commodities also helped. Results were primarily driven by security selection within the fund's real estate income and floating-rate bank-loan securities subportfolios. Selection in the real estate income sleeve made by far the largest contribution to the fund's relative results and had the biggest absolute return.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report


Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (April 1, 2013 to September 30, 2013).

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.

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.

Annual Report

 

Annualized
Expense Ratio
B

Beginning
Account Value
April 1, 2013

Ending
Account Value
September 30, 2013

Expenses Paid
During Period
*
April 1, 2013
to September 30, 2013

Class A

1.04%

 

 

 

Actual

 

$ 1,000.00

$ 961.00

$ 5.11

HypotheticalA

 

$ 1,000.00

$ 1,019.85

$ 5.27

Class T

1.05%

 

 

 

Actual

 

$ 1,000.00

$ 960.00

$ 5.16

HypotheticalA

 

$ 1,000.00

$ 1,019.80

$ 5.32

Class B

1.74%

 

 

 

Actual

 

$ 1,000.00

$ 957.40

$ 8.54

HypotheticalA

 

$ 1,000.00

$ 1,016.34

$ 8.80

Class C

1.80%

 

 

 

Actual

 

$ 1,000.00

$ 957.00

$ 8.83

HypotheticalA

 

$ 1,000.00

$ 1,016.04

$ 9.10

Strategic Real Return

.75%

 

 

 

Actual

 

$ 1,000.00

$ 962.70

$ 3.69

HypotheticalA

 

$ 1,000.00

$ 1,021.31

$ 3.80

Institutional Class

.82%

 

 

 

Actual

 

$ 1,000.00

$ 962.30

$ 4.03

HypotheticalA

 

$ 1,000.00

$ 1,020.96

$ 4.15

A 5% return per year before expenses

B Annualized expense ratio reflects expenses net of applicable fee waivers.

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period). The fees and expenses of the underlying Fidelity Central Funds in which the Fund invests are not included in the Fund's annualized expense ratio.

In addition to the expenses noted above, the Fund also indirectly bears its proportional share of the expenses of the underlying Fidelity Central Funds. Annualized expenses of the underlying non-money market Fidelity Central Funds as of their most recent fiscal half year ranged from less than .01% to .05%.

Annual Report


Investment Changes (Unaudited)

The information in the Quality Diversification and Asset Allocation tables is based on the combined investments of the Fund and its pro-rata share of investments of each Fidelity Central Fund other than the Commodity Strategy and Money Market Central Funds.

Holdings Distribution (% of fund's net assets)

 

As of
September 30,
2013

As of
March 31,
2013

Commodity Related Investments*

23.4%

23.7%

Inflation-Protected Investments

27.7%

28.9%

Floating Rate High Yield**

27.1%

25.2%

Real Estate Related Investments

21.1%

21.0%

Cash & Cash Equivalents

0.8%

1.1%

* Represents investment in Fidelity Commodity Strategy Central Fund.

** Represents investment in Fidelity Floating Rate Central Fund.

Quality Diversification (% of fund's net assets)

As of September 30, 2013

As of March 31, 2013

bmh747962

U.S. Government and
U.S. Government
Agency Obligations 27.7%

 

bmh747962

U.S. Government and
U.S. Government
Agency Obligations 28.9%

 

bmh747965

AAA 0.2%

 

bmh747965

AAA 0.0%

 

bmh747968

AA 0.2%

 

bmh747968

AA 0.3%

 

bmh747971

A 0.4%

 

bmh747971

A 0.4%

 

bmh747974

BBB 1.2%

 

bmh747974

BBB 1.0%

 

bmh747977

BB and Below 25.5%

 

bmh747977

BB and Below 22.8%

 

bmh747980

Not Rated 4.0%

 

bmh747980

Not Rated 4.8%

 

bmh747983

Equities 38.6%

 

bmh747983

Equities†† 39.0%

 

bmh747986

Short-Term
Investments and
Net Other Assets 2.2%

 

bmh747986

Short-Term
Investments and
Net Other Assets 2.8%

 

bmh747989

We have used ratings from Moody's Investors Service, Inc. Where Moody's® ratings are not available, we have used S&P® ratings. All ratings are as of the date indicated and do not reflect subsequent changes.

Includes investment in Fidelity Commodity Strategy Central Fund of 23.4%

†† Includes investment in Fidelity Commodity Strategy Central Fund of 23.7%

Annual Report

Investment Changes (Unaudited) - continued

Asset Allocation (% of fund's net assets)

As of September 30, 2013*

As of March 31, 2013**

bmh747962

Stocks 15.2%

 

bmh747962

Stocks 15.3%

 

bmh747968

U.S. Government and
U.S. Government
Agency Obligations 27.7%

 

bmh747968

U.S. Government and
U.S. Government
Agency Obligations 28.9%

 

bmh747971

Corporate Bonds 3.1%

 

bmh747971

Corporate Bonds 3.2%

 

bmh747974

Asset-Backed
Securities 1.0%

 

bmh747974

Asset-Backed
Securities 0.9%

 

bmh747977

Floating Rate
Loans 25.6%

 

bmh747977

Floating Rate
Loans 23.3%

 

bmh747980

CMOs and Other Mortgage Related Securities 1.8%

 

bmh747980

CMOs and Other Mortgage Related Securities 1.9%

 

bmh747983

Other Investments 23.4%

 

bmh747983

Other Investments†† 23.7%

 

bmh747986

Short-Term
Investments and
Net Other Assets (Liabilities) 2.2%

 

bmh747986

Short-Term
Investments and
Net Other Assets (Liabilities) 2.8%

 

* Foreign investments

4.0%

 

** Foreign investments

3.9%

 

* U.S. Treasury Inflation-Indexed Securities

27.7%

 

** U.S. Treasury Inflation-Indexed Securities

28.9%

 

bmh748007

Includes investment in Fidelity Commodity Strategy Central Fund of 23.4%

†† Includes investment in Fidelity Commodity Strategy Central Fund of 23.7%

An unaudited holdings listing for the Fund, which presents direct holdings as well as the pro-rata share of any securities and other investments held indirectly through its underlying Fidelity Central Funds, other than the Commodity Strategy and Money Market Central Funds, is available at fidelity.com and/or advisor.fidelity.com, as applicable.

Annual Report


Investments September 30, 2013

Showing Percentage of Net Assets

Corporate Bonds - 2.3%

 

Principal Amount (e)

Value

Convertible Bonds - 0.3%

CONSUMER DISCRETIONARY - 0.0%

Hotels, Restaurants & Leisure - 0.0%

Morgans Hotel Group Co. 2.375% 10/15/14

$ 125,000

$ 122,656

FINANCIALS - 0.3%

Diversified Financial Services - 0.0%

IAS Operating Partnership LP 5% 3/15/18 (g)

590,000

550,175

Real Estate Investment Trusts - 0.3%

Annaly Capital Management, Inc. 5% 5/15/15

700,000

713,125

CapLease, Inc. 7.5% 10/1/27 (g)

1,042,000

1,042,000

Northstar Realty Finance LP 5.375% 6/15/33 (g)

600,000

612,540

Redwood Trust, Inc. 4.625% 4/15/18

500,000

528,150

Starwood Property Trust, Inc. 4% 1/15/19

500,000

519,063

 

3,414,878

Real Estate Management & Development - 0.0%

Forest City Enterprises, Inc. 3.625% 8/15/20 (g)

550,000

558,938

Grubb & Ellis Co. 7.95% 5/1/15 (d)(g)

360,000

720

 

559,658

TOTAL FINANCIALS

4,524,711

TOTAL CONVERTIBLE BONDS

4,647,367

Nonconvertible Bonds - 2.0%

CONSUMER DISCRETIONARY - 0.5%

Hotels, Restaurants & Leisure - 0.1%

Paris Las Vegas Holding LLC/Harrah's Las Vegas LLC/Flamingo Las Vegas Holdings, Inc. 8% 10/1/20 (g)(h)

250,000

247,188

Times Square Hotel Trust 8.528% 8/1/26 (g)

577,535

740,203

 

987,391

Household Durables - 0.4%

Brookfield Residential Properties, Inc./Brookfield Residential U.S. Corp. 6.125% 7/1/22 (g)

120,000

117,600

D.R. Horton, Inc. 6.5% 4/15/16

189,000

206,010

Corporate Bonds - continued

 

Principal Amount (e)

Value

Nonconvertible Bonds - continued

CONSUMER DISCRETIONARY - continued

Household Durables - continued

KB Home:

5.875% 1/15/15

$ 284,000

$ 295,360

8% 3/15/20

140,000

151,200

9.1% 9/15/17

550,000

633,875

Lennar Corp.:

4.125% 12/1/18

260,000

248,300

5.6% 5/31/15

284,000

300,827

M/I Homes, Inc. 8.625% 11/15/18

1,181,000

1,269,575

Meritage Homes Corp. 7% 4/1/22

470,000

498,200

Ryland Group, Inc. 8.4% 5/15/17

129,000

148,673

Standard Pacific Corp.:

8.375% 5/15/18

1,458,000

1,647,540

10.75% 9/15/16

301,000

359,695

William Lyon Homes, Inc. 8.5% 11/15/20

190,000

200,450

 

6,077,305

TOTAL CONSUMER DISCRETIONARY

7,064,696

FINANCIALS - 1.4%

Diversified Financial Services - 0.1%

Cantor Commercial Real Estate Co. LP/CCRE Finance Corp. 7.75% 2/15/18 (g)

220,000

223,850

Icahn Enterprises LP/Icahn Enterprises Finance Corp. 7.75% 1/15/16

508,000

524,510

 

748,360

Real Estate Investment Trusts - 0.8%

Camden Property Trust 5% 6/15/15

265,000

281,749

Commercial Net Lease Realty, Inc. 6.15% 12/15/15

214,000

236,036

Developers Diversified Realty Corp.:

7.5% 7/15/18

563,000

670,558

9.625% 3/15/16

526,000

623,986

DuPont Fabros Technology LP 5.875% 9/15/21 (g)

300,000

300,000

Equity One, Inc.:

5.375% 10/15/15

95,000

102,482

6% 9/15/16

189,000

210,977

6.25% 1/15/17

189,000

210,916

Health Care Property Investors, Inc.:

6% 3/1/15

284,000

303,094

Corporate Bonds - continued

 

Principal Amount (e)

Value

Nonconvertible Bonds - continued

FINANCIALS - continued

Real Estate Investment Trusts - continued

Health Care Property Investors, Inc.: - continued

6.3% 9/15/16

$ 900,000

$ 1,017,897

7.072% 6/8/15

95,000

104,300

Healthcare Realty Trust, Inc.:

3.75% 4/15/23

177,000

164,689

6.5% 1/17/17

119,000

133,554

Highwoods/Forsyth LP 5.85% 3/15/17

607,000

668,109

Hospitality Properties Trust:

5.625% 3/15/17

292,000

317,491

6.7% 1/15/18

189,000

212,063

7.875% 8/15/14

95,000

97,443

iStar Financial, Inc.:

5.875% 3/15/16

1,954,000

2,061,470

6.05% 4/15/15

618,000

644,265

7.125% 2/15/18

265,000

284,213

9% 6/1/17

395,000

448,325

Lexington Corporate Properties Trust 4.25% 6/15/23 (g)

500,000

484,048

MPT Operating Partnership LP/MPT Finance Corp. 6.375% 2/15/22

170,000

172,125

National Retail Properties, Inc. 6.875% 10/15/17

379,000

440,580

Omega Healthcare Investors, Inc. 7.5% 2/15/20

189,000

205,538

Potlatch Corp. 7.5% 11/1/19

189,000

209,790

ProLogis LP 7.625% 7/1/17

297,000

345,980

Reckson Operating Partnership LP/SL Green Realty Corp./SL Green Operating Partnership LP 7.75% 3/15/20

189,000

223,315

Senior Housing Properties Trust 6.75% 4/15/20

134,000

146,685

United Dominion Realty Trust, Inc.:

5.25% 1/15/15

95,000

99,658

5.25% 1/15/16

189,000

203,403

 

11,624,739

Real Estate Management & Development - 0.2%

Brandywine Operating Partnership LP:

5.4% 11/1/14

284,000

296,636

6% 4/1/16

189,000

207,326

7.5% 5/15/15

95,000

104,099

CB Richard Ellis Services, Inc. 5% 3/15/23

270,000

253,125

Colonial Properties Trust 6.25% 6/15/14

302,000

313,090

Colonial Realty LP 6.05% 9/1/16

284,000

316,656

Corporate Bonds - continued

 

Principal Amount (e)

Value

Nonconvertible Bonds - continued

FINANCIALS - continued

Real Estate Management & Development - continued

First Industrial LP 5.75% 1/15/16

$ 189,000

$ 200,491

Howard Hughes Corp. 6.875% 10/1/21 (g)

345,000

347,156

Kennedy-Wilson, Inc. 8.75% 4/1/19

590,000

637,200

Regency Centers LP 5.875% 6/15/17

114,000

127,021

Ventas Realty LP/Ventas Capital Corp. 4% 4/30/19

141,000

147,931

 

2,950,731

Thrifts & Mortgage Finance - 0.3%

Wrightwood Capital LLC 1.9% 4/20/20 (d)

4,639,067

4,175,160

TOTAL FINANCIALS

19,498,990

HEALTH CARE - 0.1%

Health Care Equipment & Supplies - 0.0%

Aviv Healthcare Properties LP/Aviv Healthcare Capital Corp. 7.75% 2/15/19

195,000

209,138

Health Care Providers & Services - 0.1%

Sabra Health Care LP/Sabra Capital Corp. 8.125% 11/1/18

532,000

571,900

TOTAL HEALTH CARE

781,038

INDUSTRIALS - 0.0%

Industrial Conglomerates - 0.0%

Ladder Capital Finance Holdings LLLP/Ladder Capital Finance Corp. 7.375% 10/1/17

165,000

172,631

MATERIALS - 0.0%

Paper & Forest Products - 0.0%

Plum Creek Timberlands LP 5.875% 11/15/15

379,000

414,322

TOTAL NONCONVERTIBLE BONDS

27,931,677

TOTAL CORPORATE BONDS

(Cost $31,321,382)


32,579,044

U.S. Treasury Inflation Protected Obligations - 27.7%

 

U.S. Treasury Inflation-Indexed Bonds:

0.625% 2/15/43

3,759,237

3,087,860

U.S. Treasury Inflation Protected Obligations - continued

 

Principal Amount (e)

Value

U.S. Treasury Inflation-Indexed Bonds: - continued

0.75% 2/15/42

$ 8,373,618

$ 7,181,031

1.75% 1/15/28

7,666,878

8,598,878

2% 1/15/26

11,425,539

13,200,965

2.125% 2/15/40

5,175,712

6,131,195

2.125% 2/15/41

7,314,225

8,678,781

2.375% 1/15/25

11,523,693

13,771,712

2.375% 1/15/27

13,651,960

16,449,546

2.5% 1/15/29

6,025,344

7,417,060

3.625% 4/15/28

6,314,261

8,742,290

3.875% 4/15/29

9,452,093

13,572,988

U.S. Treasury Inflation-Indexed Notes:

0.125% 4/15/16

15,987,436

16,418,345

0.125% 4/15/17

12,392,823

12,789,294

0.125% 4/15/18

6,821,010

7,032,570

0.125% 1/15/22

16,461,517

16,271,830

0.125% 7/15/22

15,795,379

15,574,496

0.125% 1/15/23

18,418,400

17,932,044

0.375% 7/15/23

11,844,368

11,791,625

0.5% 4/15/15

10,570,867

10,807,887

0.625% 7/15/21

9,505,008

9,903,401

1.125% 1/15/21

14,709,496

15,848,908

1.25% 7/15/20

21,413,631

23,450,426

1.375% 7/15/18

5,349,089

5,877,728

1.375% 1/15/20

12,625,611

13,860,055

1.625% 1/15/15

9,576,384

9,904,078

1.625% 1/15/18

3,436,492

3,780,275

1.875% 7/15/15

12,684,223

13,400,184

1.875% 7/15/19

14,501,235

16,442,472

2% 1/15/16

7,808,864

8,356,094

2.125% 1/15/19

6,397,440

7,267,594

2.375% 1/15/17

8,345,696

9,263,071

2.5% 7/15/16

20,393,425

22,520,398

2.625% 7/15/17

9,718,725

11,037,585

TOTAL U.S. TREASURY INFLATION PROTECTED OBLIGATIONS

(Cost $383,248,809)


386,362,666

Asset-Backed Securities - 1.0%

 

Principal Amount (e)

Value

Anthracite CDO III Ltd./Anthracite CDO III Corp. Series 2004-1A Class A, 0.5393% 3/23/19 (g)(i)

$ 61,168

$ 61,168

Capital Trust RE CDO Ltd./Capital Trust RE CDO Corp. Series 2005-3A Class A2, 5.16% 6/25/35 (g)

100,692

101,699

CapitalSource Real Estate Loan Trust Series 2006-1A Class A2A, 0.5186% 1/20/37 (g)(i)

126,051

121,009

CapLease CDO Ltd. Series 2005-1A Class A, 4.926% 1/29/40 (g)

1,069,411

1,058,717

CBRE Realty Finance CDO LLC Series 2007-1A Class A1, 0.5209% 4/7/52 (g)(i)

257,802

244,912

Conseco Finance Securitizations Corp.:

Series 2002-1 Class M2, 9.546% 12/1/33

284,000

268,449

Series 2002-2 Class M2, 9.163% 3/1/33 (i)

474,000

413,394

Crest Clarendon Street Ltd./Crest Clarendon Corp. Series 2002-1A Class D, 9% 12/28/35 (g)

546,580

360,743

Crest Dartmouth Street Ltd./Crest Dartmouth Street Corp. Series 2003-1A Class D, 9% 6/28/38 (g)

874,203

655,653

Deutsche Financial Capital Securitization LLC Series 1997-I Class M, 7.275% 9/15/27

379,490

363,690

Fairfield Street Solar Corp. Series 2004-1A Class E1, 3.6271% 11/28/39 (g)(i)

916,845

27,505

Guggenheim Structured Real Estate Funding Ltd. Series 2006-3 Class E, 1.8289% 9/25/46 (g)(i)

750,000

627,750

Lehman ABS Manufactured Housing Contract Trust Series 2001-B Class M2, 7.17% 4/15/40

775,772

379,659

Merit Securities Corp. Series 13 Class M1, 7.8759% 12/28/33 (i)

1,900,000

2,030,676

N-Star Real Estate CDO Ltd. Series 1A:

Class B1, 1.9371% 8/28/38 (g)(i)

613,502

604,299

Class C1B, 7.696% 8/28/38 (g)

1,211,876

1,042,214

Residential Asset Securities Corp. Series 2003-KS10 Class MI3, 6.41% 12/25/33

54,280

21,794

Taberna Preferred Funding III Ltd. Series 2005-3A Class D, 2.9156% 2/5/36 (g)(i)

310,048

31

Wachovia Ltd./Wachovia LLC:

Series 2006-1 Class 1ML, 0.9993% 9/25/26 (g)(i)

568,000

376,300

Series 2006-1A:

Class A1A, 0.5106% 9/25/26 (g)(i)

101,682

101,560

Class A1B, 0.5806% 9/25/26 (g)(i)

609,000

567,162

Class B, 0.6106% 9/25/26 (g)(i)

400,000

384,000

Class C, 0.7806% 9/25/26 (g)(i)

750,000

707,850

Class F, 1.4006% 9/25/26 (g)(i)

556,000

494,173

Class G, 1.6006% 9/25/26 (g)(i)

306,000

271,208

Class H, 1.9006% 9/25/26 (g)(i)

814,000

718,355

Asset-Backed Securities - continued

 

Principal Amount (e)

Value

Wrightwood Capital Real Estate CDO Ltd. Series 2005-1A:

Class A1, 0.5831% 11/21/40 (g)(i)

$ 1,977,086

$ 1,838,690

Class F, 2.2131% 11/21/40 (g)(i)

1,500,000

300,000

TOTAL ASSET-BACKED SECURITIES

(Cost $14,908,176)


14,142,660

Collateralized Mortgage Obligations - 0.1%

 

Private Sponsor - 0.1%

COMM pass-thru certificates Series 2007-FL14 Class AJ, 0.3623% 6/15/22 (g)(i)

268,119

264,286

Countrywide Home Loans, Inc. Series 2003-J15:

Class B3, 4.6971% 1/25/19 (g)(i)

23,736

10,202

Class B4, 4.6971% 1/25/19 (g)(i)

47,473

16,835

FREMF Mortgage Trust:

Series 2010-K6 Class B, 5.5328% 12/25/46 (g)(i)

189,000

198,775

Series 2010-K7 Class B, 5.6189% 4/25/20 (g)(i)

95,000

100,301

Merrill Lynch Mortgage Investors Trust Series 1998-C3 Class F, 6% 12/15/30 (g)

57,068

60,049

TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS

(Cost $557,454)


650,448

Commercial Mortgage Securities - 1.7%

 

ACGS Series 2004-1 Class P, 7.4605% 8/1/19 (l)

1,141,158

1,126,180

Banc of America Commercial Mortgage Trust Series 2005-1 Class CJ, 5.4648% 11/10/42 (i)

275,000

290,938

Banc of America Large Loan Trust floater Series 2010-HLTN Class HLTN, 2.482% 11/15/15 (g)(i)

2,403,199

2,407,054

Banc of America Large Loan, Inc. floater Series 2005-MIB1 Class K, 2.1823% 3/15/22 (g)(i)

90,411

61,489

Banc of America REMIC Trust Series 2012-CLMZ Class A, 7.6823% 8/15/17 (g)(i)

210,000

216,132

Bear Stearns Commercial Mortgage Securities, Inc. Series 2006-PW11 Class AJ, 5.6105% 3/11/39 (i)

568,000

588,021

CGBAM Commercial Mortgage Trust Series 2013-D Class D, 3.0341% 5/15/30 (g)(i)

250,000

248,090

Chase Commercial Mortgage Securities Corp. Series 1998-1 Class H, 6.34% 5/18/30 (g)

379,000

345,036

Citigroup Commercial Mortgage Trust Series 2013-GC15 Class D, 5.107% 9/10/46 (i)

250,000

215,625

Commercial Mortgage Securities - continued

 

Principal Amount (e)

Value

Claregold Trust Series 2007-2A:

Class F, 5.01% 5/15/44 (g)(i)

CAD

1,605,000

$ 1,385,079

Class G, 5.01% 5/15/44 (g)(i)

CAD

351,000

286,726

Class H, 5.01% 5/15/44 (g)(i)

CAD

235,000

167,713

Class J, 5.01% 5/15/44 (g)(i)

CAD

235,000

159,375

Class K, 5.01% 5/15/44 (g)(i)

CAD

118,000

68,908

Class L, 5.01% 5/15/44 (g)(i)

CAD

421,000

223,140

Class M, 5.01% 5/15/44 (g)(i)

CAD

1,927,737

929,461

COMM Mortgage Trust Series 2013-CR10 Class D, 4.958% 8/10/46 (g)(i)

$ 200,000

172,097

COMM Mortgage Trust pass-thru certificates Series 2005-LP5 Class F, 5.4657% 5/10/43 (g)(i)

200,000

208,500

COMM pass-thru certificates floater Series 2006-FL12 Class AJ, 0.3123% 12/15/20 (g)(i)

112,833

111,550

Credit Suisse First Boston Mortgage Securities Corp. Series 1998-C2 Class F, 6.75% 11/15/30 (g)

173,228

180,000

DBUBS Mortgage Trust Series 2011-LC1A Class E, 5.7284% 11/10/46 (g)(i)

580,000

559,753

Deutsche Mortgage & Asset Receiving Corp. Series 1998-C1 Class J, 6.22% 6/15/31

156,517

156,382

DLJ Commercial Mortgage Corp. Series 1998-CG1 Class B4, 7.4013% 6/10/31 (g)(i)

32,390

32,401

Extended Stay America Trust Series 2013-ESHM Class M, 7.625% 12/5/19 (g)

530,000

542,207

Freddie Mac pass-thru certificates:

Series K011 Class X3, 2.6621% 12/25/43 (i)(k)

1,156,048

172,063

Series K012 Class X3, 2.3659% 1/25/41 (i)(k)

665,148

88,469

Series K013 Class X3, 2.8849% 1/25/43 (i)(k)

1,124,000

183,331

G-Force LLC sequential payer Series 2005-RRA Class A2, 4.83% 8/22/36 (g)

200,579

202,344

GMAC Commercial Mortgage Securities, Inc.:

Series 1997-C2 Class G, 6.75% 4/15/29 (i)

173,129

191,969

Series 1999-C3 Class J, 6.974% 8/15/36 (g)

516,000

532,968

Series 2000-C1 Class K, 7% 3/15/33

32,362

23,886

GS Mortgage Securities Corp. II:

floater Series 2007-EOP Class L, 5.4585% 3/6/20 (g)(i)

530,000

529,531

Series 2012-GCJ7:

Class C, 5.9065% 5/10/45 (i)

500,000

522,853

Class D, 5.9065% 5/10/45 (g)(i)

500,000

475,696

JPMorgan Chase Commercial Mortgage Securities Corp.:

Series 2009-IWST Class D, 7.6935% 12/5/27 (g)(i)

641,000

725,108

Series 2010-CNTM Class MZ, 8.5% 8/5/20 (g)

1,000,000

1,063,096

Commercial Mortgage Securities - continued

 

Principal Amount (e)

Value

JPMorgan Chase Commercial Mortgage Securities Corp.: - continued

Series 2010-CNTR Class D, 6.3899% 8/5/32 (g)(i)

$ 284,000

$ 310,664

LB Commercial Conduit Mortgage Trust Series 1998-C4 Class G, 5.6% 10/15/35 (g)

61,091

61,866

LB-UBS Commercial Mortgage Trust Series 2006-C4 Class AJ, 6.0813% 6/15/38 (i)

589,000

607,893

LStar Commercial Mortgage Trust Series 2011-1:

Class B, 5.521% 6/25/43 (g)(i)

443,000

457,766

Class D, 5.521% 6/25/43 (g)(i)

365,500

360,601

Mach One Trust LLC Series 2004-1A Class H, 6.3196% 5/28/40 (g)(i)

120,000

121,754

Mezz Capital Commercial Mortgage Trust:

sequential payer Series 2004-C2 Class A, 5.318% 10/15/40 (g)

566,854

504,500

Series 2005-C3 Class D, 7.7% 5/15/44 (g)

600,000

60

Morgan Stanley Capital I Trust:

sequential payer Series 2006-HQ10 Class AM, 5.36% 11/12/41

881,000

966,554

Series 1997-RR Class F, 7.4021% 4/30/39 (g)(i)

44,296

44,296

Series 1998-CF1 Class G, 7.35% 7/15/32 (g)

385,402

291,641

Series 2006-IQ12 Class AMFX, 5.37% 12/15/43

758,000

826,204

Series 2011-C2:

Class D, 5.4932% 6/15/44 (g)(i)

358,000

359,958

Class E, 5.4932% 6/15/44 (g)(i)

454,000

426,772

Class F, 5.4932% 6/15/44 (g)(i)

343,000

278,839

Class XB, 0.5388% 6/15/44 (g)(i)(k)

12,067,221

402,237

NationsLink Funding Corp. Series 1999-SL Class X, 11/10/30 (k)

6,882

6,917

Providence Place Group Ltd. Partnership Series 2000-C1 Class A2, 7.75% 7/20/28 (g)

230,537

287,364

TimberStar Trust I Series 2006-1 Class F, 7.5296% 10/15/36 (g)

474,000

484,756

UBS Commercial Mortgage Trust Series 2007-FL1 Class F, 0.7573% 7/15/24 (g)(i)

341,000

306,252

Wachovia Bank Commercial Mortgage Trust:

Series 2004-C10 Class E, 4.931% 2/15/41

379,000

381,480

Series 2004-C12 Class D, 5.4788% 7/15/41 (i)

426,000

436,105

Series 2004-C14 Class B, 5.17% 8/15/41

632,000

648,986

WF-RBS Commercial Mortgage Trust Series 2013-C11 Class E, 4.3242% 3/15/45 (g)(i)

220,000

161,904

TOTAL COMMERCIAL MORTGAGE SECURITIES

(Cost $22,888,085)


24,128,540

Common Stocks - 13.2%

Shares

Value

CONSUMER DISCRETIONARY - 0.6%

Household Durables - 0.6%

NVR, Inc. (a)

100

$ 91,919

Stanley Martin Communities LLC Class B (a)

6,300

8,789,949

 

8,881,868

FINANCIALS - 12.3%

Capital Markets - 0.0%

Ellington Financial LLC

11,400

256,158

Real Estate Investment Trusts - 12.1%

Acadia Realty Trust (SBI)

186,790

4,609,977

Alexandria Real Estate Equities, Inc.

56,335

3,596,990

American Campus Communities, Inc.

8,400

286,860

American Residential Properties, Inc. (a)

28,600

503,646

American Tower Corp.

17,000

1,260,210

Anworth Mortgage Asset Corp.

63,600

307,188

Apartment Investment & Management Co. Class A

50,800

1,419,352

Arbor Realty Trust, Inc.

42,100

285,438

Associated Estates Realty Corp. (f)

21,800

325,038

AvalonBay Communities, Inc.

42,059

5,345,278

BioMed Realty Trust, Inc.

35,300

656,227

Blackstone Mortgage Trust, Inc.

2,500

62,975

Boardwalk (REIT)

4,100

229,310

Boston Properties, Inc.

61,901

6,617,217

Camden Property Trust (SBI)

63,814

3,920,732

CBL & Associates Properties, Inc.

142,169

2,715,428

Cedar Shopping Centers, Inc.

136,003

704,496

Chambers Street Properties (f)

30,091

264,199

Chesapeake Lodging Trust

149,666

3,523,138

Coresite Realty Corp.

35,300

1,198,082

Cousins Properties, Inc.

298,000

3,066,420

CYS Investments, Inc.

72,180

586,823

DCT Industrial Trust, Inc.

47,827

343,876

DiamondRock Hospitality Co.

22,882

244,151

Douglas Emmett, Inc.

115,809

2,718,037

DuPont Fabros Technology, Inc.

40,200

1,035,954

Dynex Capital, Inc.

68,000

596,360

EastGroup Properties, Inc.

8,900

526,969

Equity Lifestyle Properties, Inc.

133,113

4,548,471

Equity One, Inc.

133,626

2,921,064

Equity Residential (SBI)

73,913

3,959,519

Essex Property Trust, Inc.

32,858

4,853,127

Excel Trust, Inc.

71,728

860,736

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Real Estate Investment Trusts - continued

Extra Space Storage, Inc.

4,300

$ 196,725

First Industrial Realty Trust, Inc.

90,400

1,470,808

First Potomac Realty Trust

85,420

1,073,729

General Growth Properties, Inc.

104,941

2,024,312

Glimcher Realty Trust

343,609

3,350,188

Hatteras Financial Corp.

17,900

334,909

HCP, Inc.

100,213

4,103,722

Health Care REIT, Inc.

44,575

2,780,589

Highwoods Properties, Inc. (SBI)

10,300

363,693

Home Properties, Inc.

51,400

2,968,350

Host Hotels & Resorts, Inc.

154,781

2,734,980

Kite Realty Group Trust

121,933

723,063

LaSalle Hotel Properties (SBI)

30,700

875,564

Lexington Corporate Properties Trust

150,800

1,693,484

LTC Properties, Inc.

16,500

626,670

MFA Financial, Inc.

499,266

3,719,532

Mid-America Apartment Communities, Inc.

51,864

3,241,500

Monmouth Real Estate Investment Corp. Class A

15,500

140,585

National Retail Properties, Inc.

6,500

206,830

Newcastle Investment Corp.

111,900

628,878

NorthStar Realty Finance Corp.

127,500

1,183,200

Piedmont Office Realty Trust, Inc. Class A

160,900

2,793,224

Prologis, Inc.

261,368

9,832,664

Public Storage

61,334

9,847,174

Redwood Trust, Inc.

28,400

559,196

Retail Properties America, Inc.

96,900

1,332,375

Select Income (REIT)

16,966

437,723

Senior Housing Properties Trust (SBI)

32,300

753,882

Simon Property Group, Inc.

121,373

17,991,120

SL Green Realty Corp.

69,519

6,176,068

Stag Industrial, Inc.

34,500

694,140

Summit Hotel Properties, Inc.

25,400

233,426

Sun Communities, Inc.

21,050

897,151

Sunstone Hotel Investors, Inc.

124,918

1,591,455

Terreno Realty Corp.

63,100

1,120,656

Two Harbors Investment Corp.

54,500

529,195

Ventas, Inc.

194,547

11,964,641

Vornado Realty Trust

15,847

1,332,099

Washington REIT (SBI)

17,600

444,752

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Real Estate Investment Trusts - continued

Weyerhaeuser Co.

59,371

$ 1,699,792

WP Carey, Inc. (f)

6,300

407,610

 

169,172,942

Real Estate Management & Development - 0.2%

Forest City Enterprises, Inc. Class A (a)

77,031

1,458,967

Kennedy-Wilson Holdings, Inc.

28,000

519,680

 

1,978,647

Thrifts & Mortgage Finance - 0.0%

Home Loan Servicing Solutions Ltd.

6,900

151,869

TOTAL FINANCIALS

171,559,616

HEALTH CARE - 0.3%

Health Care Providers & Services - 0.3%

Brookdale Senior Living, Inc. (a)

82,072

2,158,494

Emeritus Corp. (a)

118,031

2,187,114

 

4,345,608

TOTAL COMMON STOCKS

(Cost $192,542,441)


184,787,092

Preferred Stocks - 1.7%

 

 

 

 

Convertible Preferred Stocks - 0.2%

FINANCIALS - 0.2%

Real Estate Investment Trusts - 0.2%

CommonWealth REIT 6.50%

22,800

477,204

Excel Trust, Inc. 7.00% (g)

43,800

1,086,678

Health Care REIT, Inc. Series I, 6.50%

3,800

219,094

Lexington Corporate Properties Trust Series C, 6.50%

13,700

628,145

Weyerhaeuser Co. Series A, 6.375%

8,000

421,120

 

2,832,241

Nonconvertible Preferred Stocks - 1.5%

CONSUMER DISCRETIONARY - 0.0%

Hotels, Restaurants & Leisure - 0.0%

Red Lion Hotels Capital Trust 9.50%

26,153

679,716

Preferred Stocks - continued

Shares

Value

Nonconvertible Preferred Stocks - continued

FINANCIALS - 1.5%

Real Estate Investment Trusts - 1.5%

AG Mortgage Investment Trust, Inc. 8.00%

12,379

$ 285,955

American Home Mortgage Investment Corp.:

Series A, 9.375% (a)

81,500

8

Series B, 9.25% (a)

233,544

11,677

Annaly Capital Management, Inc.:

Series A, 7.875%

35,200

874,016

Series C, 7.625%

2,324

55,660

Series D, 7.50%

11,671

273,685

Anworth Mortgage Asset Corp. Series A, 8.625%

41,700

1,016,646

Apollo Commercial Real Estate Finance, Inc. Series A, 8.625%

13,174

330,667

Apollo Residential Mortgage, Inc. Series A, 8.00%

11,647

268,813

Arbor Realty Trust, Inc. Series A, 8.25%

8,989

222,298

Armour Residential REIT, Inc. Series B, 7.875%

5,645

120,295

CapLease, Inc. Series B, 8.375%

40,000

1,000,000

CBL & Associates Properties, Inc. 7.375%

10,347

258,468

Cedar Shopping Centers, Inc. Series B, 7.25%

12,171

279,933

CenterPoint Properties Trust Series D, 5.377%

5,280

3,352,800

Chesapeake Lodging Trust Series A, 7.75%

4,050

100,521

Coresite Realty Corp. Series A, 7.25%

11,776

280,858

Cousins Properties, Inc. Series B, 7.50%

8,259

206,475

CYS Investments, Inc. Series A, 7.75%

2,162

48,818

DDR Corp.:

Series J, 6.50%

6,519

143,548

Series K, 6.25%

5,623

118,420

Digital Realty Trust, Inc. Series G, 5.875%

6,286

124,149

Duke Realty LP Series L, 6.60%

1,034

24,589

Dynex Capital, Inc.:

Series A, 8.50%

20,755

505,799

Series B, 7.625%

10,545

238,422

Equity Lifestyle Properties, Inc. Series C, 6.75%

29,989

692,746

Essex Property Trust, Inc. Series H, 7.125%

1,900

47,652

Excel Trust, Inc. Series B, 8.125%

24,000

609,120

First Potomac Realty Trust 7.75%

22,008

558,343

General Growth Properties, Inc. Series A, 6.375%

1,647

36,185

Glimcher Realty Trust:

6.875%

702

16,322

Series G, 8.125%

3,562

89,477

Series H, 7.50%

2,898

70,132

Hatteras Financial Corp. Series A, 7.625%

5,740

130,872

Preferred Stocks - continued

Shares

Value

Nonconvertible Preferred Stocks - continued

FINANCIALS - continued

Real Estate Investment Trusts - continued

Hudson Pacific Properties, Inc. 8.375%

11,698

$ 297,129

Invesco Mortgage Capital, Inc. Series A, 7.75%

6,507

146,538

iStar Financial, Inc.:

Series E, 7.875%

3,811

90,016

Series F, 7.80%

7,116

166,728

Series G, 7.65%

6,000

138,000

Kite Realty Group Trust 8.25%

900

22,986

LaSalle Hotel Properties:

Series G, 7.25%

6,119

147,590

Series I, 6.375%

3,663

77,839

LBA Realty Fund II Series B, 7.625% (a)

27,795

550,619

MFA Financial, Inc.:

8.00%

11,262

285,942

Series B, 7.50% (a)

64,227

1,477,221

National Retail Properties, Inc. 5.70% (a)

3,272

64,426

New York Mortgage Trust, Inc. Series B, 7.75%

4,886

100,652

NorthStar Realty Finance Corp.:

Series B, 8.25%

7,991

187,629

Series C, 8.875%

10,582

259,682

Series D, 8.50%

6,986

168,921

Pebblebrook Hotel Trust:

Series A, 7.875%

11,500

297,275

Series B, 8.00%

7,600

196,232

Series C, 6.50%

5,758

122,933

Pennsylvania (REIT) 7.375%

4,082

96,988

Prologis, Inc. Series Q, 8.54%

3,700

209,235

Saul Centers, Inc.:

8.00%

3,440

89,062

Series C, 6.875%

14,926

349,865

Stag Industrial, Inc. Series A, 9.00%

40,000

1,069,200

Strategic Hotel & Resorts, Inc. Series A, 8.50%

4,614

105,291

Summit Hotel Properties, Inc.:

Series B, 7.875%

9,827

250,589

Series C, 7.125%

6,788

159,314

Sun Communities, Inc. Series A, 7.125%

15,940

389,733

Taubman Centers, Inc. Series K, 6.25%

4,319

96,573

UMH Properties, Inc. Series A, 8.25%

14,000

359,940

Weingarten Realty Investors (SBI) Series F, 6.50%

6,320

152,881

 

20,520,398

Preferred Stocks - continued

Shares

Value

Nonconvertible Preferred Stocks - continued

FINANCIALS - continued

Real Estate Management & Development - 0.0%

Kennedy-Wilson, Inc. 7.75%

7,372

$ 184,153

TOTAL FINANCIALS

20,704,551

TOTAL NONCONVERTIBLE PREFERRED STOCKS

21,384,267

TOTAL PREFERRED STOCKS

(Cost $33,429,547)


24,216,508

Floating Rate Loans - 1.1%

 

Principal Amount (e)

 

CONSUMER DISCRETIONARY - 0.3%

Hotels, Restaurants & Leisure - 0.3%

Cooper Hotel Group REL 12% 11/6/17

$ 1,000,781

1,048,318

Extended Stay America, Inc. REL 9.625% 12/1/19

1,500,000

1,545,000

Four Seasons Holdings, Inc. Tranche 2LN, term loan 6.25% 12/27/20 (i)

20,000

20,400

La Quinta:

Tranche A, term loan 11.375% 7/6/14 (i)

277,850

282,379

Tranche B, term loan 11.375% 7/6/14 (i)

208,389

211,786

Tranche D, term loan 14.9% 7/6/14 (i)

1,000,000

1,020,000

 

4,127,883

Multiline Retail - 0.0%

JC Penney Corp., Inc. Tranche B, term loan 6% 5/22/18 (i)

139,650

135,286

Specialty Retail - 0.0%

The Pep Boys - Manny, Moe & Jack Tranche B, term loan 5% 10/11/18 (i)

283,575

284,993

TOTAL CONSUMER DISCRETIONARY

4,548,162

FINANCIALS - 0.7%

Diversified Financial Services - 0.3%

Blackstone REL 10% 10/1/17

2,992,479

3,022,404

BRE Select Hotels Corp. REL 5.933% 5/9/18 (i)

503,337

503,337

 

3,525,741

Floating Rate Loans - continued

 

Principal Amount (e)

Value

FINANCIALS - continued

Real Estate Investment Trusts - 0.0%

iStar Financial, Inc. Tranche B, term loan 4.5% 10/15/17 (i)

$ 507,206

$ 508,474

Real Estate Management & Development - 0.4%

CB Richard Ellis Services, Inc. Tranche B, term loan 2.9326% 3/28/21 (i)

84,575

84,575

CityCenter term loan 8.75% 7/12/14 (i)

2,606,094

2,606,094

EOP Operating LP term loan 6.27% 2/1/14 (i)

500,000

497,000

Equity Inns Reality LLC Tranche A, term loan 10.5% 11/4/13 (i)

1,097,915

995,305

Realogy Corp.:

Credit-Linked Deposit 3.1963% 10/10/13 (i)

45,019

45,019

Credit-Linked Deposit 4.4463% 10/10/16 (i)

30,743

30,743

Realogy Group LLC Tranche B, term loan 4.5% 3/5/20 (i)

567,150

569,986

 

4,828,722

Thrifts & Mortgage Finance - 0.0%

Ocwen Loan Servicing, LLC Tranche B, term loan 5% 2/15/18 (i)

44,775

45,279

TOTAL FINANCIALS

8,908,216

HEALTH CARE - 0.0%

Health Care Providers & Services - 0.0%

Community Health Systems, Inc. term loan 3.7602% 1/25/17 (i)

91,500

91,500

INDUSTRIALS - 0.1%

Construction & Engineering - 0.1%

Drumm Investors LLC Tranche B, term loan 5% 5/4/18 (i)

733,266

700,269

TELECOMMUNICATION SERVICES - 0.0%

Wireless Telecommunication Services - 0.0%

Crown Castle Operating Co. Tranche A, term loan 2.68% 1/31/17 (i)

177,792

176,459

UTILITIES - 0.0%

Electric Utilities - 0.0%

La Frontera Generation, LLC Tranche B, term loan 4.5% 9/30/20 (i)

468,315

469,486

TOTAL FLOATING RATE LOANS

(Cost $14,877,492)


14,894,092

Commodity Funds - 23.4%

 

Shares

Value

Fidelity Commodity Strategy Central Fund (j)
(Cost $421,848,748)

33,988,785

$ 326,292,334

Fixed-Income Funds - 27.1%

 

 

 

 

Fidelity Floating Rate Central Fund (j)
(Cost $363,094,938)

3,562,105


378,972,351

Preferred Securities - 0.0%

Principal Amount (e)

 

FINANCIALS - 0.0%

Diversified Financial Services - 0.0%

Crest Clarendon Street 2002-1 Ltd. Series 2002-1A Class PS, 12/28/35 (g)

(Cost $568,207)

$ 500,000


25,000

Money Market Funds - 0.8%

Shares

 

Fidelity Cash Central Fund, 0.10% (b)

10,472,254

10,472,254

Fidelity Securities Lending Cash Central Fund, 0.09% (b)(c)

688,325

688,325

TOTAL MONEY MARKET FUNDS

(Cost $11,160,579)


11,160,579

TOTAL INVESTMENT PORTFOLIO - 100.1%

(Cost $1,490,445,858)

1,398,211,314

NET OTHER ASSETS (LIABILITIES) - (0.1)%

(739,375)

NET ASSETS - 100%

$ 1,397,471,939

Currency Abbreviations

CAD

-

Canadian dollar

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

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

(d) Non-income producing - Security is in default.

(e) Amount is stated in United States dollars unless otherwise noted.

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

(g) 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 $34,346,226 or 2.5% of net assets.

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

(i) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end.

(j) Affiliated fund that is generally available only to investment companies and other accounts managed by Fidelity Investments. A complete unaudited schedule of portfolio holdings for each Fidelity Central Fund is filed with the SEC for the first and third quarters of each fiscal year on Form N-Q and is available upon request or at the SEC's website at www.sec.gov. An unaudited holdings listing for the Fund, which presents direct holdings as well as the pro-rata share of securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, other than the Commodity Strategy Central Fund, is available at fidelity.com and/or advisor.fidelity.com, as applicable. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(k) Security represents right to receive monthly interest payments on an underlying pool of mortgages or assets. Principal shown is the outstanding par amount of the pool as of the end of the period.

(l) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $1,126,180 or 0.1% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost

ACGS Series 2004-1 Class P, 7.4605% 8/1/19

2/17/11

$ 1,105,056

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

$ 22,236

Fidelity Commodity Strategy Central Fund

289,650

Fidelity Floating Rate Central Fund

19,281,267

Fidelity Securities Lending Cash Central Fund

1,229

Total

$ 19,594,382

Additional information regarding the Fund's fiscal year to date purchases and sales, including the ownership percentage, of the non Money Market Central Funds is as follows:

Fund

Value,
beginning of
period

Purchases

Sales
Proceeds

Value,
end of
period

% ownership,
end of
period

Fidelity Commodity Strategy Central Fund

$ 332,803,865

$ 76,113,975

$ 28,512,820

$ 326,292,334

95.3%

Fidelity Floating Rate Central Fund

334,845,337

54,802,168

16,992,647

378,972,351

28.2%

Total

$ 667,649,202

$ 130,916,143

$ 45,505,467

$ 705,264,685

Other Information

The following is a summary of the inputs used, as of September 30, 2013, involving the Fund's assets and liabilities carried at fair 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 tables below, please refer to the Investment 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:

Equities:

Consumer Discretionary

$ 9,561,584

$ 771,635

$ -

$ 8,789,949

Financials

195,096,408

190,005,031

1,726,892

3,364,485

Health Care

4,345,608

4,345,608

-

-

Corporate Bonds

32,579,044

-

28,403,164

4,175,880

U.S. Government and Government Agency Obligations

386,362,666

-

386,362,666

-

Asset-Backed Securities

14,142,660

-

7,627,058

6,515,602

Collateralized Mortgage Obligations

650,448

-

623,411

27,037

Commercial Mortgage Securities

24,128,540

-

18,758,218

5,370,322

Floating Rate Loans

14,894,092

-

4,157,774

10,736,318

Fixed-Income Funds

378,972,351

378,972,351

-

-

Preferred Securities

25,000

-

-

25,000

Money Market Funds

11,160,579

11,160,579

-

-

Commodity Funds

326,292,334

326,292,334

-

-

Total Investments in Securities:

$ 1,398,211,314

$ 911,547,538

$ 447,659,183

$ 39,004,593

Valuation Inputs at Reporting Date:

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

Investments in Securities:

Beginning Balance

$ 37,420,737

Net Realized Gain (Loss) on Investment Securities

(12,703,339)

Net Unrealized Gain (Loss) on Investment Securities

20,364,228

Cost of Purchases

7,752,644

Proceeds of Sales

(11,629,862)

Amortization/Accretion

101,992

Transfers into Level 3

625,940

Transfers out of Level 3

(2,927,747)

Ending Balance

$ 39,004,593

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at September 30, 2013

$ 7,175,668

The information used in the above reconciliation represents fiscal year to date activity for any Investments in 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 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

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

Annual Report


Financial Statements

Statement of Assets and Liabilities

  

September 30, 2013

 

 

 

Assets

Investment in securities, at value (including securities loaned of $662,643) - See accompanying schedule:

Unaffiliated issuers (cost $694,341,593)

$ 681,786,050

 

Fidelity Central Funds (cost $796,104,265)

716,425,264

 

Total Investments (cost $1,490,445,858)

 

$ 1,398,211,314

Receivable for investments sold

4,931,489

Receivable for fund shares sold

1,589,256

Dividends receivable

811,763

Interest receivable

2,299,745

Distributions receivable from Fidelity Central Funds

1,897,618

Receivable from investment adviser for expense reductions

1,245

Other receivables

3,280

Total assets

1,409,745,710

 

 

 

Liabilities

Payable to custodian bank

$ 3,886

Payable for investments purchased
Regular delivery

5,374,139

Delayed delivery

250,000

Payable for fund shares redeemed

4,849,432

Accrued management fee

661,059

Distribution and service plan fees payable

117,062

Other affiliated payables

235,830

Other payables and accrued expenses

94,038

Collateral on securities loaned, at value

688,325

Total liabilities

12,273,771

 

 

 

Net Assets

$ 1,397,471,939

Net Assets consist of:

 

Paid in capital

$ 1,760,384,791

Undistributed net investment income

8,011,880

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

(278,688,709)

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

(92,236,023)

Net Assets

$ 1,397,471,939

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

September 30, 2013

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($169,169,590 ÷ 18,169,381 shares)

$ 9.31

 

 

 

Maximum offering price per share (100/96.00 of $9.31)

$ 9.70

Class T:
Net Asset Value
and redemption price per share ($25,280,805 ÷ 2,711,334 shares)

$ 9.32

 

 

 

Maximum offering price per share (100/96.00 of $9.32)

$ 9.71

Class B:
Net Asset Value
and offering price per share ($4,263,442 ÷ 459,572 shares)A

$ 9.28

 

 

 

Class C:
Net Asset Value
and offering price per share ($86,036,659 ÷ 9,330,561 shares)A

$ 9.22

 

 

 

Strategic Real Return:
Net Asset Value
, offering price and redemption price per share ($679,779,539 ÷ 72,650,647 shares)

$ 9.36

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($432,941,904 ÷ 46,373,343 shares)

$ 9.34

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.

Annual Report

Statement of Operations

  

Year ended September 30, 2013

 

  

  

Investment Income

  

  

Dividends

 

$ 7,308,967

Interest

 

16,559,150

Income from Fidelity Central Funds

 

19,594,382

Total income

 

43,462,499

 

 

 

Expenses

Management fee

$ 8,194,226

Transfer agent fees

2,278,875

Distribution and service plan fees

1,612,493

Accounting and security lending fees

582,593

Custodian fees and expenses

44,842

Independent trustees' compensation

5,408

Registration fees

144,769

Audit

186,861

Legal

5,106

Miscellaneous

5,536

Total expenses before reductions

13,060,709

Expense reductions

(107,932)

12,952,777

Net investment income (loss)

30,509,722

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

5,722,157

Fidelity Central Funds

(328,127)

 

Foreign currency transactions

(703)

Capital gain distributions from Fidelity Central Funds

140,499

 

Total net realized gain (loss)

 

5,533,826

Change in net unrealized appreciation (depreciation) on:

Investment securities

(76,476,786)

Assets and liabilities in foreign currencies

177

Total change in net unrealized appreciation (depreciation)

 

(76,476,609)

Net gain (loss)

(70,942,783)

Net increase (decrease) in net assets resulting from operations

$ (40,433,061)

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Year ended
September 30,
2013

Year ended
September 30,
2012

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 30,509,722

$ 31,579,841

Net realized gain (loss)

5,533,826

56,673,375

Change in net unrealized appreciation (depreciation)

(76,476,609)

178,479,606

Net increase (decrease) in net assets resulting
from operations

(40,433,061)

266,732,822

Distributions to shareholders from net investment income

(28,290,311)

(48,021,133)

Distributions to shareholders from net realized gain

(4,225,517)

(54,380,158)

Total distributions

(32,515,828)

(102,401,291)

Share transactions - net increase (decrease)

124,432,635

(4,640,147,542)

Redemption fees

106,353

80,871

Total increase (decrease) in net assets

51,590,099

(4,475,735,140)

 

 

 

Net Assets

Beginning of period

1,345,881,840

5,821,616,980

End of period (including undistributed net investment income of $8,011,880 and undistributed net investment income of $6,007,176, respectively)

$ 1,397,471,939

$ 1,345,881,840

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

Annual Report

Financial Highlights - Class A

Years ended September 30,

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 9.78

$ 9.20

$ 9.08

$ 8.29

$ 9.36

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .188

  .178

  .233

  .171

  .146

Net realized and unrealized gain (loss)

  (.452)

  .940

  .101

  .840

  (.528)

Total from investment operations

  (.264)

  1.118

  .334

  1.011

  (.382)

Distributions from net investment income

  (.177)

  (.128) F

  (.214)

  (.111)

  (.208)

Distributions from net realized gain

  (.030)

  (.410) F

  -

  (.110)

  (.480)

Total distributions

  (.207)

  (.538)

  (.214)

  (.221)

  (.688)

Redemption fees added to paid in capital C

  .001

  - H

  - H

  - H

  - H

Net asset value, end of period

$ 9.31

$ 9.78

$ 9.20

$ 9.08

$ 8.29

Total Return A, B

  (2.72)%

  12.66%

  3.60%

  12.46%

  (2.73)%

Ratios to Average Net Assets D, G

 

 

 

 

 

Expenses before reductions

  1.04%

  1.04%

  1.01%

  1.02%

  1.03%

Expenses net of fee waivers, if any

  1.04%

  1.03%

  1.01%

  1.02%

  1.03%

Expenses net of all reductions

  1.03%

  1.03%

  1.01%

  1.02%

  1.03%

Net investment income (loss)

  1.96%

  1.88%

  2.41%

  1.98%

  1.98%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 169,170

$ 222,335

$ 219,906

$ 168,216

$ 112,929

Portfolio turnover rate E

  23%

  15%

  35%

  29%

  38%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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. Based on their most recent shareholder report date, the expenses of any non-money market Fidelity Central Funds ranged from less than .01% to .05%.

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

F The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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

H Amount represents less than $.001 per share.

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

Annual Report

Financial Highlights - Class T

Years ended September 30,

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 9.79

$ 9.21

$ 9.09

$ 8.30

$ 9.36

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .187

  .177

  .232

  .170

  .144

Net realized and unrealized gain (loss)

  (.451)

  .940

  .099

  .841

  (.521)

Total from investment operations

  (.264)

  1.117

  .331

  1.011

  (.377)

Distributions from net investment income

  (.177)

  (.127) F

  (.211)

  (.111)

  (.203)

Distributions from net realized gain

  (.030)

  (.410) F

  -

  (.110)

  (.480)

Total distributions

  (.207)

  (.537)

  (.211)

  (.221)

  (.683)

Redemption fees added to paid in capital C

  .001

  - H

  - H

  - H

  - H

Net asset value, end of period

$ 9.32

$ 9.79

$ 9.21

$ 9.09

$ 8.30

Total Return A, B

  (2.72)%

  12.62%

  3.56%

  12.44%

  (2.69)%

Ratios to Average Net Assets D, G

 

 

 

 

 

Expenses before reductions

  1.05%

  1.05%

  1.02%

  1.03%

  1.07%

Expenses net of fee waivers, if any

  1.05%

  1.04%

  1.01%

  1.03%

  1.07%

Expenses net of all reductions

  1.05%

  1.04%

  1.01%

  1.03%

  1.07%

Net investment income (loss)

  1.94%

  1.87%

  2.40%

  1.98%

  1.95%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 25,281

$ 30,648

$ 29,038

$ 27,373

$ 23,500

Portfolio turnover rate E

  23%

  15%

  35%

  29%

  38%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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. Based on their most recent shareholder report date, the expenses of any non-money market Fidelity Central Funds ranged from less than .01% to .05%.

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

F The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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

H Amount represents less than $.001 per share.

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

Annual Report

Financial Highlights - Class B

Years ended September 30,

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 9.74

$ 9.16

$ 9.03

$ 8.27

$ 9.34

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .119

  .111

  .162

  .108

  .093

Net realized and unrealized gain (loss)

  (.444)

  .940

  .099

  .845

  (.536)

Total from investment operations

  (.325)

  1.051

  .261

  .953

  (.443)

Distributions from net investment income

  (.106)

  (.061) F

  (.131)

  (.083)

  (.147)

Distributions from net realized gain

  (.030)

  (.410) F

  -

  (.110)

  (.480)

Total distributions

  (.136)

  (.471)

  (.131)

  (.193)

  (.627)

Redemption fees added to paid in capital C

  .001

  - H

  - H

  - H

  - H

Net asset value, end of period

$ 9.28

$ 9.74

$ 9.16

$ 9.03

$ 8.27

Total Return A, B

  (3.35)%

  11.89%

  2.82%

  11.73%

  (3.53)%

Ratios to Average Net Assets D, G

 

 

 

 

 

Expenses before reductions

  1.77%

  1.77%

  1.74%

  1.75%

  1.76%

Expenses net of fee waivers, if any

  1.75%

  1.73%

  1.73%

  1.75%

  1.75%

Expenses net of all reductions

  1.74%

  1.73%

  1.73%

  1.75%

  1.75%

Net investment income (loss)

  1.25%

  1.18%

  1.68%

  1.26%

  1.27%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 4,263

$ 5,743

$ 6,587

$ 7,406

$ 5,992

Portfolio turnover rate E

  23%

  15%

  35%

  29%

  38%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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. Based on their most recent shareholder report date, the expenses of any non-money market Fidelity Central Funds ranged from less than .01% to .05%.

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

F The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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

H Amount represents less than $.001 per share.

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

Annual Report

Financial Highlights - Class C

Years ended September 30,

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 9.69

$ 9.12

$ 8.99

$ 8.24

$ 9.31

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .113

  .105

  .158

  .105

  .088

Net realized and unrealized gain (loss)

  (.449)

  .933

  .107

  .838

  (.532)

Total from investment operations

  (.336)

  1.038

  .265

  .943

  (.444)

Distributions from net investment income

  (.105)

  (.058) F

  (.135)

  (.083)

  (.146)

Distributions from net realized gain

  (.030)

  (.410) F

  -

  (.110)

  (.480)

Total distributions

  (.135)

  (.468)

  (.135)

  (.193)

  (.626)

Redemption fees added to paid in capital C

  .001

  - H

  - H

  - H

  - H

Net asset value, end of period

$ 9.22

$ 9.69

$ 9.12

$ 8.99

$ 8.24

Total Return A, B

  (3.48)%

  11.80%

  2.88%

  11.65%

  (3.55)%

Ratios to Average Net Assets D, G

 

 

 

 

 

Expenses before reductions

  1.80%

  1.81%

  1.77%

  1.78%

  1.83%

Expenses net of fee waivers, if any

  1.80%

  1.80%

  1.76%

  1.78%

  1.83%

Expenses net of all reductions

  1.80%

  1.80%

  1.76%

  1.78%

  1.83%

Net investment income (loss)

  1.19%

  1.12%

  1.65%

  1.23%

  1.19%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 86,037

$ 94,134

$ 89,790

$ 66,399

$ 44,744

Portfolio turnover rate E

  23%

  15%

  35%

  29%

  38%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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. Based on their most recent shareholder report date, the expenses of any non-money market Fidelity Central Funds ranged from less than .01% to .05%.

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

F The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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

H Amount represents less than $.001 per share.

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

Annual Report

Financial Highlights - Strategic Real Return

Years ended September 30,

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 9.83

$ 9.24

$ 9.13

$ 8.32

$ 9.39

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .216

  .212

  .262

  .196

  .166

Net realized and unrealized gain (loss)

  (.451)

  .941

  .098

  .846

  (.529)

Total from investment operations

  (.235)

  1.153

  .360

  1.042

  (.363)

Distributions from net investment income

  (.206)

  (.154) E

  (.250)

  (.122)

  (.227)

Distributions from net realized gain

  (.030)

  (.410) E

  -

  (.110)

  (.480)

Total distributions

  (.236)

  (.564)

  (.250)

  (.232)

  (.707)

Redemption fees added to paid in capital B

  .001

  .001

  - G

  - G

  - G

Net asset value, end of period

$ 9.36

$ 9.83

$ 9.24

$ 9.13

$ 8.32

Total Return A

  (2.41)%

  13.03%

  3.87%

  12.81%

  (2.48)%

Ratios to Average Net Assets C, F

 

 

 

 

 

Expenses before reductions

  .76%

  .75%

  .72%

  .73%

  .77%

Expenses net of fee waivers, if any

  .75%

  .73%

  .71%

  .73%

  .77%

Expenses net of all reductions

  .75%

  .73%

  .71%

  .73%

  .77%

Net investment income (loss)

  2.24%

  2.18%

  2.70%

  2.28%

  2.25%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 679,780

$ 649,200

$ 3,541,743

$ 4,069,023

$ 4,914,336

Portfolio turnover rate D

  23%

  15%

  35%

  29%

  38%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of any 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. Based on their most recent shareholder report date, the expenses of any non-money market Fidelity Central Funds ranged from less than .01% to .05%.

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

E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

F 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 reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.001 per share.

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

Annual Report

Financial Highlights - Institutional Class

Years ended September 30,

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 9.81

$ 9.22

$ 9.11

$ 8.30

$ 9.37

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .208

  .202

  .258

  .194

  .166

Net realized and unrealized gain (loss)

  (.450)

  .947

  .099

  .848

  (.529)

Total from investment operations

  (.242)

  1.149

  .357

  1.042

  (.363)

Distributions from net investment income

  (.199)

  (.150) E

  (.247)

  (.122)

  (.227)

Distributions from net realized gain

  (.030)

  (.410) E

  -

  (.110)

  (.480)

Total distributions

  (.229)

  (.560)

  (.247)

  (.232)

  (.707)

Redemption fees added to paid in capital B

  .001

  .001

  - G

  - G

  - G

Net asset value, end of period

$ 9.34

$ 9.81

$ 9.22

$ 9.11

$ 8.30

Total Return A

  (2.49)%

  13.01%

  3.84%

  12.84%

  (2.49)%

Ratios to Average Net Assets C, F

 

 

 

 

 

Expenses before reductions

  .83%

  .81%

  .76%

  .75%

  .77%

Expenses net of fee waivers, if any

  .83%

  .80%

  .76%

  .75%

  .77%

Expenses net of all reductions

  .82%

  .80%

  .75%

  .75%

  .77%

Net investment income (loss)

  2.17%

  2.12%

  2.66%

  2.25%

  2.24%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 432,942

$ 343,822

$ 813,551

$ 716,052

$ 571,760

Portfolio turnover rate D

  23%

  15%

  35%

  29%

  38%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of any 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. Based on their most recent shareholder report date, the expenses of any non-money market Fidelity Central Funds ranged from less than .01% to .05%.

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

E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

F 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 reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.001 per share.

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

Annual Report


Notes to Financial Statements

For the period ended September 30, 2013

1. Organization.

Fidelity Strategic Real Return Fund (the Fund) is a fund of Fidelity Salem Street Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Strategic Real Return and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. The Fund offered Class F shares during the period June 26, 2009 through October 21, 2011, and all outstanding shares were redeemed by October 21, 2011. 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.

2. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies generally 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 held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

Based on its investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the Fund. These strategies are consistent with the investment objectives of the Fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the Fund. The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The following summarizes the Fund's investment in each non-money market Fidelity Central Fund.

Annual Report

2. Investments in Fidelity Central Funds - continued

Fidelity
Central Fund

Investment
Manager

Investment
Objective

Investment
Practices

Expense
Ratio
*

Fidelity Commodity Strategy Central Fund

Geode Capital Management, LLC (Geode)

Seeks to provide investment returns that correspond to the performance of the commodities market.

Investment in commodity-related investments through a wholly-owned subsidiary organized under the laws of the Cayman Islands

Futures

Swaps

.05%

Fidelity Floating Rate Central Fund

FMR Co., Inc. (FMRC)

Seeks a high level of income by normally investing in floating rate loans and other floating rate securities.

Loans & Direct Debt Instruments

Repurchase Agreements

Restricted Securities

Less than .01%

* Expenses expressed as a percentage of average net assets and are as of each underlying Central Fund's most recent annual or semi-annual
shareholder report.

An unaudited holdings listing for the Fund, which presents direct holdings as well as the pro-rata share of any securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at fidelity.com and/or advisor.fidelity.com, as applicable. A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which contain the significant accounting policies (including investment valuation policies) of those funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC website 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 (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. For corporate bonds, floating rate loans, preferred securities and U.S. government and government agency obligations, pricing vendors utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as broker-supplied prices. For asset backed securities, collateralized mortgage obligations and commercial mortgage securities, pricing vendors utilize matrix pricing which considers prepayment speed assumptions, attributes of the collateral, yield or price of bonds of comparable quality, coupon, maturity and type as well as broker-supplied prices. Independent prices obtained from a single source or broker are evaluated by management and may be categorized as Level 3 in the hierarchy. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt

Annual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances. The Fund invests a significant portion of its assets in below investment grade securities. The value of these securities can be more volatile due to changes in the credit quality of the issuer and is sensitive to changes in economic, market and regulatory conditions.

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 a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

The following provides information on Level 3 securities held by the Fund that were valued at period end based on unobservable inputs. These amounts exclude valuations provided by a broker.

Asset Type

Fair Value at
09/30/13

Valuation
Technique (s)

Unobservable
Input

Amount or Range /
Weighted
Average

Impact to
Valuation
from an
Increase
in Input
*

Asset-Backed Securities

$360,743

Discounted cash flow

Yield

11.0%

Decrease

Collateralized Mortgage Obligations

$27,037

Discounted cash flow

Yield

10.5% - 11% / 10.8%

Decrease

Commercial Mortgage Securities

$353,130

Discounted cash flow

Yield

15.0%

Decrease

 

 

Market comparable

Spread

13.9%

Decrease

Common Stock

$8,789,949

Adjusted book value

Book value multiple

1.3

Increase

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

Asset Type

Fair Value at
09/30/13

Valuation
Technique (s)

Unobservable
Input

Amount or Range /
Weighted
Average

Impact to
Valuation
from an
Increase
in Input
*

Corporate Bonds

$4,175,160

Discounted cash flow

Yield

20.0%

Decrease

Floating Rate Loans

$4,157,749

Discounted cash flow

Yield

6% - 10.9% / 9%

Decrease

* Represents the expected directional change in the fair value of the Level 3 investments that would result from an increase in the corresponding
input. A decrease to the unobservable input would have the opposite effect. Significant changes in these inputs could result in significantly higher or
lower fair value measurements.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of September 30, 2013, as well as a roll forward of Level 3 investments, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV 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. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

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. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. 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. For Treasury Inflation-Protected Securities (TIPS) the principal amount is adjusted daily to keep pace with inflation. Interest is accrued based on the adjusted principal amount. The adjustments to principal due to inflation are reflected as increases or decreases to Interest in the accompanying Statement of Operations. Such adjustments may have a significant impact on the Fund's distributions. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectability of interest is reasonably assured.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily 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 may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. 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 under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of September 30, 2013, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP. These differences resulted in distribution reclassifications for the period ended September 30, 2012. In addition, the Fund claimed a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

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

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), market discount, equity-debt classifications, partnerships (including allocations from Fidelity Central Funds), capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 44,454,267

Gross unrealized depreciation

(168,671,158)

Net unrealized appreciation (depreciation) on securities and other investments

$ (124,216,891)

 

 

Tax Cost

$ 1,522,428,205

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 17,326,206

Capital loss carryforward

$ (256,012,902)

Net unrealized appreciation (depreciation)

$ (124,218,370)

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Fiscal year of expiration

 

2017

$ (253,584,429)

2018

(2,428,473)

Total capital loss carryforward

$ (256,012,902)

Due to large redemptions in a prior period, $256,012,902 of capital losses that will be available to offset future capital gains of the Fund will be limited to approximately $50,181,925 per year.

The tax character of distributions paid was as follows:

 

September 30, 2013

September 30, 2012

Ordinary Income

$ 32,515,828

$ 102,401,291

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 60 days may have been subject to a redemption fee equal to .75% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

Delayed Delivery Transactions and When-Issued Securities. During the period, the Fund transacted in securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. The securities purchased on a delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Delayed Delivery Transactions and When-Issued Securities - continued

underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

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

Loans and Other Direct Debt Instruments. The Fund invests in direct debt instruments which are interests in amounts owed to lenders by corporate or other borrowers. These instruments may be in the form of loans, trade claims or other receivables and may include standby financing commitments such as revolving credit facilities that obligate the Fund to supply additional cash to the borrower on demand. Loans may be acquired through assignment or participation, or may be made directly to a borrower. The Fund may be contractually obligated to receive approval from the agent bank and/or borrower prior to the sale of these loans. The Fund did not have any unfunded loan commitments, which are contractual obligations for future funding, at period end.

4. Purchases and Sales of Investments.

Purchases and sales of securities (including the Fixed-Income Central Funds), other than short-term securities and U.S. government securities, aggregated $285,163,042 and $197,527,580, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and an annualized group fee rate that averaged .11% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR, including any mutual funds previously advised by FMR that are currently advised by Fidelity SelectCo, LLC, an affiliate of FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annual management fee rate was .56% of the Fund's average net assets.

During the period, FMR waived a portion of its management fee as described in the Expense Reductions note.

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees. 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, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 526,645

$ 13,341

Class T

-%

.25%

74,171

1,604

Class B

.65%

.25%

45,756

33,328

Class C

.75%

.25%

965,921

187,231

 

 

 

$ 1,612,493

$ 235,504

Sales Load. FDC may receive a front-end sales charge of up to 4.00% for selling Class A shares and Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

 

Retained
by FDC

Class A

$ 35,437

Class T

5,792

Class B*

5,783

Class C*

11,493

 

$ 58,505

* 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. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets
*

Class A

$ 339,173

.16

Class T

51,389

.17

Class B

12,212

.24

Class C

167,323

.17

Strategic Real Return

893,246

.13

Institutional Class

815,532

.20

 

$ 2,278,875

 

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 each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $4,223 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $4.25 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 $3,339 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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

Annual Report

7. Security Lending - continued

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, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. 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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $1,229, including $376 from securities loaned to FCM.

8. Expense Reductions.

During the period, FMR contractually agreed to waive a portion of the Fund's management fee in an amount equal to the management fee paid to FMR by the subsidiary of Fidelity Commodity Strategy Central Fund based on the Fund's proportionate ownership of the Central Fund. During the period, this waiver reduced the Fund's management fee by $41,493. Effective December 31, 2012, this waiver arrangement was terminated when Geode, an unaffiliated investment manager of FMR, replaced FMRC as the investment manager for Fidelity Commodity Strategy Central Fund and its subsidiary.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement

Class B

1.75%

$ 1,017

In addition, FMR reimbursed a portion of the Fund's operating expenses during the period in the amount of $2,869.

Commissions paid to certain brokers with whom FMR, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $62,353 for the

Annual Report

Notes to Financial Statements - continued

8. Expense Reductions - continued

period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody by $200.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended September 30,

2013

2012 A, B

From net investment income

 

 

Class A

$ 3,942,614

$ 3,008,280

Class T

556,047

402,758

Class B

57,095

41,934

Class C

1,063,999

565,159

Strategic Real Return

14,603,419

27,969,381

Class F

-

8,050,092

Institutional Class

8,067,137

7,983,529

Total

$ 28,290,311

$ 48,021,133

From net realized gain

 

 

Class A

$ 700,228

$ 9,700,542

Class T

96,027

1,299,086

Class B

16,972

274,941

Class C

305,184

3,954,962

Strategic Real Return

2,031,418

25,681,982

Institutional Class

1,075,688

13,468,645

Total

$ 4,225,517

$ 54,380,158

A All Class F shares were redeemed on October 21, 2011.

B The amounts shown reflect certain reclassifications related to book to tax differences.

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended September 30,

2013

2012 A

2013

2012 A

Class A

 

 

 

 

Shares sold

4,892,241

4,546,984

$ 47,210,829

$ 42,952,906

Reinvestment of distributions

358,251

1,073,931

3,414,730

9,826,860

Shares redeemed

(9,815,865)

(6,794,492)

(93,532,782)

(63,823,907)

Net increase (decrease)

(4,565,373)

(1,173,577)

$ (42,907,223)

$ (11,044,141)

Annual Report

10. Share Transactions - continued

 

Shares

Dollars

Years ended September 30,

2013

2012 A

2013

2012 A

Class T

 

 

 

 

Shares sold

503,615

732,783

$ 4,868,842

$ 6,962,467

Reinvestment of distributions

59,645

157,763

568,738

1,448,105

Shares redeemed

(981,073)

(913,936)

(9,335,070)

(8,624,935)

Net increase (decrease)

(417,813)

(23,390)

$ (3,897,490)

$ (214,363)

Class B

 

 

 

 

Shares sold

41,387

25,870

$ 399,661

$ 242,066

Reinvestment of distributions

6,170

27,430

58,505

250,401

Shares redeemed

(177,470)

(182,828)

(1,698,257)

(1,723,949)

Net increase (decrease)

(129,913)

(129,528)

$ (1,240,091)

$ (1,231,482)

Class C

 

 

 

 

Shares sold

2,258,531

1,614,136

$ 21,633,969

$ 15,135,484

Reinvestment of distributions

128,444

433,947

1,209,019

3,940,152

Shares redeemed

(2,773,342)

(2,180,687)

(26,180,850)

(20,357,240)

Net increase (decrease)

(386,367)

(132,604)

$ (3,337,862)

$ (1,281,604)

Strategic Real Return

 

 

 

 

Shares sold

29,472,404

17,998,125

$ 284,364,599

$ 170,736,896

Reinvestment of distributions

1,639,914

5,579,449

15,678,518

51,346,847

Shares redeemed

(24,513,660)

(340,855,724) B

(234,394,292)

(3,205,727,988) B

Net increase (decrease)

6,598,658

(317,278,150)

$ 65,648,825

$ (2,983,644,245)

Class F

 

 

 

 

Shares sold

-

7,877,360

$ -

$ 73,260,294

Reinvestment of distributions

-

875,962

-

8,050,092

Shares redeemed

-

(130,189,980) B

-

(1,225,059,560) B

Net increase (decrease)

-

(121,436,658)

$ -

$ (1,143,749,174)

Annual Report

Notes to Financial Statements - continued

10. Share Transactions - continued

 

Shares

Dollars

Years ended September 30,

2013

2012 A

2013

2012 A

Institutional Class

 

 

 

 

Shares sold

20,542,996

18,914,085

$ 198,517,014

$ 179,131,680

Reinvestment of distributions

814,296

1,916,162

7,754,505

17,588,913

Shares redeemed

(10,041,349)

(73,986,633) B

(96,105,043)

(695,703,126) B

Net increase (decrease)

11,315,943

(53,156,386)

$ 110,166,476

$ (498,982,533)

A All Class F shares were redeemed on October 21, 2011.

B Amount includes in-kind redemptions.

11. Other.

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

Annual Report


Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Salem Street Trust and Shareholders of Fidelity Strategic Real Return Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Strategic Real Return Fund (the Fund), a fund of Fidelity Salem Street Trust, including the schedule of investments, as of September 30, 2013, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of its internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of September 30, 2013, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Strategic Real Return Fund as of September 30, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

Boston, Massachusetts

November 18, 2013

Annual Report


Trustees and Officers

The Trustees and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for Elizabeth S. Acton and James C. Curvey, each of the Trustees oversees 223 funds. Ms. Acton oversees 205 funds. Mr. Curvey oversees 395 funds.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person of the trust and the fund (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the month in which his or her 75th birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers hold office without limit in time, except that any officer may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Trustees and Officers - continued

Board Structure and Oversight Function. Abigail P. Johnson is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Albert R. Gamper, Jr. serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds and another Board oversees Fidelity's equity and high income funds. The asset allocation funds may invest in Fidelity funds that are overseen by such other Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates, and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations and Audit Committees. In addition, an ad hoc Board committee of Independent Trustees has worked with FMR to enhance the Board's oversight of investment and financial risks, legal and regulatory risks, technology risks, and operational risks, including the development of additional risk reporting to the Board. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate, including an annual review of FMR's risk management program for the Fidelity funds. The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

James C. Curvey (1935)

Year of Election or Appointment: 2007

Trustee

 

Mr. Curvey also serves as Trustee of other Fidelity funds. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

Abigail P. Johnson (1961)

Year of Election or Appointment: 2009

Trustee

Chairman of the Board of Trustees

 

Ms. Johnson also serves as Trustee of other Fidelity funds. Ms. Johnson serves as President of FMR LLC (2013-present), President of Fidelity Financial Services (2012-present) and President of Personal, Workplace and Institutional Services (2005-present). Ms. Johnson is Chairman and Director of FMR Co., Inc. (2011-present), Chairman and Director of FMR (2011-present), and the Vice Chairman and Director (2007-present) of FMR LLC. Previously, Ms. Johnson served as President and a Director of FMR (2001-2005), a Trustee of other investment companies advised by FMR, Fidelity Investments Money Management, Inc., and FMR Co., Inc. (2001-2005), Senior Vice President of the Fidelity funds (2001-2005), and managed a number of Fidelity funds. Ms. Abigail P. Johnson and Mr. Arthur E. Johnson are not related.

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

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Independent Trustees:

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

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Elizabeth S. Acton (1951)

Year of Election or Appointment: 2013

Trustee

 

Ms. Acton also serves as Trustee or Member of the Advisory Board of other Fidelity funds. Prior to her retirement in April 2012, Ms. Acton was Executive Vice President, Finance (2011-2012), Executive Vice President, Chief Financial Officer (2002-2011), and Treasurer (2004-2005) of Comerica Incorporated (financial services). Prior to joining Comerica, Ms. Acton held a variety of positions at Ford Motor Company (1983-2002), including Vice President and Treasurer (2000-2002) and Executive Vice President and Chief Financial Officer of Ford Motor Credit Company (1998-2000). Ms. Acton currently serves as a member of the Board of Directors and Audit and Finance Committees of Beazer Homes USA, Inc. (homebuilding, 2012-present).

Albert R. Gamper, Jr. (1942)

Year of Election or Appointment: 2006

Trustee

Chairman of the Independent Trustees

 

Mr. Gamper also serves as Trustee of other Fidelity funds. Prior to his retirement in December 2004, Mr. Gamper served as Chairman of the Board of CIT Group Inc. (commercial finance). During his tenure with CIT Group Inc. Mr. Gamper served in numerous senior management positions, including Chairman (1987-1989; 1999-2001; 2002-2004), Chief Executive Officer (1987-2004), and President (2002-2003). Mr. Gamper currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities, 2000-present), a member of the Board of Trustees, Rutgers University (2004-present), and Chairman of the Board of Barnabas Health Care System. Previously, Mr. Gamper served as Vice Chairman of the Independent Trustees of certain Fidelity funds (2011-2012) and as Chairman of the Board of Governors, Rutgers University (2004-2007).

Robert F. Gartland (1951)

Year of Election or Appointment: 2010

Trustee

 

Mr. Gartland also serves as Trustee of other Fidelity funds. Mr. Gartland is Chairman and an investor in Gartland and Mellina Group Corp. (consulting, 2009-present). Previously, Mr. Gartland served as a partner and investor of Vietnam Partners LLC (investments and consulting, 2008-2011). Prior to his retirement, Mr. Gartland held a variety of positions at Morgan Stanley (financial services, 1979-2007) including Managing Director (1987-2007).

Arthur E. Johnson (1947)

Year of Election or Appointment: 2008

Trustee

 

Mr. Johnson also serves as Trustee of other Fidelity funds. Mr. Johnson serves as a member of the Board of Directors of Eaton Corporation (diversified power management, 2009-present), AGL Resources, Inc. (holding company, 2002-present) and Booz Allen Hamilton (management consulting, 2011-present). Prior to his retirement, Mr. Johnson served as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor, 1999-2009). He previously served on the Board of Directors of IKON Office Solutions, Inc. (1999-2008) and Delta Airlines (2005-2007). Mr. Arthur E. Johnson is not related to Ms. Abigail P. Johnson.

Michael E. Kenneally (1954)

Year of Election or Appointment: 2009

Trustee

 

Mr. Kenneally also serves as Trustee of other Fidelity funds. Mr. Kenneally served as a Member of the Advisory Board for certain Fidelity funds before joining the Board of Trustees (2008-2009). Prior to his retirement, Mr. Kenneally served as Chairman and Global Chief Executive Officer of Credit Suisse Asset Management. Before joining Credit Suisse, he was an Executive Vice President and Chief Investment Officer for Bank of America Corporation. Earlier roles at Bank of America included Director of Research, Senior Portfolio Manager and Research Analyst, and Mr. Kenneally was awarded the Chartered Financial Analyst (CFA) designation in 1991.

James H. Keyes (1940)

Year of Election or Appointment: 2007

Trustee

 

Mr. Keyes also serves as Trustee of other Fidelity funds. Mr. Keyes serves as a member of the Board and Non-Executive Chairman of Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines, since 2002). Previously, Mr. Keyes served as a member of the Board of Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions, 1998-2013). Prior to his retirement, Mr. Keyes served as Chairman and Chief Executive Officer of Johnson Controls (automotive, building, and energy, 1998-2002) and as a member of the Board of LSI Logic Corporation (semiconductor technologies, 1984-2008).

Marie L. Knowles (1946)

Year of Election or Appointment: 2001

Trustee

Vice Chairman of the Independent Trustees

 

Ms. Knowles also serves as Trustee of other Fidelity funds. Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. Ms. Knowles currently serves as a Director and Chairman of the Audit Committee of McKesson Corporation (healthcare service, since 2002). Ms. Knowles is a member of the Board of the Catalina Island Conservancy and of the Santa Catalina Island Company (2009-present). She also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California. Previously, Ms. Knowles served as a Director of Phelps Dodge Corporation (copper mining and manufacturing, 1994-2007), URS Corporation (engineering and construction, 2000-2003) and America West (airline, 1999-2002).

Kenneth L. Wolfe (1939)

Year of Election or Appointment: 2005

Trustee

 

Mr. Wolfe also serves as Trustee of other Fidelity funds. Prior to his retirement, Mr. Wolfe served as Chairman and a Director (2007-2009) and Chairman and Chief Executive Officer (1994-2001) of Hershey Foods Corporation. He also served as a member of the Boards of Adelphia Communications Corporation (telecommunications, 2003-2006), Bausch & Lomb, Inc. (medical/pharmaceutical, 1993-2007), and Revlon, Inc. (personal care products, 2004-2009). Mr. Wolfe previously served as Chairman of the Independent Trustees of other Fidelity funds (2008-2012).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Executive Officers:

Correspondence intended for each executive officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210. Executive officers appear below in alphabetical order.

Name, Year of Birth; Principal Occupation

Elizabeth Paige Baumann (1968)

Year of Election or Appointment: 2012

Anti-Money Laundering (AML) Officer

 

Ms. Baumann also serves as AML Officer of other funds. She is Chief AML Officer of FMR LLC (2012-present) and is an employee of Fidelity Investments. Previously, Ms. Baumann served as Vice President and Deputy Anti-Money Laundering Officer (2007-2012).

Marc Bryant (1966)

Year of Election or Appointment: 2013

Assistant Secretary

 

Mr. Bryant also serves as an officer of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC. Prior to joining Fidelity Investments, Mr. Bryant served as a Senior Vice President and the Head of Global Retail Legal for AllianceBernstein L.P. (2006-2010), and as the General Counsel for ProFund Advisors LLC (2001-2006).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Davis also serves as Assistant Treasurer of other funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2013

President and Treasurer

 

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Scott C. Goebel (1968)

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO)

 

Mr. Goebel serves as Secretary and CLO of other funds. Mr. Goebel also serves as Secretary of Fidelity Investments Money Management, Inc. (FIMM) (2010-present) and Fidelity Research and Analysis Company (FRAC) (2010-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), and Fidelity Management & Research (U.K.) Inc. (2008-present). Previously, Mr. Goebel served as Secretary and CLO of other Fidelity funds (2008-2013), Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007). Mr. Goebel has been employed by FMR LLC or an affiliate since 2001.

Bruce T. Herring (1965)

Year of Election or Appointment: 2013

Vice President of Fidelity's Asset Allocation Funds

 

Mr. Herring also serves as Vice President of other funds. He serves as Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-present), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present), Group Chief Investment Officer of FMR, and President of Fidelity Research & Analysis Company (2010-present). Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007), and as a portfolio manager for Fidelity U.S. Equity Funds.

Chris Maher (1972)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of FMR's Program Management Group (2010-2013), and Vice President of Valuation Oversight (2008-2010).

Charles S. Morrison (1960)

Year of Election or Appointment: 2012

Vice President

 

Mr. Morrison also serves as Vice President of other funds. He serves as President, Fixed Income and is an employee of Fidelity Investments. Previously, Mr. Morrison served as Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Fixed Income Division.

Christine Reynolds (1958)

Year of Election or Appointment: 2008

Chief Financial Officer

 

Ms. Reynolds also serves as Chief Financial Officer of other funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth B. Robins (1969)

Year of Election or Appointment: 2009

Assistant Treasurer

 

Mr. Robins also serves as an officer of other funds. Mr. Robins serves as Executive Vice President of Fidelity Investments Money Management, Inc. (FIMM) (2013-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served in other fund officer roles.

Gary W. Ryan (1958)

Year of Election or Appointment: 2005

Assistant Treasurer

 

Mr. Ryan also serves as Assistant Treasurer of other funds. Mr. Ryan is an employee of Fidelity Investments and has served in other fund officer roles. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Stephen Sadoski (1971)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Mr. Sadoski also serves as Deputy Treasurer of other funds. He is an employee of Fidelity Investments (2012-present) and has served in another fund officer role. Prior to joining Fidelity Investments, Mr. Sadoski served as an assistant chief accountant in the Division of Investment Management of the Securities and Exchange Commission (SEC) (2009-2012) and as a senior manager at Deloitte & Touche LLP (1997-2009).

Stacie M. Smith (1974)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009).

Renee Stagnone (1975)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Stagnone also serves as Deputy Treasurer of other funds. Ms. Stagnone is an employee of Fidelity Investments.

Michael H. Whitaker (1967)

Year of Election or Appointment: 2008

Chief Compliance Officer

 

Mr. Whitaker also serves as Chief Compliance Officer of other funds. Mr. Whitaker is an employee of Fidelity Investments (2007-present). Prior to joining Fidelity Investments, Mr. Whitaker worked at MFS Investment Management where he served as Senior Vice President and Chief Compliance Officer (2004-2006), and Assistant General Counsel.

Derek L. Young (1964)

Year of Election or Appointment: 2009

Vice President of Fidelity's Asset Allocation Funds

 

Mr. Young also serves as Trustee or an officer of other funds. He is President and a Director of Strategic Advisers, Inc. (2011-present), President of Fidelity Global Asset Allocation (GAA) (2011-present), and Vice Chairman of Pyramis Global Advisors, LLC (2011-present). Previously, Mr. Young served as Chief Investment Officer of GAA (2009-2011) and as a portfolio manager.

Joseph F. Zambello (1957)

Year of Election or Appointment: 2011

Deputy Treasurer

 

Mr. Zambello also serves as Deputy Treasurer of other funds. Mr. Zambello is an employee of Fidelity Investments. Previously, Mr. Zambello served as Vice President of FMR's Program Management Group (2009-2011) and Vice President of the Transfer Agent Oversight Group (2005-2009).

Annual Report


Distributions (Unaudited)

A total of 14.28% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

The fund designates $13,666,660 of distributions paid during the period January 1, 2013 to September 30, 2013 as qualifying to be taxed as interest-related dividends for nonresident alien shareholders.

The fund will notify shareholders in January 2014 of amounts for use in preparing 2013 income tax returns.

Annual Report


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Strategic Real Return Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established four standing committees, Operations, Audit, Fair Valuation, and Governance and Nominating, each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Operations Committee, of which all of the Independent Trustees are members, meets regularly throughout the year and, among other matters, considers matters specifically related to the annual consideration of the renewal of the fund's Advisory Contracts. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its September 2013 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale exist and would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of FMR and the sub-advisers (together, the Investment Advisers), and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the general qualifications and capabilities of Fidelity's and Geode Capital Management, LLC's investment staff, including its size, education, experience, and resources, as well as the Fidelity's approach to recruiting, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board believes that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading and risk management capabilities and resources, which are an integral part of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) persisting in efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs for global and income-oriented solutions; (iv) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (v) rationalizing product lines and gaining increased efficiencies through the combination of several funds with other funds; (vi) strengthening Fidelity's index fund offerings by reducing investment minimums and adopting or lowering existing expense caps for certain funds and classes; (vii) enhancing Global Asset Allocation product offerings by launching new funds and strategies, including "open architecture" target date funds that utilize affiliated and unaffiliated sub-advisers; (viii) modifying the eligibility criteria for Institutional Class shares of Advisor funds to increase their marketability to a portion of the defined contribution plan market; (ix) creating a new low-cost retirement share class for certain Advisor funds to appeal to large retirement plans; (x) transitioning the management of certain Fidelity commodity funds to Geode Capital Management LLC, a registered commodity pool operator, while retaining administrative responsibilities for the funds; and (xi) taking steps toward establishing a new Fidelity adviser to manage sector-based funds and products.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history.

Annual Report

The Board took into account discussions with the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board periodically considers annualized return information for the fund for different time periods, measured against one or more securities market indices, including a customized blended index representative of the fund's asset classes (each a "benchmark index") and a peer group of mutual funds with similar objectives ("peer group"). In its evaluation of fund investment performance at meetings throughout the year, the Board gave particular attention to information indicating underperformance of certain Fidelity funds for specific time periods and the Investment Advisers' explanations for such underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on gross performance (before fees and expenses but after transaction costs) compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and on net performance (after fees and expenses) compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; expectations for interest rate levels and credit conditions; issuer-specific information including credit quality; tactical opportunities for investment; and fund cash flows and other factors. Depending on the circumstances, the Independent Trustees may be satisfied with a fund's performance notwithstanding that it lags its benchmark index or peer group for certain periods.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-, three-, and five-year periods.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the fund's shareholders.

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

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 50% would mean that half of the funds in the Total Mapped Group had higher, and half had lower, management fees than the fund. The fund's actual TMG %s are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Fidelity Strategic Real Return Fund

bmh748009

Annual Report

The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2012.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

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

The Board noted that the total expense ratio of each of Class B and the retail class ranked below its competitive median for 2012, the total expense ratio of Class A ranked equal to its competitive median for 2012, and the total expense ratio of each of Class T, Class C, and Institutional Class ranked above its competitive median for 2012. The Board considered that, in general, various factors can affect total expense ratios. The Board noted that the total expense ratio of Class T was above the competitive median primarily because of higher 12b-1 fees on Class T as compared to most competitor funds. Class T has a higher 12b-1 fee, but a lower front-end sales charge, than traditionally priced front-end sales charge classes. The Board considered that Class T is primarily sold load-waived in the retirement plan market where its 0.50% 12b-1 fee is comparable to competing no-load, higher 12b-1 fee classes designed specifically for retirement plans. The Board noted that the total expense ratio of Class C was above the competitive median primarily because of higher 12b-1 fees as compared to competitor funds with Class C. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expense ratios of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other mutual funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that the total expense ratio of each class of the fund was reasonable, although in some cases above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

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

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

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

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

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions. The Board also noted that in 2009, it and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

Annual Report

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Amendment to Description of Group Fee Rate. At its September 2013 meeting, the Board voted to approve an amendment to the fund's management contract to modify the description of the "group fee rate." The Board noted that under the prior description in the contract, the group fee rate was based on the average net assets of all registered investment companies with which FMR has management contracts. Under the contract's tiered asset breakpoint schedule, the group fee rate is lower as total fund assets under FMR's management increase, and higher as total fund assets under FMR's management decrease. The Board considered that the prior description would have excluded the assets of 64 Fidelity sector funds from the group fee rate calculation once Fidelity SelectCo, LLC, an affiliate of FMR, assumed management responsibilities for those funds. The Board noted that modifying the description of the group fee rate to continue to include the assets of those 64 funds for purposes of determining group fee rate breakpoints would avoid an immediate adverse impact on the group fee rate for any fund.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) Fidelity's fund profitability methodology, profitability trends for certain funds, and the impact of certain factors on fund profitability results; (ii) portfolio manager changes that have occurred during the past year and the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, including its effects on fund profitability, the rationale for the compensation structure, and the extent to which current market conditions have affected retention and recruitment; (iv) the arrangements with and compensation paid to certain fund sub-advisers on behalf of the Fidelity funds; (v) Fidelity's fee structures, including the group fee structure and definition of group assets, and the rationale for recommending different fees among different categories of funds and classes; (vi) Fidelity's voluntary waiver of its fees to maintain minimum yields for certain money market funds and classes as well as contractual waivers in place for certain funds; (vii) the methodology with respect to competitive fund data and peer group classifications; (viii) Fidelity's transfer agent fee, expense, and service structures for different funds and classes, and the impact of the increased use of omnibus accounts; and (ix) explanations regarding the relative total expense ratios of certain funds and classes, total expense competitive trends and methodologies for total expense competitive comparisons, and actions that might be taken by Fidelity to reduce total expense ratios for certain funds and classes or to achieve further economies of scale.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Investments Money
Management, Inc.

Fidelity Management & Research
(Hong Kong) Limited

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

Fidelity Management & Research
(Japan) Inc.

Geode Capital Management, LLC

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Bank of New York Mellon
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®) bmh748011
1-800-544-5555

bmh748011
Automated line for quickest service

(Fidelity Investment logo)(registered trademark)
Corporate Headquarters
245 Summer St., Boston, MA 02210
www.fidelity.com

RRS-UANN-1113
1.816441.108

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Strategic Real Return

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

Annual Report

September 30, 2013

(Fidelity Cover Art)

Class A, Class T, Class B,
and Class C are classes
of Fidelity® Strategic Real
Return Fund


Contents

Performance

(Click Here)

How the fund has done over time.

Management's Discussion of Fund Performance

(Click Here)

The Portfolio Managers' review of fund performance and strategy.

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.

Report of Independent Registered Public Accounting Firm

(Click Here)

 

Trustees and Officers

(Click Here)

 

Distributions

(Click Here)

 

Board Approval of Investment Advisory Contracts and Management Fees

(Click Here)

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults 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. © 2013 FMR LLC. All rights reserved.

Annual Report

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, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report


Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow. Returns reflect the conversion of Class B shares to Class A shares after a maximum of seven years.

Average Annual Total Returns

Periods ended September 30, 2013

Past 1
year

Past 5
years

Life of
fund
A

Class A (incl. 4.00% sales charge)

-6.61%

3.58%

2.81%

Class T (incl. 4.00% sales charge)

-6.61%

3.57%

2.79%

Class B (incl. contingent deferred sales charge) B

-8.11%

3.34%

2.70%

Class C (incl. contingent deferred sales charge) C

-4.43%

3.64%

2.53%

A From September 7, 2005.

B Class B shares' contingent deferred sales charges included in the past one year, past five years, and life of fund total return figures are 5%, 2%, and 0%, respectively.

C Class C shares' contingent deferred sales charges included in the past one year, past five years, and life of fund total return figures are 1%, 0%, and 0%, respectively.

Annual Report

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity Advisor® Strategic Real Return Fund - Class A on September 7, 2005, when the fund started, and the current 4.00% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the Barclays® U.S. Treasury Inflation-Protected Securities (TIPS) Index (Series-L) performed over the same period.

sss748027

Annual Report


Management's Discussion of Fund Performance

Market Recap: The global economic recovery pushed on during the 12-month period ending September 30, 2013, as accommodative monetary policies helped stimulate incremental growth in several key markets. Uncertainty during the summer over when the U.S. Federal Reserve may begin tapering its sustaining bond-buying program and the potential for a U.S.-led military strike on Syria, as well as the near-term possibility of a government shutdown and a contentious debt-ceiling battle in Washington, couldn't quell investors' upbeat sentiment and willingness to take on more risk in pursuit of higher returns. Among the asset classes that constitute the Fidelity Strategic Real Return Composite IndexSM, floating-rate bank debt gained the most over the past year, with the S&P®/LSTA Leveraged Performing Loan Index rising 5.07%. Demand for riskier assets also buoyed real estate equities, which posted a 4.78% gain, according to the Dow Jones U.S. Select Real Estate Securities IndexSM. However, real estate fixed-income securities struggled to stay positive, as bonds of all types struggled amid Fed tapering concerns, and The BofA Merrill LynchSM US Real Estate Index returned only 0.77%. Government-issued inflation-linked bonds and commodities faced stiff headwinds as well, as reflected in the -6.10% and -14.35% returns of the Barclays® U.S. Treasury Inflation-Protected Securities (TIPS) Index (Series-L) and the Dow Jones-UBS Commodity Index Total ReturnSM, respectively.

Comments from Joanna Bewick, Lead Portfolio Manager of Fidelity Advisor® Strategic Real Return Fund: For the year, the fund's Class A, Class T, Class B and Class C shares returned -2.72%, -2.72%, -3.35% and -3.48%, respectively (excluding sales charges), outpacing the Fidelity Strategic Real Return Composite IndexSM and the Barclays® U.S. Treasury Inflation-Protected Securities (TIPS) Index (Series-L). On an absolute basis, the fund was dragged down mainly by its exposure to commodities, which suffered from lackluster demand, and TIPS, hurt by rising interest rates and diminished inflation expectations. From a relative perspective, our asset allocation decisions, in aggregate, benefited performance. We overweighted real estate income and underweighted real estate equities. While our overweighting here was a big positive, our lighter-than-benchmark stake in the outperforming real estate equities sleeve offset much of the gain. Our decision to underweight commodities also helped. Results were primarily driven by security selection within the fund's real estate income and floating-rate bank-loan securities subportfolios. Selection in the real estate income sleeve made by far the largest contribution to the fund's relative results and had the biggest absolute return.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report


Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (April 1, 2013 to September 30, 2013).

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.

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.

Annual Report

 

Annualized
Expense Ratio
B

Beginning
Account Value
April 1, 2013

Ending
Account Value
September 30, 2013

Expenses Paid
During Period
*
April 1, 2013
to September 30, 2013

Class A

1.04%

 

 

 

Actual

 

$ 1,000.00

$ 961.00

$ 5.11

HypotheticalA

 

$ 1,000.00

$ 1,019.85

$ 5.27

Class T

1.05%

 

 

 

Actual

 

$ 1,000.00

$ 960.00

$ 5.16

HypotheticalA

 

$ 1,000.00

$ 1,019.80

$ 5.32

Class B

1.74%

 

 

 

Actual

 

$ 1,000.00

$ 957.40

$ 8.54

HypotheticalA

 

$ 1,000.00

$ 1,016.34

$ 8.80

Class C

1.80%

 

 

 

Actual

 

$ 1,000.00

$ 957.00

$ 8.83

HypotheticalA

 

$ 1,000.00

$ 1,016.04

$ 9.10

Strategic Real Return

.75%

 

 

 

Actual

 

$ 1,000.00

$ 962.70

$ 3.69

HypotheticalA

 

$ 1,000.00

$ 1,021.31

$ 3.80

Institutional Class

.82%

 

 

 

Actual

 

$ 1,000.00

$ 962.30

$ 4.03

HypotheticalA

 

$ 1,000.00

$ 1,020.96

$ 4.15

A 5% return per year before expenses

B Annualized expense ratio reflects expenses net of applicable fee waivers.

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period). The fees and expenses of the underlying Fidelity Central Funds in which the Fund invests are not included in the Fund's annualized expense ratio.

In addition to the expenses noted above, the Fund also indirectly bears its proportional share of the expenses of the underlying Fidelity Central Funds. Annualized expenses of the underlying non-money market Fidelity Central Funds as of their most recent fiscal half year ranged from less than .01% to .05%.

Annual Report


Investment Changes (Unaudited)

The information in the Quality Diversification and Asset Allocation tables is based on the combined investments of the Fund and its pro-rata share of investments of each Fidelity Central Fund other than the Commodity Strategy and Money Market Central Funds.

Holdings Distribution (% of fund's net assets)

 

As of
September 30,
2013

As of
March 31,
2013

Commodity Related Investments*

23.4%

23.7%

Inflation-Protected Investments

27.7%

28.9%

Floating Rate High Yield**

27.1%

25.2%

Real Estate Related Investments

21.1%

21.0%

Cash & Cash Equivalents

0.8%

1.1%

* Represents investment in Fidelity Commodity Strategy Central Fund.

** Represents investment in Fidelity Floating Rate Central Fund.

Quality Diversification (% of fund's net assets)

As of September 30, 2013

As of March 31, 2013

sss748029

U.S. Government and
U.S. Government
Agency Obligations 27.7%

 

sss748029

U.S. Government and
U.S. Government
Agency Obligations 28.9%

 

sss748032

AAA 0.2%

 

sss748032

AAA 0.0%

 

sss748035

AA 0.2%

 

sss748035

AA 0.3%

 

sss748038

A 0.4%

 

sss748038

A 0.4%

 

sss748041

BBB 1.2%

 

sss748041

BBB 1.0%

 

sss748044

BB and Below 25.5%

 

sss748044

BB and Below 22.8%

 

sss748047

Not Rated 4.0%

 

sss748047

Not Rated 4.8%

 

sss748050

Equities 38.6%

 

sss748050

Equities†† 39.0%

 

sss748053

Short-Term
Investments and
Net Other Assets 2.2%

 

sss748053

Short-Term
Investments and
Net Other Assets 2.8%

 

sss748056

We have used ratings from Moody's Investors Service, Inc. Where Moody's® ratings are not available, we have used S&P® ratings. All ratings are as of the date indicated and do not reflect subsequent changes.

Includes investment in Fidelity Commodity Strategy Central Fund of 23.4%

†† Includes investment in Fidelity Commodity Strategy Central Fund of 23.7%

Annual Report

Investment Changes (Unaudited) - continued

Asset Allocation (% of fund's net assets)

As of September 30, 2013*

As of March 31, 2013**

sss748029

Stocks 15.2%

 

sss748029

Stocks 15.3%

 

sss748035

U.S. Government and
U.S. Government
Agency Obligations 27.7%

 

sss748035

U.S. Government and
U.S. Government
Agency Obligations 28.9%

 

sss748038

Corporate Bonds 3.1%

 

sss748038

Corporate Bonds 3.2%

 

sss748041

Asset-Backed
Securities 1.0%

 

sss748041

Asset-Backed
Securities 0.9%

 

sss748044

Floating Rate
Loans 25.6%

 

sss748044

Floating Rate
Loans 23.3%

 

sss748047

CMOs and Other Mortgage Related Securities 1.8%

 

sss748047

CMOs and Other Mortgage Related Securities 1.9%

 

sss748050

Other Investments 23.4%

 

sss748050

Other Investments†† 23.7%

 

sss748053

Short-Term
Investments and
Net Other Assets (Liabilities) 2.2%

 

sss748053

Short-Term
Investments and
Net Other Assets (Liabilities) 2.8%

 

* Foreign investments

4.0%

 

** Foreign investments

3.9%

 

* U.S. Treasury Inflation-Indexed Securities

27.7%

 

** U.S. Treasury Inflation-Indexed Securities

28.9%

 

sss748074

Includes investment in Fidelity Commodity Strategy Central Fund of 23.4%

†† Includes investment in Fidelity Commodity Strategy Central Fund of 23.7%

An unaudited holdings listing for the Fund, which presents direct holdings as well as the pro-rata share of any securities and other investments held indirectly through its underlying Fidelity Central Funds, other than the Commodity Strategy and Money Market Central Funds, is available at fidelity.com and/or advisor.fidelity.com, as applicable.

Annual Report


Investments September 30, 2013

Showing Percentage of Net Assets

Corporate Bonds - 2.3%

 

Principal Amount (e)

Value

Convertible Bonds - 0.3%

CONSUMER DISCRETIONARY - 0.0%

Hotels, Restaurants & Leisure - 0.0%

Morgans Hotel Group Co. 2.375% 10/15/14

$ 125,000

$ 122,656

FINANCIALS - 0.3%

Diversified Financial Services - 0.0%

IAS Operating Partnership LP 5% 3/15/18 (g)

590,000

550,175

Real Estate Investment Trusts - 0.3%

Annaly Capital Management, Inc. 5% 5/15/15

700,000

713,125

CapLease, Inc. 7.5% 10/1/27 (g)

1,042,000

1,042,000

Northstar Realty Finance LP 5.375% 6/15/33 (g)

600,000

612,540

Redwood Trust, Inc. 4.625% 4/15/18

500,000

528,150

Starwood Property Trust, Inc. 4% 1/15/19

500,000

519,063

 

3,414,878

Real Estate Management & Development - 0.0%

Forest City Enterprises, Inc. 3.625% 8/15/20 (g)

550,000

558,938

Grubb & Ellis Co. 7.95% 5/1/15 (d)(g)

360,000

720

 

559,658

TOTAL FINANCIALS

4,524,711

TOTAL CONVERTIBLE BONDS

4,647,367

Nonconvertible Bonds - 2.0%

CONSUMER DISCRETIONARY - 0.5%

Hotels, Restaurants & Leisure - 0.1%

Paris Las Vegas Holding LLC/Harrah's Las Vegas LLC/Flamingo Las Vegas Holdings, Inc. 8% 10/1/20 (g)(h)

250,000

247,188

Times Square Hotel Trust 8.528% 8/1/26 (g)

577,535

740,203

 

987,391

Household Durables - 0.4%

Brookfield Residential Properties, Inc./Brookfield Residential U.S. Corp. 6.125% 7/1/22 (g)

120,000

117,600

D.R. Horton, Inc. 6.5% 4/15/16

189,000

206,010

Corporate Bonds - continued

 

Principal Amount (e)

Value

Nonconvertible Bonds - continued

CONSUMER DISCRETIONARY - continued

Household Durables - continued

KB Home:

5.875% 1/15/15

$ 284,000

$ 295,360

8% 3/15/20

140,000

151,200

9.1% 9/15/17

550,000

633,875

Lennar Corp.:

4.125% 12/1/18

260,000

248,300

5.6% 5/31/15

284,000

300,827

M/I Homes, Inc. 8.625% 11/15/18

1,181,000

1,269,575

Meritage Homes Corp. 7% 4/1/22

470,000

498,200

Ryland Group, Inc. 8.4% 5/15/17

129,000

148,673

Standard Pacific Corp.:

8.375% 5/15/18

1,458,000

1,647,540

10.75% 9/15/16

301,000

359,695

William Lyon Homes, Inc. 8.5% 11/15/20

190,000

200,450

 

6,077,305

TOTAL CONSUMER DISCRETIONARY

7,064,696

FINANCIALS - 1.4%

Diversified Financial Services - 0.1%

Cantor Commercial Real Estate Co. LP/CCRE Finance Corp. 7.75% 2/15/18 (g)

220,000

223,850

Icahn Enterprises LP/Icahn Enterprises Finance Corp. 7.75% 1/15/16

508,000

524,510

 

748,360

Real Estate Investment Trusts - 0.8%

Camden Property Trust 5% 6/15/15

265,000

281,749

Commercial Net Lease Realty, Inc. 6.15% 12/15/15

214,000

236,036

Developers Diversified Realty Corp.:

7.5% 7/15/18

563,000

670,558

9.625% 3/15/16

526,000

623,986

DuPont Fabros Technology LP 5.875% 9/15/21 (g)

300,000

300,000

Equity One, Inc.:

5.375% 10/15/15

95,000

102,482

6% 9/15/16

189,000

210,977

6.25% 1/15/17

189,000

210,916

Health Care Property Investors, Inc.:

6% 3/1/15

284,000

303,094

Corporate Bonds - continued

 

Principal Amount (e)

Value

Nonconvertible Bonds - continued

FINANCIALS - continued

Real Estate Investment Trusts - continued

Health Care Property Investors, Inc.: - continued

6.3% 9/15/16

$ 900,000

$ 1,017,897

7.072% 6/8/15

95,000

104,300

Healthcare Realty Trust, Inc.:

3.75% 4/15/23

177,000

164,689

6.5% 1/17/17

119,000

133,554

Highwoods/Forsyth LP 5.85% 3/15/17

607,000

668,109

Hospitality Properties Trust:

5.625% 3/15/17

292,000

317,491

6.7% 1/15/18

189,000

212,063

7.875% 8/15/14

95,000

97,443

iStar Financial, Inc.:

5.875% 3/15/16

1,954,000

2,061,470

6.05% 4/15/15

618,000

644,265

7.125% 2/15/18

265,000

284,213

9% 6/1/17

395,000

448,325

Lexington Corporate Properties Trust 4.25% 6/15/23 (g)

500,000

484,048

MPT Operating Partnership LP/MPT Finance Corp. 6.375% 2/15/22

170,000

172,125

National Retail Properties, Inc. 6.875% 10/15/17

379,000

440,580

Omega Healthcare Investors, Inc. 7.5% 2/15/20

189,000

205,538

Potlatch Corp. 7.5% 11/1/19

189,000

209,790

ProLogis LP 7.625% 7/1/17

297,000

345,980

Reckson Operating Partnership LP/SL Green Realty Corp./SL Green Operating Partnership LP 7.75% 3/15/20

189,000

223,315

Senior Housing Properties Trust 6.75% 4/15/20

134,000

146,685

United Dominion Realty Trust, Inc.:

5.25% 1/15/15

95,000

99,658

5.25% 1/15/16

189,000

203,403

 

11,624,739

Real Estate Management & Development - 0.2%

Brandywine Operating Partnership LP:

5.4% 11/1/14

284,000

296,636

6% 4/1/16

189,000

207,326

7.5% 5/15/15

95,000

104,099

CB Richard Ellis Services, Inc. 5% 3/15/23

270,000

253,125

Colonial Properties Trust 6.25% 6/15/14

302,000

313,090

Colonial Realty LP 6.05% 9/1/16

284,000

316,656

Corporate Bonds - continued

 

Principal Amount (e)

Value

Nonconvertible Bonds - continued

FINANCIALS - continued

Real Estate Management & Development - continued

First Industrial LP 5.75% 1/15/16

$ 189,000

$ 200,491

Howard Hughes Corp. 6.875% 10/1/21 (g)

345,000

347,156

Kennedy-Wilson, Inc. 8.75% 4/1/19

590,000

637,200

Regency Centers LP 5.875% 6/15/17

114,000

127,021

Ventas Realty LP/Ventas Capital Corp. 4% 4/30/19

141,000

147,931

 

2,950,731

Thrifts & Mortgage Finance - 0.3%

Wrightwood Capital LLC 1.9% 4/20/20 (d)

4,639,067

4,175,160

TOTAL FINANCIALS

19,498,990

HEALTH CARE - 0.1%

Health Care Equipment & Supplies - 0.0%

Aviv Healthcare Properties LP/Aviv Healthcare Capital Corp. 7.75% 2/15/19

195,000

209,138

Health Care Providers & Services - 0.1%

Sabra Health Care LP/Sabra Capital Corp. 8.125% 11/1/18

532,000

571,900

TOTAL HEALTH CARE

781,038

INDUSTRIALS - 0.0%

Industrial Conglomerates - 0.0%

Ladder Capital Finance Holdings LLLP/Ladder Capital Finance Corp. 7.375% 10/1/17

165,000

172,631

MATERIALS - 0.0%

Paper & Forest Products - 0.0%

Plum Creek Timberlands LP 5.875% 11/15/15

379,000

414,322

TOTAL NONCONVERTIBLE BONDS

27,931,677

TOTAL CORPORATE BONDS

(Cost $31,321,382)


32,579,044

U.S. Treasury Inflation Protected Obligations - 27.7%

 

U.S. Treasury Inflation-Indexed Bonds:

0.625% 2/15/43

3,759,237

3,087,860

U.S. Treasury Inflation Protected Obligations - continued

 

Principal Amount (e)

Value

U.S. Treasury Inflation-Indexed Bonds: - continued

0.75% 2/15/42

$ 8,373,618

$ 7,181,031

1.75% 1/15/28

7,666,878

8,598,878

2% 1/15/26

11,425,539

13,200,965

2.125% 2/15/40

5,175,712

6,131,195

2.125% 2/15/41

7,314,225

8,678,781

2.375% 1/15/25

11,523,693

13,771,712

2.375% 1/15/27

13,651,960

16,449,546

2.5% 1/15/29

6,025,344

7,417,060

3.625% 4/15/28

6,314,261

8,742,290

3.875% 4/15/29

9,452,093

13,572,988

U.S. Treasury Inflation-Indexed Notes:

0.125% 4/15/16

15,987,436

16,418,345

0.125% 4/15/17

12,392,823

12,789,294

0.125% 4/15/18

6,821,010

7,032,570

0.125% 1/15/22

16,461,517

16,271,830

0.125% 7/15/22

15,795,379

15,574,496

0.125% 1/15/23

18,418,400

17,932,044

0.375% 7/15/23

11,844,368

11,791,625

0.5% 4/15/15

10,570,867

10,807,887

0.625% 7/15/21

9,505,008

9,903,401

1.125% 1/15/21

14,709,496

15,848,908

1.25% 7/15/20

21,413,631

23,450,426

1.375% 7/15/18

5,349,089

5,877,728

1.375% 1/15/20

12,625,611

13,860,055

1.625% 1/15/15

9,576,384

9,904,078

1.625% 1/15/18

3,436,492

3,780,275

1.875% 7/15/15

12,684,223

13,400,184

1.875% 7/15/19

14,501,235

16,442,472

2% 1/15/16

7,808,864

8,356,094

2.125% 1/15/19

6,397,440

7,267,594

2.375% 1/15/17

8,345,696

9,263,071

2.5% 7/15/16

20,393,425

22,520,398

2.625% 7/15/17

9,718,725

11,037,585

TOTAL U.S. TREASURY INFLATION PROTECTED OBLIGATIONS

(Cost $383,248,809)


386,362,666

Asset-Backed Securities - 1.0%

 

Principal Amount (e)

Value

Anthracite CDO III Ltd./Anthracite CDO III Corp. Series 2004-1A Class A, 0.5393% 3/23/19 (g)(i)

$ 61,168

$ 61,168

Capital Trust RE CDO Ltd./Capital Trust RE CDO Corp. Series 2005-3A Class A2, 5.16% 6/25/35 (g)

100,692

101,699

CapitalSource Real Estate Loan Trust Series 2006-1A Class A2A, 0.5186% 1/20/37 (g)(i)

126,051

121,009

CapLease CDO Ltd. Series 2005-1A Class A, 4.926% 1/29/40 (g)

1,069,411

1,058,717

CBRE Realty Finance CDO LLC Series 2007-1A Class A1, 0.5209% 4/7/52 (g)(i)

257,802

244,912

Conseco Finance Securitizations Corp.:

Series 2002-1 Class M2, 9.546% 12/1/33

284,000

268,449

Series 2002-2 Class M2, 9.163% 3/1/33 (i)

474,000

413,394

Crest Clarendon Street Ltd./Crest Clarendon Corp. Series 2002-1A Class D, 9% 12/28/35 (g)

546,580

360,743

Crest Dartmouth Street Ltd./Crest Dartmouth Street Corp. Series 2003-1A Class D, 9% 6/28/38 (g)

874,203

655,653

Deutsche Financial Capital Securitization LLC Series 1997-I Class M, 7.275% 9/15/27

379,490

363,690

Fairfield Street Solar Corp. Series 2004-1A Class E1, 3.6271% 11/28/39 (g)(i)

916,845

27,505

Guggenheim Structured Real Estate Funding Ltd. Series 2006-3 Class E, 1.8289% 9/25/46 (g)(i)

750,000

627,750

Lehman ABS Manufactured Housing Contract Trust Series 2001-B Class M2, 7.17% 4/15/40

775,772

379,659

Merit Securities Corp. Series 13 Class M1, 7.8759% 12/28/33 (i)

1,900,000

2,030,676

N-Star Real Estate CDO Ltd. Series 1A:

Class B1, 1.9371% 8/28/38 (g)(i)

613,502

604,299

Class C1B, 7.696% 8/28/38 (g)

1,211,876

1,042,214

Residential Asset Securities Corp. Series 2003-KS10 Class MI3, 6.41% 12/25/33

54,280

21,794

Taberna Preferred Funding III Ltd. Series 2005-3A Class D, 2.9156% 2/5/36 (g)(i)

310,048

31

Wachovia Ltd./Wachovia LLC:

Series 2006-1 Class 1ML, 0.9993% 9/25/26 (g)(i)

568,000

376,300

Series 2006-1A:

Class A1A, 0.5106% 9/25/26 (g)(i)

101,682

101,560

Class A1B, 0.5806% 9/25/26 (g)(i)

609,000

567,162

Class B, 0.6106% 9/25/26 (g)(i)

400,000

384,000

Class C, 0.7806% 9/25/26 (g)(i)

750,000

707,850

Class F, 1.4006% 9/25/26 (g)(i)

556,000

494,173

Class G, 1.6006% 9/25/26 (g)(i)

306,000

271,208

Class H, 1.9006% 9/25/26 (g)(i)

814,000

718,355

Asset-Backed Securities - continued

 

Principal Amount (e)

Value

Wrightwood Capital Real Estate CDO Ltd. Series 2005-1A:

Class A1, 0.5831% 11/21/40 (g)(i)

$ 1,977,086

$ 1,838,690

Class F, 2.2131% 11/21/40 (g)(i)

1,500,000

300,000

TOTAL ASSET-BACKED SECURITIES

(Cost $14,908,176)


14,142,660

Collateralized Mortgage Obligations - 0.1%

 

Private Sponsor - 0.1%

COMM pass-thru certificates Series 2007-FL14 Class AJ, 0.3623% 6/15/22 (g)(i)

268,119

264,286

Countrywide Home Loans, Inc. Series 2003-J15:

Class B3, 4.6971% 1/25/19 (g)(i)

23,736

10,202

Class B4, 4.6971% 1/25/19 (g)(i)

47,473

16,835

FREMF Mortgage Trust:

Series 2010-K6 Class B, 5.5328% 12/25/46 (g)(i)

189,000

198,775

Series 2010-K7 Class B, 5.6189% 4/25/20 (g)(i)

95,000

100,301

Merrill Lynch Mortgage Investors Trust Series 1998-C3 Class F, 6% 12/15/30 (g)

57,068

60,049

TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS

(Cost $557,454)


650,448

Commercial Mortgage Securities - 1.7%

 

ACGS Series 2004-1 Class P, 7.4605% 8/1/19 (l)

1,141,158

1,126,180

Banc of America Commercial Mortgage Trust Series 2005-1 Class CJ, 5.4648% 11/10/42 (i)

275,000

290,938

Banc of America Large Loan Trust floater Series 2010-HLTN Class HLTN, 2.482% 11/15/15 (g)(i)

2,403,199

2,407,054

Banc of America Large Loan, Inc. floater Series 2005-MIB1 Class K, 2.1823% 3/15/22 (g)(i)

90,411

61,489

Banc of America REMIC Trust Series 2012-CLMZ Class A, 7.6823% 8/15/17 (g)(i)

210,000

216,132

Bear Stearns Commercial Mortgage Securities, Inc. Series 2006-PW11 Class AJ, 5.6105% 3/11/39 (i)

568,000

588,021

CGBAM Commercial Mortgage Trust Series 2013-D Class D, 3.0341% 5/15/30 (g)(i)

250,000

248,090

Chase Commercial Mortgage Securities Corp. Series 1998-1 Class H, 6.34% 5/18/30 (g)

379,000

345,036

Citigroup Commercial Mortgage Trust Series 2013-GC15 Class D, 5.107% 9/10/46 (i)

250,000

215,625

Commercial Mortgage Securities - continued

 

Principal Amount (e)

Value

Claregold Trust Series 2007-2A:

Class F, 5.01% 5/15/44 (g)(i)

CAD

1,605,000

$ 1,385,079

Class G, 5.01% 5/15/44 (g)(i)

CAD

351,000

286,726

Class H, 5.01% 5/15/44 (g)(i)

CAD

235,000

167,713

Class J, 5.01% 5/15/44 (g)(i)

CAD

235,000

159,375

Class K, 5.01% 5/15/44 (g)(i)

CAD

118,000

68,908

Class L, 5.01% 5/15/44 (g)(i)

CAD

421,000

223,140

Class M, 5.01% 5/15/44 (g)(i)

CAD

1,927,737

929,461

COMM Mortgage Trust Series 2013-CR10 Class D, 4.958% 8/10/46 (g)(i)

$ 200,000

172,097

COMM Mortgage Trust pass-thru certificates Series 2005-LP5 Class F, 5.4657% 5/10/43 (g)(i)

200,000

208,500

COMM pass-thru certificates floater Series 2006-FL12 Class AJ, 0.3123% 12/15/20 (g)(i)

112,833

111,550

Credit Suisse First Boston Mortgage Securities Corp. Series 1998-C2 Class F, 6.75% 11/15/30 (g)

173,228

180,000

DBUBS Mortgage Trust Series 2011-LC1A Class E, 5.7284% 11/10/46 (g)(i)

580,000

559,753

Deutsche Mortgage & Asset Receiving Corp. Series 1998-C1 Class J, 6.22% 6/15/31

156,517

156,382

DLJ Commercial Mortgage Corp. Series 1998-CG1 Class B4, 7.4013% 6/10/31 (g)(i)

32,390

32,401

Extended Stay America Trust Series 2013-ESHM Class M, 7.625% 12/5/19 (g)

530,000

542,207

Freddie Mac pass-thru certificates:

Series K011 Class X3, 2.6621% 12/25/43 (i)(k)

1,156,048

172,063

Series K012 Class X3, 2.3659% 1/25/41 (i)(k)

665,148

88,469

Series K013 Class X3, 2.8849% 1/25/43 (i)(k)

1,124,000

183,331

G-Force LLC sequential payer Series 2005-RRA Class A2, 4.83% 8/22/36 (g)

200,579

202,344

GMAC Commercial Mortgage Securities, Inc.:

Series 1997-C2 Class G, 6.75% 4/15/29 (i)

173,129

191,969

Series 1999-C3 Class J, 6.974% 8/15/36 (g)

516,000

532,968

Series 2000-C1 Class K, 7% 3/15/33

32,362

23,886

GS Mortgage Securities Corp. II:

floater Series 2007-EOP Class L, 5.4585% 3/6/20 (g)(i)

530,000

529,531

Series 2012-GCJ7:

Class C, 5.9065% 5/10/45 (i)

500,000

522,853

Class D, 5.9065% 5/10/45 (g)(i)

500,000

475,696

JPMorgan Chase Commercial Mortgage Securities Corp.:

Series 2009-IWST Class D, 7.6935% 12/5/27 (g)(i)

641,000

725,108

Series 2010-CNTM Class MZ, 8.5% 8/5/20 (g)

1,000,000

1,063,096

Commercial Mortgage Securities - continued

 

Principal Amount (e)

Value

JPMorgan Chase Commercial Mortgage Securities Corp.: - continued

Series 2010-CNTR Class D, 6.3899% 8/5/32 (g)(i)

$ 284,000

$ 310,664

LB Commercial Conduit Mortgage Trust Series 1998-C4 Class G, 5.6% 10/15/35 (g)

61,091

61,866

LB-UBS Commercial Mortgage Trust Series 2006-C4 Class AJ, 6.0813% 6/15/38 (i)

589,000

607,893

LStar Commercial Mortgage Trust Series 2011-1:

Class B, 5.521% 6/25/43 (g)(i)

443,000

457,766

Class D, 5.521% 6/25/43 (g)(i)

365,500

360,601

Mach One Trust LLC Series 2004-1A Class H, 6.3196% 5/28/40 (g)(i)

120,000

121,754

Mezz Capital Commercial Mortgage Trust:

sequential payer Series 2004-C2 Class A, 5.318% 10/15/40 (g)

566,854

504,500

Series 2005-C3 Class D, 7.7% 5/15/44 (g)

600,000

60

Morgan Stanley Capital I Trust:

sequential payer Series 2006-HQ10 Class AM, 5.36% 11/12/41

881,000

966,554

Series 1997-RR Class F, 7.4021% 4/30/39 (g)(i)

44,296

44,296

Series 1998-CF1 Class G, 7.35% 7/15/32 (g)

385,402

291,641

Series 2006-IQ12 Class AMFX, 5.37% 12/15/43

758,000

826,204

Series 2011-C2:

Class D, 5.4932% 6/15/44 (g)(i)

358,000

359,958

Class E, 5.4932% 6/15/44 (g)(i)

454,000

426,772

Class F, 5.4932% 6/15/44 (g)(i)

343,000

278,839

Class XB, 0.5388% 6/15/44 (g)(i)(k)

12,067,221

402,237

NationsLink Funding Corp. Series 1999-SL Class X, 11/10/30 (k)

6,882

6,917

Providence Place Group Ltd. Partnership Series 2000-C1 Class A2, 7.75% 7/20/28 (g)

230,537

287,364

TimberStar Trust I Series 2006-1 Class F, 7.5296% 10/15/36 (g)

474,000

484,756

UBS Commercial Mortgage Trust Series 2007-FL1 Class F, 0.7573% 7/15/24 (g)(i)

341,000

306,252

Wachovia Bank Commercial Mortgage Trust:

Series 2004-C10 Class E, 4.931% 2/15/41

379,000

381,480

Series 2004-C12 Class D, 5.4788% 7/15/41 (i)

426,000

436,105

Series 2004-C14 Class B, 5.17% 8/15/41

632,000

648,986

WF-RBS Commercial Mortgage Trust Series 2013-C11 Class E, 4.3242% 3/15/45 (g)(i)

220,000

161,904

TOTAL COMMERCIAL MORTGAGE SECURITIES

(Cost $22,888,085)


24,128,540

Common Stocks - 13.2%

Shares

Value

CONSUMER DISCRETIONARY - 0.6%

Household Durables - 0.6%

NVR, Inc. (a)

100

$ 91,919

Stanley Martin Communities LLC Class B (a)

6,300

8,789,949

 

8,881,868

FINANCIALS - 12.3%

Capital Markets - 0.0%

Ellington Financial LLC

11,400

256,158

Real Estate Investment Trusts - 12.1%

Acadia Realty Trust (SBI)

186,790

4,609,977

Alexandria Real Estate Equities, Inc.

56,335

3,596,990

American Campus Communities, Inc.

8,400

286,860

American Residential Properties, Inc. (a)

28,600

503,646

American Tower Corp.

17,000

1,260,210

Anworth Mortgage Asset Corp.

63,600

307,188

Apartment Investment & Management Co. Class A

50,800

1,419,352

Arbor Realty Trust, Inc.

42,100

285,438

Associated Estates Realty Corp. (f)

21,800

325,038

AvalonBay Communities, Inc.

42,059

5,345,278

BioMed Realty Trust, Inc.

35,300

656,227

Blackstone Mortgage Trust, Inc.

2,500

62,975

Boardwalk (REIT)

4,100

229,310

Boston Properties, Inc.

61,901

6,617,217

Camden Property Trust (SBI)

63,814

3,920,732

CBL & Associates Properties, Inc.

142,169

2,715,428

Cedar Shopping Centers, Inc.

136,003

704,496

Chambers Street Properties (f)

30,091

264,199

Chesapeake Lodging Trust

149,666

3,523,138

Coresite Realty Corp.

35,300

1,198,082

Cousins Properties, Inc.

298,000

3,066,420

CYS Investments, Inc.

72,180

586,823

DCT Industrial Trust, Inc.

47,827

343,876

DiamondRock Hospitality Co.

22,882

244,151

Douglas Emmett, Inc.

115,809

2,718,037

DuPont Fabros Technology, Inc.

40,200

1,035,954

Dynex Capital, Inc.

68,000

596,360

EastGroup Properties, Inc.

8,900

526,969

Equity Lifestyle Properties, Inc.

133,113

4,548,471

Equity One, Inc.

133,626

2,921,064

Equity Residential (SBI)

73,913

3,959,519

Essex Property Trust, Inc.

32,858

4,853,127

Excel Trust, Inc.

71,728

860,736

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Real Estate Investment Trusts - continued

Extra Space Storage, Inc.

4,300

$ 196,725

First Industrial Realty Trust, Inc.

90,400

1,470,808

First Potomac Realty Trust

85,420

1,073,729

General Growth Properties, Inc.

104,941

2,024,312

Glimcher Realty Trust

343,609

3,350,188

Hatteras Financial Corp.

17,900

334,909

HCP, Inc.

100,213

4,103,722

Health Care REIT, Inc.

44,575

2,780,589

Highwoods Properties, Inc. (SBI)

10,300

363,693

Home Properties, Inc.

51,400

2,968,350

Host Hotels & Resorts, Inc.

154,781

2,734,980

Kite Realty Group Trust

121,933

723,063

LaSalle Hotel Properties (SBI)

30,700

875,564

Lexington Corporate Properties Trust

150,800

1,693,484

LTC Properties, Inc.

16,500

626,670

MFA Financial, Inc.

499,266

3,719,532

Mid-America Apartment Communities, Inc.

51,864

3,241,500

Monmouth Real Estate Investment Corp. Class A

15,500

140,585

National Retail Properties, Inc.

6,500

206,830

Newcastle Investment Corp.

111,900

628,878

NorthStar Realty Finance Corp.

127,500

1,183,200

Piedmont Office Realty Trust, Inc. Class A

160,900

2,793,224

Prologis, Inc.

261,368

9,832,664

Public Storage

61,334

9,847,174

Redwood Trust, Inc.

28,400

559,196

Retail Properties America, Inc.

96,900

1,332,375

Select Income (REIT)

16,966

437,723

Senior Housing Properties Trust (SBI)

32,300

753,882

Simon Property Group, Inc.

121,373

17,991,120

SL Green Realty Corp.

69,519

6,176,068

Stag Industrial, Inc.

34,500

694,140

Summit Hotel Properties, Inc.

25,400

233,426

Sun Communities, Inc.

21,050

897,151

Sunstone Hotel Investors, Inc.

124,918

1,591,455

Terreno Realty Corp.

63,100

1,120,656

Two Harbors Investment Corp.

54,500

529,195

Ventas, Inc.

194,547

11,964,641

Vornado Realty Trust

15,847

1,332,099

Washington REIT (SBI)

17,600

444,752

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Real Estate Investment Trusts - continued

Weyerhaeuser Co.

59,371

$ 1,699,792

WP Carey, Inc. (f)

6,300

407,610

 

169,172,942

Real Estate Management & Development - 0.2%

Forest City Enterprises, Inc. Class A (a)

77,031

1,458,967

Kennedy-Wilson Holdings, Inc.

28,000

519,680

 

1,978,647

Thrifts & Mortgage Finance - 0.0%

Home Loan Servicing Solutions Ltd.

6,900

151,869

TOTAL FINANCIALS

171,559,616

HEALTH CARE - 0.3%

Health Care Providers & Services - 0.3%

Brookdale Senior Living, Inc. (a)

82,072

2,158,494

Emeritus Corp. (a)

118,031

2,187,114

 

4,345,608

TOTAL COMMON STOCKS

(Cost $192,542,441)


184,787,092

Preferred Stocks - 1.7%

 

 

 

 

Convertible Preferred Stocks - 0.2%

FINANCIALS - 0.2%

Real Estate Investment Trusts - 0.2%

CommonWealth REIT 6.50%

22,800

477,204

Excel Trust, Inc. 7.00% (g)

43,800

1,086,678

Health Care REIT, Inc. Series I, 6.50%

3,800

219,094

Lexington Corporate Properties Trust Series C, 6.50%

13,700

628,145

Weyerhaeuser Co. Series A, 6.375%

8,000

421,120

 

2,832,241

Nonconvertible Preferred Stocks - 1.5%

CONSUMER DISCRETIONARY - 0.0%

Hotels, Restaurants & Leisure - 0.0%

Red Lion Hotels Capital Trust 9.50%

26,153

679,716

Preferred Stocks - continued

Shares

Value

Nonconvertible Preferred Stocks - continued

FINANCIALS - 1.5%

Real Estate Investment Trusts - 1.5%

AG Mortgage Investment Trust, Inc. 8.00%

12,379

$ 285,955

American Home Mortgage Investment Corp.:

Series A, 9.375% (a)

81,500

8

Series B, 9.25% (a)

233,544

11,677

Annaly Capital Management, Inc.:

Series A, 7.875%

35,200

874,016

Series C, 7.625%

2,324

55,660

Series D, 7.50%

11,671

273,685

Anworth Mortgage Asset Corp. Series A, 8.625%

41,700

1,016,646

Apollo Commercial Real Estate Finance, Inc. Series A, 8.625%

13,174

330,667

Apollo Residential Mortgage, Inc. Series A, 8.00%

11,647

268,813

Arbor Realty Trust, Inc. Series A, 8.25%

8,989

222,298

Armour Residential REIT, Inc. Series B, 7.875%

5,645

120,295

CapLease, Inc. Series B, 8.375%

40,000

1,000,000

CBL & Associates Properties, Inc. 7.375%

10,347

258,468

Cedar Shopping Centers, Inc. Series B, 7.25%

12,171

279,933

CenterPoint Properties Trust Series D, 5.377%

5,280

3,352,800

Chesapeake Lodging Trust Series A, 7.75%

4,050

100,521

Coresite Realty Corp. Series A, 7.25%

11,776

280,858

Cousins Properties, Inc. Series B, 7.50%

8,259

206,475

CYS Investments, Inc. Series A, 7.75%

2,162

48,818

DDR Corp.:

Series J, 6.50%

6,519

143,548

Series K, 6.25%

5,623

118,420

Digital Realty Trust, Inc. Series G, 5.875%

6,286

124,149

Duke Realty LP Series L, 6.60%

1,034

24,589

Dynex Capital, Inc.:

Series A, 8.50%

20,755

505,799

Series B, 7.625%

10,545

238,422

Equity Lifestyle Properties, Inc. Series C, 6.75%

29,989

692,746

Essex Property Trust, Inc. Series H, 7.125%

1,900

47,652

Excel Trust, Inc. Series B, 8.125%

24,000

609,120

First Potomac Realty Trust 7.75%

22,008

558,343

General Growth Properties, Inc. Series A, 6.375%

1,647

36,185

Glimcher Realty Trust:

6.875%

702

16,322

Series G, 8.125%

3,562

89,477

Series H, 7.50%

2,898

70,132

Hatteras Financial Corp. Series A, 7.625%

5,740

130,872

Preferred Stocks - continued

Shares

Value

Nonconvertible Preferred Stocks - continued

FINANCIALS - continued

Real Estate Investment Trusts - continued

Hudson Pacific Properties, Inc. 8.375%

11,698

$ 297,129

Invesco Mortgage Capital, Inc. Series A, 7.75%

6,507

146,538

iStar Financial, Inc.:

Series E, 7.875%

3,811

90,016

Series F, 7.80%

7,116

166,728

Series G, 7.65%

6,000

138,000

Kite Realty Group Trust 8.25%

900

22,986

LaSalle Hotel Properties:

Series G, 7.25%

6,119

147,590

Series I, 6.375%

3,663

77,839

LBA Realty Fund II Series B, 7.625% (a)

27,795

550,619

MFA Financial, Inc.:

8.00%

11,262

285,942

Series B, 7.50% (a)

64,227

1,477,221

National Retail Properties, Inc. 5.70% (a)

3,272

64,426

New York Mortgage Trust, Inc. Series B, 7.75%

4,886

100,652

NorthStar Realty Finance Corp.:

Series B, 8.25%

7,991

187,629

Series C, 8.875%

10,582

259,682

Series D, 8.50%

6,986

168,921

Pebblebrook Hotel Trust:

Series A, 7.875%

11,500

297,275

Series B, 8.00%

7,600

196,232

Series C, 6.50%

5,758

122,933

Pennsylvania (REIT) 7.375%

4,082

96,988

Prologis, Inc. Series Q, 8.54%

3,700

209,235

Saul Centers, Inc.:

8.00%

3,440

89,062

Series C, 6.875%

14,926

349,865

Stag Industrial, Inc. Series A, 9.00%

40,000

1,069,200

Strategic Hotel & Resorts, Inc. Series A, 8.50%

4,614

105,291

Summit Hotel Properties, Inc.:

Series B, 7.875%

9,827

250,589

Series C, 7.125%

6,788

159,314

Sun Communities, Inc. Series A, 7.125%

15,940

389,733

Taubman Centers, Inc. Series K, 6.25%

4,319

96,573

UMH Properties, Inc. Series A, 8.25%

14,000

359,940

Weingarten Realty Investors (SBI) Series F, 6.50%

6,320

152,881

 

20,520,398

Preferred Stocks - continued

Shares

Value

Nonconvertible Preferred Stocks - continued

FINANCIALS - continued

Real Estate Management & Development - 0.0%

Kennedy-Wilson, Inc. 7.75%

7,372

$ 184,153

TOTAL FINANCIALS

20,704,551

TOTAL NONCONVERTIBLE PREFERRED STOCKS

21,384,267

TOTAL PREFERRED STOCKS

(Cost $33,429,547)


24,216,508

Floating Rate Loans - 1.1%

 

Principal Amount (e)

 

CONSUMER DISCRETIONARY - 0.3%

Hotels, Restaurants & Leisure - 0.3%

Cooper Hotel Group REL 12% 11/6/17

$ 1,000,781

1,048,318

Extended Stay America, Inc. REL 9.625% 12/1/19

1,500,000

1,545,000

Four Seasons Holdings, Inc. Tranche 2LN, term loan 6.25% 12/27/20 (i)

20,000

20,400

La Quinta:

Tranche A, term loan 11.375% 7/6/14 (i)

277,850

282,379

Tranche B, term loan 11.375% 7/6/14 (i)

208,389

211,786

Tranche D, term loan 14.9% 7/6/14 (i)

1,000,000

1,020,000

 

4,127,883

Multiline Retail - 0.0%

JC Penney Corp., Inc. Tranche B, term loan 6% 5/22/18 (i)

139,650

135,286

Specialty Retail - 0.0%

The Pep Boys - Manny, Moe & Jack Tranche B, term loan 5% 10/11/18 (i)

283,575

284,993

TOTAL CONSUMER DISCRETIONARY

4,548,162

FINANCIALS - 0.7%

Diversified Financial Services - 0.3%

Blackstone REL 10% 10/1/17

2,992,479

3,022,404

BRE Select Hotels Corp. REL 5.933% 5/9/18 (i)

503,337

503,337

 

3,525,741

Floating Rate Loans - continued

 

Principal Amount (e)

Value

FINANCIALS - continued

Real Estate Investment Trusts - 0.0%

iStar Financial, Inc. Tranche B, term loan 4.5% 10/15/17 (i)

$ 507,206

$ 508,474

Real Estate Management & Development - 0.4%

CB Richard Ellis Services, Inc. Tranche B, term loan 2.9326% 3/28/21 (i)

84,575

84,575

CityCenter term loan 8.75% 7/12/14 (i)

2,606,094

2,606,094

EOP Operating LP term loan 6.27% 2/1/14 (i)

500,000

497,000

Equity Inns Reality LLC Tranche A, term loan 10.5% 11/4/13 (i)

1,097,915

995,305

Realogy Corp.:

Credit-Linked Deposit 3.1963% 10/10/13 (i)

45,019

45,019

Credit-Linked Deposit 4.4463% 10/10/16 (i)

30,743

30,743

Realogy Group LLC Tranche B, term loan 4.5% 3/5/20 (i)

567,150

569,986

 

4,828,722

Thrifts & Mortgage Finance - 0.0%

Ocwen Loan Servicing, LLC Tranche B, term loan 5% 2/15/18 (i)

44,775

45,279

TOTAL FINANCIALS

8,908,216

HEALTH CARE - 0.0%

Health Care Providers & Services - 0.0%

Community Health Systems, Inc. term loan 3.7602% 1/25/17 (i)

91,500

91,500

INDUSTRIALS - 0.1%

Construction & Engineering - 0.1%

Drumm Investors LLC Tranche B, term loan 5% 5/4/18 (i)

733,266

700,269

TELECOMMUNICATION SERVICES - 0.0%

Wireless Telecommunication Services - 0.0%

Crown Castle Operating Co. Tranche A, term loan 2.68% 1/31/17 (i)

177,792

176,459

UTILITIES - 0.0%

Electric Utilities - 0.0%

La Frontera Generation, LLC Tranche B, term loan 4.5% 9/30/20 (i)

468,315

469,486

TOTAL FLOATING RATE LOANS

(Cost $14,877,492)


14,894,092

Commodity Funds - 23.4%

 

Shares

Value

Fidelity Commodity Strategy Central Fund (j)
(Cost $421,848,748)

33,988,785

$ 326,292,334

Fixed-Income Funds - 27.1%

 

 

 

 

Fidelity Floating Rate Central Fund (j)
(Cost $363,094,938)

3,562,105


378,972,351

Preferred Securities - 0.0%

Principal Amount (e)

 

FINANCIALS - 0.0%

Diversified Financial Services - 0.0%

Crest Clarendon Street 2002-1 Ltd. Series 2002-1A Class PS, 12/28/35 (g)

(Cost $568,207)

$ 500,000


25,000

Money Market Funds - 0.8%

Shares

 

Fidelity Cash Central Fund, 0.10% (b)

10,472,254

10,472,254

Fidelity Securities Lending Cash Central Fund, 0.09% (b)(c)

688,325

688,325

TOTAL MONEY MARKET FUNDS

(Cost $11,160,579)


11,160,579

TOTAL INVESTMENT PORTFOLIO - 100.1%

(Cost $1,490,445,858)

1,398,211,314

NET OTHER ASSETS (LIABILITIES) - (0.1)%

(739,375)

NET ASSETS - 100%

$ 1,397,471,939

Currency Abbreviations

CAD

-

Canadian dollar

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

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

(d) Non-income producing - Security is in default.

(e) Amount is stated in United States dollars unless otherwise noted.

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

(g) 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 $34,346,226 or 2.5% of net assets.

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

(i) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end.

(j) Affiliated fund that is generally available only to investment companies and other accounts managed by Fidelity Investments. A complete unaudited schedule of portfolio holdings for each Fidelity Central Fund is filed with the SEC for the first and third quarters of each fiscal year on Form N-Q and is available upon request or at the SEC's website at www.sec.gov. An unaudited holdings listing for the Fund, which presents direct holdings as well as the pro-rata share of securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, other than the Commodity Strategy Central Fund, is available at fidelity.com and/or advisor.fidelity.com, as applicable. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(k) Security represents right to receive monthly interest payments on an underlying pool of mortgages or assets. Principal shown is the outstanding par amount of the pool as of the end of the period.

(l) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $1,126,180 or 0.1% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost

ACGS Series 2004-1 Class P, 7.4605% 8/1/19

2/17/11

$ 1,105,056

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

$ 22,236

Fidelity Commodity Strategy Central Fund

289,650

Fidelity Floating Rate Central Fund

19,281,267

Fidelity Securities Lending Cash Central Fund

1,229

Total

$ 19,594,382

Additional information regarding the Fund's fiscal year to date purchases and sales, including the ownership percentage, of the non Money Market Central Funds is as follows:

Fund

Value,
beginning of
period

Purchases

Sales
Proceeds

Value,
end of
period

% ownership,
end of
period

Fidelity Commodity Strategy Central Fund

$ 332,803,865

$ 76,113,975

$ 28,512,820

$ 326,292,334

95.3%

Fidelity Floating Rate Central Fund

334,845,337

54,802,168

16,992,647

378,972,351

28.2%

Total

$ 667,649,202

$ 130,916,143

$ 45,505,467

$ 705,264,685

Other Information

The following is a summary of the inputs used, as of September 30, 2013, involving the Fund's assets and liabilities carried at fair 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 tables below, please refer to the Investment 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:

Equities:

Consumer Discretionary

$ 9,561,584

$ 771,635

$ -

$ 8,789,949

Financials

195,096,408

190,005,031

1,726,892

3,364,485

Health Care

4,345,608

4,345,608

-

-

Corporate Bonds

32,579,044

-

28,403,164

4,175,880

U.S. Government and Government Agency Obligations

386,362,666

-

386,362,666

-

Asset-Backed Securities

14,142,660

-

7,627,058

6,515,602

Collateralized Mortgage Obligations

650,448

-

623,411

27,037

Commercial Mortgage Securities

24,128,540

-

18,758,218

5,370,322

Floating Rate Loans

14,894,092

-

4,157,774

10,736,318

Fixed-Income Funds

378,972,351

378,972,351

-

-

Preferred Securities

25,000

-

-

25,000

Money Market Funds

11,160,579

11,160,579

-

-

Commodity Funds

326,292,334

326,292,334

-

-

Total Investments in Securities:

$ 1,398,211,314

$ 911,547,538

$ 447,659,183

$ 39,004,593

Valuation Inputs at Reporting Date:

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

Investments in Securities:

Beginning Balance

$ 37,420,737

Net Realized Gain (Loss) on Investment Securities

(12,703,339)

Net Unrealized Gain (Loss) on Investment Securities

20,364,228

Cost of Purchases

7,752,644

Proceeds of Sales

(11,629,862)

Amortization/Accretion

101,992

Transfers into Level 3

625,940

Transfers out of Level 3

(2,927,747)

Ending Balance

$ 39,004,593

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at September 30, 2013

$ 7,175,668

The information used in the above reconciliation represents fiscal year to date activity for any Investments in 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 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

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

Annual Report


Financial Statements

Statement of Assets and Liabilities

  

September 30, 2013

 

 

 

Assets

Investment in securities, at value (including securities loaned of $662,643) - See accompanying schedule:

Unaffiliated issuers (cost $694,341,593)

$ 681,786,050

 

Fidelity Central Funds (cost $796,104,265)

716,425,264

 

Total Investments (cost $1,490,445,858)

 

$ 1,398,211,314

Receivable for investments sold

4,931,489

Receivable for fund shares sold

1,589,256

Dividends receivable

811,763

Interest receivable

2,299,745

Distributions receivable from Fidelity Central Funds

1,897,618

Receivable from investment adviser for expense reductions

1,245

Other receivables

3,280

Total assets

1,409,745,710

 

 

 

Liabilities

Payable to custodian bank

$ 3,886

Payable for investments purchased
Regular delivery

5,374,139

Delayed delivery

250,000

Payable for fund shares redeemed

4,849,432

Accrued management fee

661,059

Distribution and service plan fees payable

117,062

Other affiliated payables

235,830

Other payables and accrued expenses

94,038

Collateral on securities loaned, at value

688,325

Total liabilities

12,273,771

 

 

 

Net Assets

$ 1,397,471,939

Net Assets consist of:

 

Paid in capital

$ 1,760,384,791

Undistributed net investment income

8,011,880

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

(278,688,709)

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

(92,236,023)

Net Assets

$ 1,397,471,939

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

September 30, 2013

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($169,169,590 ÷ 18,169,381 shares)

$ 9.31

 

 

 

Maximum offering price per share (100/96.00 of $9.31)

$ 9.70

Class T:
Net Asset Value
and redemption price per share ($25,280,805 ÷ 2,711,334 shares)

$ 9.32

 

 

 

Maximum offering price per share (100/96.00 of $9.32)

$ 9.71

Class B:
Net Asset Value
and offering price per share ($4,263,442 ÷ 459,572 shares)A

$ 9.28

 

 

 

Class C:
Net Asset Value
and offering price per share ($86,036,659 ÷ 9,330,561 shares)A

$ 9.22

 

 

 

Strategic Real Return:
Net Asset Value
, offering price and redemption price per share ($679,779,539 ÷ 72,650,647 shares)

$ 9.36

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($432,941,904 ÷ 46,373,343 shares)

$ 9.34

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.

Annual Report

Statement of Operations

  

Year ended September 30, 2013

 

  

  

Investment Income

  

  

Dividends

 

$ 7,308,967

Interest

 

16,559,150

Income from Fidelity Central Funds

 

19,594,382

Total income

 

43,462,499

 

 

 

Expenses

Management fee

$ 8,194,226

Transfer agent fees

2,278,875

Distribution and service plan fees

1,612,493

Accounting and security lending fees

582,593

Custodian fees and expenses

44,842

Independent trustees' compensation

5,408

Registration fees

144,769

Audit

186,861

Legal

5,106

Miscellaneous

5,536

Total expenses before reductions

13,060,709

Expense reductions

(107,932)

12,952,777

Net investment income (loss)

30,509,722

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

5,722,157

Fidelity Central Funds

(328,127)

 

Foreign currency transactions

(703)

Capital gain distributions from Fidelity Central Funds

140,499

 

Total net realized gain (loss)

 

5,533,826

Change in net unrealized appreciation (depreciation) on:

Investment securities

(76,476,786)

Assets and liabilities in foreign currencies

177

Total change in net unrealized appreciation (depreciation)

 

(76,476,609)

Net gain (loss)

(70,942,783)

Net increase (decrease) in net assets resulting from operations

$ (40,433,061)

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Year ended
September 30,
2013

Year ended
September 30,
2012

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 30,509,722

$ 31,579,841

Net realized gain (loss)

5,533,826

56,673,375

Change in net unrealized appreciation (depreciation)

(76,476,609)

178,479,606

Net increase (decrease) in net assets resulting
from operations

(40,433,061)

266,732,822

Distributions to shareholders from net investment income

(28,290,311)

(48,021,133)

Distributions to shareholders from net realized gain

(4,225,517)

(54,380,158)

Total distributions

(32,515,828)

(102,401,291)

Share transactions - net increase (decrease)

124,432,635

(4,640,147,542)

Redemption fees

106,353

80,871

Total increase (decrease) in net assets

51,590,099

(4,475,735,140)

 

 

 

Net Assets

Beginning of period

1,345,881,840

5,821,616,980

End of period (including undistributed net investment income of $8,011,880 and undistributed net investment income of $6,007,176, respectively)

$ 1,397,471,939

$ 1,345,881,840

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

Annual Report

Financial Highlights - Class A

Years ended September 30,

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 9.78

$ 9.20

$ 9.08

$ 8.29

$ 9.36

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .188

  .178

  .233

  .171

  .146

Net realized and unrealized gain (loss)

  (.452)

  .940

  .101

  .840

  (.528)

Total from investment operations

  (.264)

  1.118

  .334

  1.011

  (.382)

Distributions from net investment income

  (.177)

  (.128) F

  (.214)

  (.111)

  (.208)

Distributions from net realized gain

  (.030)

  (.410) F

  -

  (.110)

  (.480)

Total distributions

  (.207)

  (.538)

  (.214)

  (.221)

  (.688)

Redemption fees added to paid in capital C

  .001

  - H

  - H

  - H

  - H

Net asset value, end of period

$ 9.31

$ 9.78

$ 9.20

$ 9.08

$ 8.29

Total Return A, B

  (2.72)%

  12.66%

  3.60%

  12.46%

  (2.73)%

Ratios to Average Net Assets D, G

 

 

 

 

 

Expenses before reductions

  1.04%

  1.04%

  1.01%

  1.02%

  1.03%

Expenses net of fee waivers, if any

  1.04%

  1.03%

  1.01%

  1.02%

  1.03%

Expenses net of all reductions

  1.03%

  1.03%

  1.01%

  1.02%

  1.03%

Net investment income (loss)

  1.96%

  1.88%

  2.41%

  1.98%

  1.98%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 169,170

$ 222,335

$ 219,906

$ 168,216

$ 112,929

Portfolio turnover rate E

  23%

  15%

  35%

  29%

  38%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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. Based on their most recent shareholder report date, the expenses of any non-money market Fidelity Central Funds ranged from less than .01% to .05%.

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

F The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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

H Amount represents less than $.001 per share.

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

Annual Report

Financial Highlights - Class T

Years ended September 30,

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 9.79

$ 9.21

$ 9.09

$ 8.30

$ 9.36

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .187

  .177

  .232

  .170

  .144

Net realized and unrealized gain (loss)

  (.451)

  .940

  .099

  .841

  (.521)

Total from investment operations

  (.264)

  1.117

  .331

  1.011

  (.377)

Distributions from net investment income

  (.177)

  (.127) F

  (.211)

  (.111)

  (.203)

Distributions from net realized gain

  (.030)

  (.410) F

  -

  (.110)

  (.480)

Total distributions

  (.207)

  (.537)

  (.211)

  (.221)

  (.683)

Redemption fees added to paid in capital C

  .001

  - H

  - H

  - H

  - H

Net asset value, end of period

$ 9.32

$ 9.79

$ 9.21

$ 9.09

$ 8.30

Total Return A, B

  (2.72)%

  12.62%

  3.56%

  12.44%

  (2.69)%

Ratios to Average Net Assets D, G

 

 

 

 

 

Expenses before reductions

  1.05%

  1.05%

  1.02%

  1.03%

  1.07%

Expenses net of fee waivers, if any

  1.05%

  1.04%

  1.01%

  1.03%

  1.07%

Expenses net of all reductions

  1.05%

  1.04%

  1.01%

  1.03%

  1.07%

Net investment income (loss)

  1.94%

  1.87%

  2.40%

  1.98%

  1.95%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 25,281

$ 30,648

$ 29,038

$ 27,373

$ 23,500

Portfolio turnover rate E

  23%

  15%

  35%

  29%

  38%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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. Based on their most recent shareholder report date, the expenses of any non-money market Fidelity Central Funds ranged from less than .01% to .05%.

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

F The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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

H Amount represents less than $.001 per share.

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

Annual Report

Financial Highlights - Class B

Years ended September 30,

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 9.74

$ 9.16

$ 9.03

$ 8.27

$ 9.34

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .119

  .111

  .162

  .108

  .093

Net realized and unrealized gain (loss)

  (.444)

  .940

  .099

  .845

  (.536)

Total from investment operations

  (.325)

  1.051

  .261

  .953

  (.443)

Distributions from net investment income

  (.106)

  (.061) F

  (.131)

  (.083)

  (.147)

Distributions from net realized gain

  (.030)

  (.410) F

  -

  (.110)

  (.480)

Total distributions

  (.136)

  (.471)

  (.131)

  (.193)

  (.627)

Redemption fees added to paid in capital C

  .001

  - H

  - H

  - H

  - H

Net asset value, end of period

$ 9.28

$ 9.74

$ 9.16

$ 9.03

$ 8.27

Total Return A, B

  (3.35)%

  11.89%

  2.82%

  11.73%

  (3.53)%

Ratios to Average Net Assets D, G

 

 

 

 

 

Expenses before reductions

  1.77%

  1.77%

  1.74%

  1.75%

  1.76%

Expenses net of fee waivers, if any

  1.75%

  1.73%

  1.73%

  1.75%

  1.75%

Expenses net of all reductions

  1.74%

  1.73%

  1.73%

  1.75%

  1.75%

Net investment income (loss)

  1.25%

  1.18%

  1.68%

  1.26%

  1.27%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 4,263

$ 5,743

$ 6,587

$ 7,406

$ 5,992

Portfolio turnover rate E

  23%

  15%

  35%

  29%

  38%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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. Based on their most recent shareholder report date, the expenses of any non-money market Fidelity Central Funds ranged from less than .01% to .05%.

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

F The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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

H Amount represents less than $.001 per share.

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

Annual Report

Financial Highlights - Class C

Years ended September 30,

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 9.69

$ 9.12

$ 8.99

$ 8.24

$ 9.31

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .113

  .105

  .158

  .105

  .088

Net realized and unrealized gain (loss)

  (.449)

  .933

  .107

  .838

  (.532)

Total from investment operations

  (.336)

  1.038

  .265

  .943

  (.444)

Distributions from net investment income

  (.105)

  (.058) F

  (.135)

  (.083)

  (.146)

Distributions from net realized gain

  (.030)

  (.410) F

  -

  (.110)

  (.480)

Total distributions

  (.135)

  (.468)

  (.135)

  (.193)

  (.626)

Redemption fees added to paid in capital C

  .001

  - H

  - H

  - H

  - H

Net asset value, end of period

$ 9.22

$ 9.69

$ 9.12

$ 8.99

$ 8.24

Total Return A, B

  (3.48)%

  11.80%

  2.88%

  11.65%

  (3.55)%

Ratios to Average Net Assets D, G

 

 

 

 

 

Expenses before reductions

  1.80%

  1.81%

  1.77%

  1.78%

  1.83%

Expenses net of fee waivers, if any

  1.80%

  1.80%

  1.76%

  1.78%

  1.83%

Expenses net of all reductions

  1.80%

  1.80%

  1.76%

  1.78%

  1.83%

Net investment income (loss)

  1.19%

  1.12%

  1.65%

  1.23%

  1.19%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 86,037

$ 94,134

$ 89,790

$ 66,399

$ 44,744

Portfolio turnover rate E

  23%

  15%

  35%

  29%

  38%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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. Based on their most recent shareholder report date, the expenses of any non-money market Fidelity Central Funds ranged from less than .01% to .05%.

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

F The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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

H Amount represents less than $.001 per share.

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

Annual Report

Financial Highlights - Strategic Real Return

Years ended September 30,

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 9.83

$ 9.24

$ 9.13

$ 8.32

$ 9.39

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .216

  .212

  .262

  .196

  .166

Net realized and unrealized gain (loss)

  (.451)

  .941

  .098

  .846

  (.529)

Total from investment operations

  (.235)

  1.153

  .360

  1.042

  (.363)

Distributions from net investment income

  (.206)

  (.154) E

  (.250)

  (.122)

  (.227)

Distributions from net realized gain

  (.030)

  (.410) E

  -

  (.110)

  (.480)

Total distributions

  (.236)

  (.564)

  (.250)

  (.232)

  (.707)

Redemption fees added to paid in capital B

  .001

  .001

  - G

  - G

  - G

Net asset value, end of period

$ 9.36

$ 9.83

$ 9.24

$ 9.13

$ 8.32

Total Return A

  (2.41)%

  13.03%

  3.87%

  12.81%

  (2.48)%

Ratios to Average Net Assets C, F

 

 

 

 

 

Expenses before reductions

  .76%

  .75%

  .72%

  .73%

  .77%

Expenses net of fee waivers, if any

  .75%

  .73%

  .71%

  .73%

  .77%

Expenses net of all reductions

  .75%

  .73%

  .71%

  .73%

  .77%

Net investment income (loss)

  2.24%

  2.18%

  2.70%

  2.28%

  2.25%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 679,780

$ 649,200

$ 3,541,743

$ 4,069,023

$ 4,914,336

Portfolio turnover rate D

  23%

  15%

  35%

  29%

  38%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of any 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. Based on their most recent shareholder report date, the expenses of any non-money market Fidelity Central Funds ranged from less than .01% to .05%.

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

E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

F 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 reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.001 per share.

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

Annual Report

Financial Highlights - Institutional Class

Years ended September 30,

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 9.81

$ 9.22

$ 9.11

$ 8.30

$ 9.37

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .208

  .202

  .258

  .194

  .166

Net realized and unrealized gain (loss)

  (.450)

  .947

  .099

  .848

  (.529)

Total from investment operations

  (.242)

  1.149

  .357

  1.042

  (.363)

Distributions from net investment income

  (.199)

  (.150) E

  (.247)

  (.122)

  (.227)

Distributions from net realized gain

  (.030)

  (.410) E

  -

  (.110)

  (.480)

Total distributions

  (.229)

  (.560)

  (.247)

  (.232)

  (.707)

Redemption fees added to paid in capital B

  .001

  .001

  - G

  - G

  - G

Net asset value, end of period

$ 9.34

$ 9.81

$ 9.22

$ 9.11

$ 8.30

Total Return A

  (2.49)%

  13.01%

  3.84%

  12.84%

  (2.49)%

Ratios to Average Net Assets C, F

 

 

 

 

 

Expenses before reductions

  .83%

  .81%

  .76%

  .75%

  .77%

Expenses net of fee waivers, if any

  .83%

  .80%

  .76%

  .75%

  .77%

Expenses net of all reductions

  .82%

  .80%

  .75%

  .75%

  .77%

Net investment income (loss)

  2.17%

  2.12%

  2.66%

  2.25%

  2.24%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 432,942

$ 343,822

$ 813,551

$ 716,052

$ 571,760

Portfolio turnover rate D

  23%

  15%

  35%

  29%

  38%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of any 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. Based on their most recent shareholder report date, the expenses of any non-money market Fidelity Central Funds ranged from less than .01% to .05%.

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

E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

F 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 reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.001 per share.

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

Annual Report


Notes to Financial Statements

For the period ended September 30, 2013

1. Organization.

Fidelity Strategic Real Return Fund (the Fund) is a fund of Fidelity Salem Street Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Strategic Real Return and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. The Fund offered Class F shares during the period June 26, 2009 through October 21, 2011, and all outstanding shares were redeemed by October 21, 2011. 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.

2. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies generally 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 held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

Based on its investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the Fund. These strategies are consistent with the investment objectives of the Fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the Fund. The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The following summarizes the Fund's investment in each non-money market Fidelity Central Fund.

Annual Report

2. Investments in Fidelity Central Funds - continued

Fidelity
Central Fund

Investment
Manager

Investment
Objective

Investment
Practices

Expense
Ratio
*

Fidelity Commodity Strategy Central Fund

Geode Capital Management, LLC (Geode)

Seeks to provide investment returns that correspond to the performance of the commodities market.

Investment in commodity-related investments through a wholly-owned subsidiary organized under the laws of the Cayman Islands

Futures

Swaps

.05%

Fidelity Floating Rate Central Fund

FMR Co., Inc. (FMRC)

Seeks a high level of income by normally investing in floating rate loans and other floating rate securities.

Loans & Direct Debt Instruments

Repurchase Agreements

Restricted Securities

Less than .01%

* Expenses expressed as a percentage of average net assets and are as of each underlying Central Fund's most recent annual or semi-annual
shareholder report.

An unaudited holdings listing for the Fund, which presents direct holdings as well as the pro-rata share of any securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at fidelity.com and/or advisor.fidelity.com, as applicable. A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which contain the significant accounting policies (including investment valuation policies) of those funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC website 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 (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. For corporate bonds, floating rate loans, preferred securities and U.S. government and government agency obligations, pricing vendors utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as broker-supplied prices. For asset backed securities, collateralized mortgage obligations and commercial mortgage securities, pricing vendors utilize matrix pricing which considers prepayment speed assumptions, attributes of the collateral, yield or price of bonds of comparable quality, coupon, maturity and type as well as broker-supplied prices. Independent prices obtained from a single source or broker are evaluated by management and may be categorized as Level 3 in the hierarchy. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt

Annual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances. The Fund invests a significant portion of its assets in below investment grade securities. The value of these securities can be more volatile due to changes in the credit quality of the issuer and is sensitive to changes in economic, market and regulatory conditions.

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 a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

The following provides information on Level 3 securities held by the Fund that were valued at period end based on unobservable inputs. These amounts exclude valuations provided by a broker.

Asset Type

Fair Value at
09/30/13

Valuation
Technique (s)

Unobservable
Input

Amount or Range /
Weighted
Average

Impact to
Valuation
from an
Increase
in Input
*

Asset-Backed Securities

$360,743

Discounted cash flow

Yield

11.0%

Decrease

Collateralized Mortgage Obligations

$27,037

Discounted cash flow

Yield

10.5% - 11% / 10.8%

Decrease

Commercial Mortgage Securities

$353,130

Discounted cash flow

Yield

15.0%

Decrease

 

 

Market comparable

Spread

13.9%

Decrease

Common Stock

$8,789,949

Adjusted book value

Book value multiple

1.3

Increase

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

Asset Type

Fair Value at
09/30/13

Valuation
Technique (s)

Unobservable
Input

Amount or Range /
Weighted
Average

Impact to
Valuation
from an
Increase
in Input
*

Corporate Bonds

$4,175,160

Discounted cash flow

Yield

20.0%

Decrease

Floating Rate Loans

$4,157,749

Discounted cash flow

Yield

6% - 10.9% / 9%

Decrease

* Represents the expected directional change in the fair value of the Level 3 investments that would result from an increase in the corresponding
input. A decrease to the unobservable input would have the opposite effect. Significant changes in these inputs could result in significantly higher or
lower fair value measurements.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of September 30, 2013, as well as a roll forward of Level 3 investments, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV 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. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

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. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. 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. For Treasury Inflation-Protected Securities (TIPS) the principal amount is adjusted daily to keep pace with inflation. Interest is accrued based on the adjusted principal amount. The adjustments to principal due to inflation are reflected as increases or decreases to Interest in the accompanying Statement of Operations. Such adjustments may have a significant impact on the Fund's distributions. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectability of interest is reasonably assured.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily 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 may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. 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 under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of September 30, 2013, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP. These differences resulted in distribution reclassifications for the period ended September 30, 2012. In addition, the Fund claimed a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

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

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), market discount, equity-debt classifications, partnerships (including allocations from Fidelity Central Funds), capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 44,454,267

Gross unrealized depreciation

(168,671,158)

Net unrealized appreciation (depreciation) on securities and other investments

$ (124,216,891)

 

 

Tax Cost

$ 1,522,428,205

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 17,326,206

Capital loss carryforward

$ (256,012,902)

Net unrealized appreciation (depreciation)

$ (124,218,370)

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Fiscal year of expiration

 

2017

$ (253,584,429)

2018

(2,428,473)

Total capital loss carryforward

$ (256,012,902)

Due to large redemptions in a prior period, $256,012,902 of capital losses that will be available to offset future capital gains of the Fund will be limited to approximately $50,181,925 per year.

The tax character of distributions paid was as follows:

 

September 30, 2013

September 30, 2012

Ordinary Income

$ 32,515,828

$ 102,401,291

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 60 days may have been subject to a redemption fee equal to .75% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

Delayed Delivery Transactions and When-Issued Securities. During the period, the Fund transacted in securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. The securities purchased on a delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Delayed Delivery Transactions and When-Issued Securities - continued

underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

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

Loans and Other Direct Debt Instruments. The Fund invests in direct debt instruments which are interests in amounts owed to lenders by corporate or other borrowers. These instruments may be in the form of loans, trade claims or other receivables and may include standby financing commitments such as revolving credit facilities that obligate the Fund to supply additional cash to the borrower on demand. Loans may be acquired through assignment or participation, or may be made directly to a borrower. The Fund may be contractually obligated to receive approval from the agent bank and/or borrower prior to the sale of these loans. The Fund did not have any unfunded loan commitments, which are contractual obligations for future funding, at period end.

4. Purchases and Sales of Investments.

Purchases and sales of securities (including the Fixed-Income Central Funds), other than short-term securities and U.S. government securities, aggregated $285,163,042 and $197,527,580, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and an annualized group fee rate that averaged .11% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR, including any mutual funds previously advised by FMR that are currently advised by Fidelity SelectCo, LLC, an affiliate of FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annual management fee rate was .56% of the Fund's average net assets.

During the period, FMR waived a portion of its management fee as described in the Expense Reductions note.

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees. 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, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 526,645

$ 13,341

Class T

-%

.25%

74,171

1,604

Class B

.65%

.25%

45,756

33,328

Class C

.75%

.25%

965,921

187,231

 

 

 

$ 1,612,493

$ 235,504

Sales Load. FDC may receive a front-end sales charge of up to 4.00% for selling Class A shares and Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

 

Retained
by FDC

Class A

$ 35,437

Class T

5,792

Class B*

5,783

Class C*

11,493

 

$ 58,505

* 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. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets
*

Class A

$ 339,173

.16

Class T

51,389

.17

Class B

12,212

.24

Class C

167,323

.17

Strategic Real Return

893,246

.13

Institutional Class

815,532

.20

 

$ 2,278,875

 

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 each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $4,223 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $4.25 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 $3,339 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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

Annual Report

7. Security Lending - continued

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, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. 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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $1,229, including $376 from securities loaned to FCM.

8. Expense Reductions.

During the period, FMR contractually agreed to waive a portion of the Fund's management fee in an amount equal to the management fee paid to FMR by the subsidiary of Fidelity Commodity Strategy Central Fund based on the Fund's proportionate ownership of the Central Fund. During the period, this waiver reduced the Fund's management fee by $41,493. Effective December 31, 2012, this waiver arrangement was terminated when Geode, an unaffiliated investment manager of FMR, replaced FMRC as the investment manager for Fidelity Commodity Strategy Central Fund and its subsidiary.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement

Class B

1.75%

$ 1,017

In addition, FMR reimbursed a portion of the Fund's operating expenses during the period in the amount of $2,869.

Commissions paid to certain brokers with whom FMR, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $62,353 for the

Annual Report

Notes to Financial Statements - continued

8. Expense Reductions - continued

period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody by $200.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended September 30,

2013

2012 A, B

From net investment income

 

 

Class A

$ 3,942,614

$ 3,008,280

Class T

556,047

402,758

Class B

57,095

41,934

Class C

1,063,999

565,159

Strategic Real Return

14,603,419

27,969,381

Class F

-

8,050,092

Institutional Class

8,067,137

7,983,529

Total

$ 28,290,311

$ 48,021,133

From net realized gain

 

 

Class A

$ 700,228

$ 9,700,542

Class T

96,027

1,299,086

Class B

16,972

274,941

Class C

305,184

3,954,962

Strategic Real Return

2,031,418

25,681,982

Institutional Class

1,075,688

13,468,645

Total

$ 4,225,517

$ 54,380,158

A All Class F shares were redeemed on October 21, 2011.

B The amounts shown reflect certain reclassifications related to book to tax differences.

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended September 30,

2013

2012 A

2013

2012 A

Class A

 

 

 

 

Shares sold

4,892,241

4,546,984

$ 47,210,829

$ 42,952,906

Reinvestment of distributions

358,251

1,073,931

3,414,730

9,826,860

Shares redeemed

(9,815,865)

(6,794,492)

(93,532,782)

(63,823,907)

Net increase (decrease)

(4,565,373)

(1,173,577)

$ (42,907,223)

$ (11,044,141)

Annual Report

10. Share Transactions - continued

 

Shares

Dollars

Years ended September 30,

2013

2012 A

2013

2012 A

Class T

 

 

 

 

Shares sold

503,615

732,783

$ 4,868,842

$ 6,962,467

Reinvestment of distributions

59,645

157,763

568,738

1,448,105

Shares redeemed

(981,073)

(913,936)

(9,335,070)

(8,624,935)

Net increase (decrease)

(417,813)

(23,390)

$ (3,897,490)

$ (214,363)

Class B

 

 

 

 

Shares sold

41,387

25,870

$ 399,661

$ 242,066

Reinvestment of distributions

6,170

27,430

58,505

250,401

Shares redeemed

(177,470)

(182,828)

(1,698,257)

(1,723,949)

Net increase (decrease)

(129,913)

(129,528)

$ (1,240,091)

$ (1,231,482)

Class C

 

 

 

 

Shares sold

2,258,531

1,614,136

$ 21,633,969

$ 15,135,484

Reinvestment of distributions

128,444

433,947

1,209,019

3,940,152

Shares redeemed

(2,773,342)

(2,180,687)

(26,180,850)

(20,357,240)

Net increase (decrease)

(386,367)

(132,604)

$ (3,337,862)

$ (1,281,604)

Strategic Real Return

 

 

 

 

Shares sold

29,472,404

17,998,125

$ 284,364,599

$ 170,736,896

Reinvestment of distributions

1,639,914

5,579,449

15,678,518

51,346,847

Shares redeemed

(24,513,660)

(340,855,724) B

(234,394,292)

(3,205,727,988) B

Net increase (decrease)

6,598,658

(317,278,150)

$ 65,648,825

$ (2,983,644,245)

Class F

 

 

 

 

Shares sold

-

7,877,360

$ -

$ 73,260,294

Reinvestment of distributions

-

875,962

-

8,050,092

Shares redeemed

-

(130,189,980) B

-

(1,225,059,560) B

Net increase (decrease)

-

(121,436,658)

$ -

$ (1,143,749,174)

Annual Report

Notes to Financial Statements - continued

10. Share Transactions - continued

 

Shares

Dollars

Years ended September 30,

2013

2012 A

2013

2012 A

Institutional Class

 

 

 

 

Shares sold

20,542,996

18,914,085

$ 198,517,014

$ 179,131,680

Reinvestment of distributions

814,296

1,916,162

7,754,505

17,588,913

Shares redeemed

(10,041,349)

(73,986,633) B

(96,105,043)

(695,703,126) B

Net increase (decrease)

11,315,943

(53,156,386)

$ 110,166,476

$ (498,982,533)

A All Class F shares were redeemed on October 21, 2011.

B Amount includes in-kind redemptions.

11. Other.

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

Annual Report


Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Salem Street Trust and Shareholders of Fidelity Strategic Real Return Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Strategic Real Return Fund (the Fund), a fund of Fidelity Salem Street Trust, including the schedule of investments, as of September 30, 2013, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of its internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of September 30, 2013, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Strategic Real Return Fund as of September 30, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

Boston, Massachusetts

November 18, 2013

Annual Report


Trustees and Officers

The Trustees and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for Elizabeth S. Acton and James C. Curvey, each of the Trustees oversees 223 funds. Ms. Acton oversees 205 funds. Mr. Curvey oversees 395 funds.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person of the trust and the fund (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the month in which his or her 75th birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers hold office without limit in time, except that any officer may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Trustees and Officers - continued

Board Structure and Oversight Function. Abigail P. Johnson is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Albert R. Gamper, Jr. serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds and another Board oversees Fidelity's equity and high income funds. The asset allocation funds may invest in Fidelity funds that are overseen by such other Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates, and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations and Audit Committees. In addition, an ad hoc Board committee of Independent Trustees has worked with FMR to enhance the Board's oversight of investment and financial risks, legal and regulatory risks, technology risks, and operational risks, including the development of additional risk reporting to the Board. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate, including an annual review of FMR's risk management program for the Fidelity funds. The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

James C. Curvey (1935)

Year of Election or Appointment: 2007

Trustee

 

Mr. Curvey also serves as Trustee of other Fidelity funds. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

Abigail P. Johnson (1961)

Year of Election or Appointment: 2009

Trustee

Chairman of the Board of Trustees

 

Ms. Johnson also serves as Trustee of other Fidelity funds. Ms. Johnson serves as President of FMR LLC (2013-present), President of Fidelity Financial Services (2012-present) and President of Personal, Workplace and Institutional Services (2005-present). Ms. Johnson is Chairman and Director of FMR Co., Inc. (2011-present), Chairman and Director of FMR (2011-present), and the Vice Chairman and Director (2007-present) of FMR LLC. Previously, Ms. Johnson served as President and a Director of FMR (2001-2005), a Trustee of other investment companies advised by FMR, Fidelity Investments Money Management, Inc., and FMR Co., Inc. (2001-2005), Senior Vice President of the Fidelity funds (2001-2005), and managed a number of Fidelity funds. Ms. Abigail P. Johnson and Mr. Arthur E. Johnson are not related.

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

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Independent Trustees:

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

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Elizabeth S. Acton (1951)

Year of Election or Appointment: 2013

Trustee

 

Ms. Acton also serves as Trustee or Member of the Advisory Board of other Fidelity funds. Prior to her retirement in April 2012, Ms. Acton was Executive Vice President, Finance (2011-2012), Executive Vice President, Chief Financial Officer (2002-2011), and Treasurer (2004-2005) of Comerica Incorporated (financial services). Prior to joining Comerica, Ms. Acton held a variety of positions at Ford Motor Company (1983-2002), including Vice President and Treasurer (2000-2002) and Executive Vice President and Chief Financial Officer of Ford Motor Credit Company (1998-2000). Ms. Acton currently serves as a member of the Board of Directors and Audit and Finance Committees of Beazer Homes USA, Inc. (homebuilding, 2012-present).

Albert R. Gamper, Jr. (1942)

Year of Election or Appointment: 2006

Trustee

Chairman of the Independent Trustees

 

Mr. Gamper also serves as Trustee of other Fidelity funds. Prior to his retirement in December 2004, Mr. Gamper served as Chairman of the Board of CIT Group Inc. (commercial finance). During his tenure with CIT Group Inc. Mr. Gamper served in numerous senior management positions, including Chairman (1987-1989; 1999-2001; 2002-2004), Chief Executive Officer (1987-2004), and President (2002-2003). Mr. Gamper currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities, 2000-present), a member of the Board of Trustees, Rutgers University (2004-present), and Chairman of the Board of Barnabas Health Care System. Previously, Mr. Gamper served as Vice Chairman of the Independent Trustees of certain Fidelity funds (2011-2012) and as Chairman of the Board of Governors, Rutgers University (2004-2007).

Robert F. Gartland (1951)

Year of Election or Appointment: 2010

Trustee

 

Mr. Gartland also serves as Trustee of other Fidelity funds. Mr. Gartland is Chairman and an investor in Gartland and Mellina Group Corp. (consulting, 2009-present). Previously, Mr. Gartland served as a partner and investor of Vietnam Partners LLC (investments and consulting, 2008-2011). Prior to his retirement, Mr. Gartland held a variety of positions at Morgan Stanley (financial services, 1979-2007) including Managing Director (1987-2007).

Arthur E. Johnson (1947)

Year of Election or Appointment: 2008

Trustee

 

Mr. Johnson also serves as Trustee of other Fidelity funds. Mr. Johnson serves as a member of the Board of Directors of Eaton Corporation (diversified power management, 2009-present), AGL Resources, Inc. (holding company, 2002-present) and Booz Allen Hamilton (management consulting, 2011-present). Prior to his retirement, Mr. Johnson served as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor, 1999-2009). He previously served on the Board of Directors of IKON Office Solutions, Inc. (1999-2008) and Delta Airlines (2005-2007). Mr. Arthur E. Johnson is not related to Ms. Abigail P. Johnson.

Michael E. Kenneally (1954)

Year of Election or Appointment: 2009

Trustee

 

Mr. Kenneally also serves as Trustee of other Fidelity funds. Mr. Kenneally served as a Member of the Advisory Board for certain Fidelity funds before joining the Board of Trustees (2008-2009). Prior to his retirement, Mr. Kenneally served as Chairman and Global Chief Executive Officer of Credit Suisse Asset Management. Before joining Credit Suisse, he was an Executive Vice President and Chief Investment Officer for Bank of America Corporation. Earlier roles at Bank of America included Director of Research, Senior Portfolio Manager and Research Analyst, and Mr. Kenneally was awarded the Chartered Financial Analyst (CFA) designation in 1991.

James H. Keyes (1940)

Year of Election or Appointment: 2007

Trustee

 

Mr. Keyes also serves as Trustee of other Fidelity funds. Mr. Keyes serves as a member of the Board and Non-Executive Chairman of Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines, since 2002). Previously, Mr. Keyes served as a member of the Board of Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions, 1998-2013). Prior to his retirement, Mr. Keyes served as Chairman and Chief Executive Officer of Johnson Controls (automotive, building, and energy, 1998-2002) and as a member of the Board of LSI Logic Corporation (semiconductor technologies, 1984-2008).

Marie L. Knowles (1946)

Year of Election or Appointment: 2001

Trustee

Vice Chairman of the Independent Trustees

 

Ms. Knowles also serves as Trustee of other Fidelity funds. Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. Ms. Knowles currently serves as a Director and Chairman of the Audit Committee of McKesson Corporation (healthcare service, since 2002). Ms. Knowles is a member of the Board of the Catalina Island Conservancy and of the Santa Catalina Island Company (2009-present). She also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California. Previously, Ms. Knowles served as a Director of Phelps Dodge Corporation (copper mining and manufacturing, 1994-2007), URS Corporation (engineering and construction, 2000-2003) and America West (airline, 1999-2002).

Kenneth L. Wolfe (1939)

Year of Election or Appointment: 2005

Trustee

 

Mr. Wolfe also serves as Trustee of other Fidelity funds. Prior to his retirement, Mr. Wolfe served as Chairman and a Director (2007-2009) and Chairman and Chief Executive Officer (1994-2001) of Hershey Foods Corporation. He also served as a member of the Boards of Adelphia Communications Corporation (telecommunications, 2003-2006), Bausch & Lomb, Inc. (medical/pharmaceutical, 1993-2007), and Revlon, Inc. (personal care products, 2004-2009). Mr. Wolfe previously served as Chairman of the Independent Trustees of other Fidelity funds (2008-2012).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Executive Officers:

Correspondence intended for each executive officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210. Executive officers appear below in alphabetical order.

Name, Year of Birth; Principal Occupation

Elizabeth Paige Baumann (1968)

Year of Election or Appointment: 2012

Anti-Money Laundering (AML) Officer

 

Ms. Baumann also serves as AML Officer of other funds. She is Chief AML Officer of FMR LLC (2012-present) and is an employee of Fidelity Investments. Previously, Ms. Baumann served as Vice President and Deputy Anti-Money Laundering Officer (2007-2012).

Marc Bryant (1966)

Year of Election or Appointment: 2013

Assistant Secretary

 

Mr. Bryant also serves as an officer of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC. Prior to joining Fidelity Investments, Mr. Bryant served as a Senior Vice President and the Head of Global Retail Legal for AllianceBernstein L.P. (2006-2010), and as the General Counsel for ProFund Advisors LLC (2001-2006).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Davis also serves as Assistant Treasurer of other funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2013

President and Treasurer

 

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Scott C. Goebel (1968)

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO)

 

Mr. Goebel serves as Secretary and CLO of other funds. Mr. Goebel also serves as Secretary of Fidelity Investments Money Management, Inc. (FIMM) (2010-present) and Fidelity Research and Analysis Company (FRAC) (2010-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), and Fidelity Management & Research (U.K.) Inc. (2008-present). Previously, Mr. Goebel served as Secretary and CLO of other Fidelity funds (2008-2013), Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007). Mr. Goebel has been employed by FMR LLC or an affiliate since 2001.

Bruce T. Herring (1965)

Year of Election or Appointment: 2013

Vice President of Fidelity's Asset Allocation Funds

 

Mr. Herring also serves as Vice President of other funds. He serves as Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-present), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present), Group Chief Investment Officer of FMR, and President of Fidelity Research & Analysis Company (2010-present). Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007), and as a portfolio manager for Fidelity U.S. Equity Funds.

Chris Maher (1972)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of FMR's Program Management Group (2010-2013), and Vice President of Valuation Oversight (2008-2010).

Charles S. Morrison (1960)

Year of Election or Appointment: 2012

Vice President

 

Mr. Morrison also serves as Vice President of other funds. He serves as President, Fixed Income and is an employee of Fidelity Investments. Previously, Mr. Morrison served as Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Fixed Income Division.

Christine Reynolds (1958)

Year of Election or Appointment: 2008

Chief Financial Officer

 

Ms. Reynolds also serves as Chief Financial Officer of other funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth B. Robins (1969)

Year of Election or Appointment: 2009

Assistant Treasurer

 

Mr. Robins also serves as an officer of other funds. Mr. Robins serves as Executive Vice President of Fidelity Investments Money Management, Inc. (FIMM) (2013-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served in other fund officer roles.

Gary W. Ryan (1958)

Year of Election or Appointment: 2005

Assistant Treasurer

 

Mr. Ryan also serves as Assistant Treasurer of other funds. Mr. Ryan is an employee of Fidelity Investments and has served in other fund officer roles. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Stephen Sadoski (1971)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Mr. Sadoski also serves as Deputy Treasurer of other funds. He is an employee of Fidelity Investments (2012-present) and has served in another fund officer role. Prior to joining Fidelity Investments, Mr. Sadoski served as an assistant chief accountant in the Division of Investment Management of the Securities and Exchange Commission (SEC) (2009-2012) and as a senior manager at Deloitte & Touche LLP (1997-2009).

Stacie M. Smith (1974)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009).

Renee Stagnone (1975)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Stagnone also serves as Deputy Treasurer of other funds. Ms. Stagnone is an employee of Fidelity Investments.

Michael H. Whitaker (1967)

Year of Election or Appointment: 2008

Chief Compliance Officer

 

Mr. Whitaker also serves as Chief Compliance Officer of other funds. Mr. Whitaker is an employee of Fidelity Investments (2007-present). Prior to joining Fidelity Investments, Mr. Whitaker worked at MFS Investment Management where he served as Senior Vice President and Chief Compliance Officer (2004-2006), and Assistant General Counsel.

Derek L. Young (1964)

Year of Election or Appointment: 2009

Vice President of Fidelity's Asset Allocation Funds

 

Mr. Young also serves as Trustee or an officer of other funds. He is President and a Director of Strategic Advisers, Inc. (2011-present), President of Fidelity Global Asset Allocation (GAA) (2011-present), and Vice Chairman of Pyramis Global Advisors, LLC (2011-present). Previously, Mr. Young served as Chief Investment Officer of GAA (2009-2011) and as a portfolio manager.

Joseph F. Zambello (1957)

Year of Election or Appointment: 2011

Deputy Treasurer

 

Mr. Zambello also serves as Deputy Treasurer of other funds. Mr. Zambello is an employee of Fidelity Investments. Previously, Mr. Zambello served as Vice President of FMR's Program Management Group (2009-2011) and Vice President of the Transfer Agent Oversight Group (2005-2009).

Annual Report


Distributions (Unaudited)

A total of 14.28% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

The fund designates $13,666,660 of distributions paid during the period January 1, 2013 to September 30, 2013 as qualifying to be taxed as interest-related dividends for nonresident alien shareholders.

The fund will notify shareholders in January 2014 of amounts for use in preparing 2013 income tax returns.

Annual Report


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Strategic Real Return Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established four standing committees, Operations, Audit, Fair Valuation, and Governance and Nominating, each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Operations Committee, of which all of the Independent Trustees are members, meets regularly throughout the year and, among other matters, considers matters specifically related to the annual consideration of the renewal of the fund's Advisory Contracts. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its September 2013 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale exist and would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of FMR and the sub-advisers (together, the Investment Advisers), and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the general qualifications and capabilities of Fidelity's and Geode Capital Management, LLC's investment staff, including its size, education, experience, and resources, as well as the Fidelity's approach to recruiting, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board believes that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading and risk management capabilities and resources, which are an integral part of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) persisting in efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs for global and income-oriented solutions; (iv) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (v) rationalizing product lines and gaining increased efficiencies through the combination of several funds with other funds; (vi) strengthening Fidelity's index fund offerings by reducing investment minimums and adopting or lowering existing expense caps for certain funds and classes; (vii) enhancing Global Asset Allocation product offerings by launching new funds and strategies, including "open architecture" target date funds that utilize affiliated and unaffiliated sub-advisers; (viii) modifying the eligibility criteria for Institutional Class shares of Advisor funds to increase their marketability to a portion of the defined contribution plan market; (ix) creating a new low-cost retirement share class for certain Advisor funds to appeal to large retirement plans; (x) transitioning the management of certain Fidelity commodity funds to Geode Capital Management LLC, a registered commodity pool operator, while retaining administrative responsibilities for the funds; and (xi) taking steps toward establishing a new Fidelity adviser to manage sector-based funds and products.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history.

Annual Report

The Board took into account discussions with the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board periodically considers annualized return information for the fund for different time periods, measured against one or more securities market indices, including a customized blended index representative of the fund's asset classes (each a "benchmark index") and a peer group of mutual funds with similar objectives ("peer group"). In its evaluation of fund investment performance at meetings throughout the year, the Board gave particular attention to information indicating underperformance of certain Fidelity funds for specific time periods and the Investment Advisers' explanations for such underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on gross performance (before fees and expenses but after transaction costs) compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and on net performance (after fees and expenses) compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; expectations for interest rate levels and credit conditions; issuer-specific information including credit quality; tactical opportunities for investment; and fund cash flows and other factors. Depending on the circumstances, the Independent Trustees may be satisfied with a fund's performance notwithstanding that it lags its benchmark index or peer group for certain periods.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-, three-, and five-year periods.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the fund's shareholders.

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

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 50% would mean that half of the funds in the Total Mapped Group had higher, and half had lower, management fees than the fund. The fund's actual TMG %s are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Fidelity Strategic Real Return Fund

sss748076

Annual Report

The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2012.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

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

The Board noted that the total expense ratio of each of Class B and the retail class ranked below its competitive median for 2012, the total expense ratio of Class A ranked equal to its competitive median for 2012, and the total expense ratio of each of Class T, Class C, and Institutional Class ranked above its competitive median for 2012. The Board considered that, in general, various factors can affect total expense ratios. The Board noted that the total expense ratio of Class T was above the competitive median primarily because of higher 12b-1 fees on Class T as compared to most competitor funds. Class T has a higher 12b-1 fee, but a lower front-end sales charge, than traditionally priced front-end sales charge classes. The Board considered that Class T is primarily sold load-waived in the retirement plan market where its 0.50% 12b-1 fee is comparable to competing no-load, higher 12b-1 fee classes designed specifically for retirement plans. The Board noted that the total expense ratio of Class C was above the competitive median primarily because of higher 12b-1 fees as compared to competitor funds with Class C. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expense ratios of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other mutual funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that the total expense ratio of each class of the fund was reasonable, although in some cases above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

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

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

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

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

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions. The Board also noted that in 2009, it and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

Annual Report

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Amendment to Description of Group Fee Rate. At its September 2013 meeting, the Board voted to approve an amendment to the fund's management contract to modify the description of the "group fee rate." The Board noted that under the prior description in the contract, the group fee rate was based on the average net assets of all registered investment companies with which FMR has management contracts. Under the contract's tiered asset breakpoint schedule, the group fee rate is lower as total fund assets under FMR's management increase, and higher as total fund assets under FMR's management decrease. The Board considered that the prior description would have excluded the assets of 64 Fidelity sector funds from the group fee rate calculation once Fidelity SelectCo, LLC, an affiliate of FMR, assumed management responsibilities for those funds. The Board noted that modifying the description of the group fee rate to continue to include the assets of those 64 funds for purposes of determining group fee rate breakpoints would avoid an immediate adverse impact on the group fee rate for any fund.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) Fidelity's fund profitability methodology, profitability trends for certain funds, and the impact of certain factors on fund profitability results; (ii) portfolio manager changes that have occurred during the past year and the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, including its effects on fund profitability, the rationale for the compensation structure, and the extent to which current market conditions have affected retention and recruitment; (iv) the arrangements with and compensation paid to certain fund sub-advisers on behalf of the Fidelity funds; (v) Fidelity's fee structures, including the group fee structure and definition of group assets, and the rationale for recommending different fees among different categories of funds and classes; (vi) Fidelity's voluntary waiver of its fees to maintain minimum yields for certain money market funds and classes as well as contractual waivers in place for certain funds; (vii) the methodology with respect to competitive fund data and peer group classifications; (viii) Fidelity's transfer agent fee, expense, and service structures for different funds and classes, and the impact of the increased use of omnibus accounts; and (ix) explanations regarding the relative total expense ratios of certain funds and classes, total expense competitive trends and methodologies for total expense competitive comparisons, and actions that might be taken by Fidelity to reduce total expense ratios for certain funds and classes or to achieve further economies of scale.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Investments Money Management, Inc.

Geode Capital Management, LLC

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

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Bank of New York Mellon

New York, NY

(Fidelity Investment logo)(registered trademark)

ARRS-UANN-1113
1.814972.108

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Strategic Real Return

Fund - Institutional Class

Annual Report

September 30, 2013

(Fidelity Cover Art)

Institutional Class
is a class of Fidelity®
Strategic Real Return
Fund


Contents

Performance

(Click Here)

How the fund has done over time.

Management's Discussion of Fund Performance

(Click Here)

The Portfolio Managers' review of fund performance and strategy.

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.

Report of Independent Registered Public Accounting Firm

(Click Here)

 

Trustees and Officers

(Click Here)

 

Distributions

(Click Here)

 

Board Approval of Investment Advisory Contracts and Management Fees

(Click Here)

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults 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. © 2013 FMR LLC. All rights reserved.

Annual Report

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, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report


Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended September 30, 2013

Past 1
year

Past 5
years

Life of
fund
A

Institutional Class

-2.49%

4.71%

3.59%

A From September 7, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity Advisor® Strategic Real Return Fund - Institutional Class on September 7, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Barclays® U.S. Treasury Inflation-Protected Securities (TIPS) Index (Series-L) performed over the same period.

arr747895

Annual Report


Management's Discussion of Fund Performance

Market Recap: The global economic recovery pushed on during the 12-month period ending September 30, 2013, as accommodative monetary policies helped stimulate incremental growth in several key markets. Uncertainty during the summer over when the U.S. Federal Reserve may begin tapering its sustaining bond-buying program and the potential for a U.S.-led military strike on Syria, as well as the near-term possibility of a government shutdown and a contentious debt-ceiling battle in Washington, couldn't quell investors' upbeat sentiment and willingness to take on more risk in pursuit of higher returns. Among the asset classes that constitute the Fidelity Strategic Real Return Composite IndexSM, floating-rate bank debt gained the most over the past year, with the S&P®/LSTA Leveraged Performing Loan Index rising 5.07%. Demand for riskier assets also buoyed real estate equities, which posted a 4.78% gain, according to the Dow Jones U.S. Select Real Estate Securities IndexSM. However, real estate fixed-income securities struggled to stay positive, as bonds of all types struggled amid Fed tapering concerns, and The BofA Merrill LynchSM US Real Estate Index returned only 0.77%. Government-issued inflation-linked bonds and commodities faced stiff headwinds as well, as reflected in the -6.10% and -14.35% returns of the Barclays® U.S. Treasury Inflation-Protected Securities (TIPS) Index (Series-L) and the Dow Jones-UBS Commodity Index Total ReturnSM, respectively.

Comments from Joanna Bewick, Lead Portfolio Manager of Fidelity Advisor® Strategic Real Return Fund: For the year, the fund's Institutional Class shares returned -2.49%, easily outpacing the Fidelity Strategic Real Return Composite IndexSM and the Barclays® U.S. Treasury Inflation-Protected Securities (TIPS) Index (Series-L). On an absolute basis, the fund was dragged down mainly by its exposure to commodities, which suffered from lackluster demand, and TIPS, hurt by rising interest rates and diminished inflation expectations. From a relative perspective, our asset allocation decisions, in aggregate, benefited performance. We overweighted real estate income and underweighted real estate equities. While our overweighting here was a big positive, our lighter-than-benchmark stake in the outperforming real estate equities sleeve offset much of the gain. Our decision to underweight commodities also helped. Results were primarily driven by security selection within the fund's real estate income and floating-rate bank-loan securities subportfolios. Selection in the real estate income sleeve made by far the largest contribution to the fund's relative results and had the biggest absolute return.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report


Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (April 1, 2013 to September 30, 2013).

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.

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.

Annual Report

Shareholder Expense Example - continued

 

Annualized
Expense Ratio
B

Beginning
Account Value
April 1, 2013

Ending
Account Value
September 30, 2013

Expenses Paid
During Period
*
April 1, 2013
to September 30, 2013

Class A

1.04%

 

 

 

Actual

 

$ 1,000.00

$ 961.00

$ 5.11

HypotheticalA

 

$ 1,000.00

$ 1,019.85

$ 5.27

Class T

1.05%

 

 

 

Actual

 

$ 1,000.00

$ 960.00

$ 5.16

HypotheticalA

 

$ 1,000.00

$ 1,019.80

$ 5.32

Class B

1.74%

 

 

 

Actual

 

$ 1,000.00

$ 957.40

$ 8.54

HypotheticalA

 

$ 1,000.00

$ 1,016.34

$ 8.80

Class C

1.80%

 

 

 

Actual

 

$ 1,000.00

$ 957.00

$ 8.83

HypotheticalA

 

$ 1,000.00

$ 1,016.04

$ 9.10

Strategic Real Return

.75%

 

 

 

Actual

 

$ 1,000.00

$ 962.70

$ 3.69

HypotheticalA

 

$ 1,000.00

$ 1,021.31

$ 3.80

Institutional Class

.82%

 

 

 

Actual

 

$ 1,000.00

$ 962.30

$ 4.03

HypotheticalA

 

$ 1,000.00

$ 1,020.96

$ 4.15

A 5% return per year before expenses

B Annualized expense ratio reflects expenses net of applicable fee waivers.

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period). The fees and expenses of the underlying Fidelity Central Funds in which the Fund invests are not included in the Fund's annualized expense ratio.

In addition to the expenses noted above, the Fund also indirectly bears its proportional share of the expenses of the underlying Fidelity Central Funds. Annualized expenses of the underlying non-money market Fidelity Central Funds as of their most recent fiscal half year ranged from less than .01% to .05%.

Annual Report


Investment Changes (Unaudited)

The information in the Quality Diversification and Asset Allocation tables is based on the combined investments of the Fund and its pro-rata share of investments of each Fidelity Central Fund other than the Commodity Strategy and Money Market Central Funds.

Holdings Distribution (% of fund's net assets)

 

As of
September 30,
2013

As of
March 31,
2013

Commodity Related Investments*

23.4%

23.7%

Inflation-Protected Investments

27.7%

28.9%

Floating Rate High Yield**

27.1%

25.2%

Real Estate Related Investments

21.1%

21.0%

Cash & Cash Equivalents

0.8%

1.1%

* Represents investment in Fidelity Commodity Strategy Central Fund.

** Represents investment in Fidelity Floating Rate Central Fund.

Quality Diversification (% of fund's net assets)

As of September 30, 2013

As of March 31, 2013

arr747897

U.S. Government and
U.S. Government
Agency Obligations 27.7%

 

arr747897

U.S. Government and
U.S. Government
Agency Obligations 28.9%

 

arr747900

AAA 0.2%

 

arr747900

AAA 0.0%

 

arr747903

AA 0.2%

 

arr747903

AA 0.3%

 

arr747906

A 0.4%

 

arr747908

A 0.4%

 

arr747910

BBB 1.2%

 

arr747910

BBB 1.0%

 

arr747913

BB and Below 25.5%

 

arr747913

BB and Below 22.8%

 

arr747916

Not Rated 4.0%

 

arr747916

Not Rated 4.8%

 

arr747919

Equities 38.6%

 

arr747919

Equities†† 39.0%

 

arr747922

Short-Term
Investments and
Net Other Assets 2.2%

 

arr747922

Short-Term
Investments and
Net Other Assets 2.8%

 

arr747925

We have used ratings from Moody's Investors Service, Inc. Where Moody's® ratings are not available, we have used S&P® ratings. All ratings are as of the date indicated and do not reflect subsequent changes.

Includes investment in Fidelity Commodity Strategy Central Fund of 23.4%

†† Includes investment in Fidelity Commodity Strategy Central Fund of 23.7%

Annual Report

Asset Allocation (% of fund's net assets)

As of September 30, 2013*

As of March 31, 2013**

arr747897

Stocks 15.2%

 

arr747897

Stocks 15.3%

 

arr747903

U.S. Government and
U.S. Government
Agency Obligations 27.7%

 

arr747903

U.S. Government and
U.S. Government
Agency Obligations 28.9%

 

arr747908

Corporate Bonds 3.1%

 

arr747908

Corporate Bonds 3.2%

 

arr747910

Asset-Backed
Securities 1.0%

 

arr747910

Asset-Backed
Securities 0.9%

 

arr747913

Floating Rate
Loans 25.6%

 

arr747913

Floating Rate
Loans 23.3%

 

arr747916

CMOs and Other Mortgage Related Securities 1.8%

 

arr747916

CMOs and Other Mortgage Related Securities 1.9%

 

arr747919

Other Investments 23.4%

 

arr747919

Other Investments†† 23.7%

 

arr747922

Short-Term
Investments and
Net Other Assets (Liabilities) 2.2%

 

arr747922

Short-Term
Investments and
Net Other Assets (Liabilities) 2.8%

 

* Foreign investments

4.0%

 

** Foreign investments

3.9%

 

* U.S. Treasury Inflation-Indexed Securities

27.7%

 

** U.S. Treasury Inflation-Indexed Securities

28.9%

 

arr747943

Includes investment in Fidelity Commodity Strategy Central Fund of 23.4%

†† Includes investment in Fidelity Commodity Strategy Central Fund of 23.7%

An unaudited holdings listing for the Fund, which presents direct holdings as well as the pro-rata share of any securities and other investments held indirectly through its underlying Fidelity Central Funds, other than the Commodity Strategy and Money Market Central Funds, is available at fidelity.com and/or advisor.fidelity.com, as applicable.

Annual Report


Investments September 30, 2013

Showing Percentage of Net Assets

Corporate Bonds - 2.3%

 

Principal Amount (e)

Value

Convertible Bonds - 0.3%

CONSUMER DISCRETIONARY - 0.0%

Hotels, Restaurants & Leisure - 0.0%

Morgans Hotel Group Co. 2.375% 10/15/14

$ 125,000

$ 122,656

FINANCIALS - 0.3%

Diversified Financial Services - 0.0%

IAS Operating Partnership LP 5% 3/15/18 (g)

590,000

550,175

Real Estate Investment Trusts - 0.3%

Annaly Capital Management, Inc. 5% 5/15/15

700,000

713,125

CapLease, Inc. 7.5% 10/1/27 (g)

1,042,000

1,042,000

Northstar Realty Finance LP 5.375% 6/15/33 (g)

600,000

612,540

Redwood Trust, Inc. 4.625% 4/15/18

500,000

528,150

Starwood Property Trust, Inc. 4% 1/15/19

500,000

519,063

 

3,414,878

Real Estate Management & Development - 0.0%

Forest City Enterprises, Inc. 3.625% 8/15/20 (g)

550,000

558,938

Grubb & Ellis Co. 7.95% 5/1/15 (d)(g)

360,000

720

 

559,658

TOTAL FINANCIALS

4,524,711

TOTAL CONVERTIBLE BONDS

4,647,367

Nonconvertible Bonds - 2.0%

CONSUMER DISCRETIONARY - 0.5%

Hotels, Restaurants & Leisure - 0.1%

Paris Las Vegas Holding LLC/Harrah's Las Vegas LLC/Flamingo Las Vegas Holdings, Inc. 8% 10/1/20 (g)(h)

250,000

247,188

Times Square Hotel Trust 8.528% 8/1/26 (g)

577,535

740,203

 

987,391

Household Durables - 0.4%

Brookfield Residential Properties, Inc./Brookfield Residential U.S. Corp. 6.125% 7/1/22 (g)

120,000

117,600

D.R. Horton, Inc. 6.5% 4/15/16

189,000

206,010

Corporate Bonds - continued

 

Principal Amount (e)

Value

Nonconvertible Bonds - continued

CONSUMER DISCRETIONARY - continued

Household Durables - continued

KB Home:

5.875% 1/15/15

$ 284,000

$ 295,360

8% 3/15/20

140,000

151,200

9.1% 9/15/17

550,000

633,875

Lennar Corp.:

4.125% 12/1/18

260,000

248,300

5.6% 5/31/15

284,000

300,827

M/I Homes, Inc. 8.625% 11/15/18

1,181,000

1,269,575

Meritage Homes Corp. 7% 4/1/22

470,000

498,200

Ryland Group, Inc. 8.4% 5/15/17

129,000

148,673

Standard Pacific Corp.:

8.375% 5/15/18

1,458,000

1,647,540

10.75% 9/15/16

301,000

359,695

William Lyon Homes, Inc. 8.5% 11/15/20

190,000

200,450

 

6,077,305

TOTAL CONSUMER DISCRETIONARY

7,064,696

FINANCIALS - 1.4%

Diversified Financial Services - 0.1%

Cantor Commercial Real Estate Co. LP/CCRE Finance Corp. 7.75% 2/15/18 (g)

220,000

223,850

Icahn Enterprises LP/Icahn Enterprises Finance Corp. 7.75% 1/15/16

508,000

524,510

 

748,360

Real Estate Investment Trusts - 0.8%

Camden Property Trust 5% 6/15/15

265,000

281,749

Commercial Net Lease Realty, Inc. 6.15% 12/15/15

214,000

236,036

Developers Diversified Realty Corp.:

7.5% 7/15/18

563,000

670,558

9.625% 3/15/16

526,000

623,986

DuPont Fabros Technology LP 5.875% 9/15/21 (g)

300,000

300,000

Equity One, Inc.:

5.375% 10/15/15

95,000

102,482

6% 9/15/16

189,000

210,977

6.25% 1/15/17

189,000

210,916

Health Care Property Investors, Inc.:

6% 3/1/15

284,000

303,094

Corporate Bonds - continued

 

Principal Amount (e)

Value

Nonconvertible Bonds - continued

FINANCIALS - continued

Real Estate Investment Trusts - continued

Health Care Property Investors, Inc.: - continued

6.3% 9/15/16

$ 900,000

$ 1,017,897

7.072% 6/8/15

95,000

104,300

Healthcare Realty Trust, Inc.:

3.75% 4/15/23

177,000

164,689

6.5% 1/17/17

119,000

133,554

Highwoods/Forsyth LP 5.85% 3/15/17

607,000

668,109

Hospitality Properties Trust:

5.625% 3/15/17

292,000

317,491

6.7% 1/15/18

189,000

212,063

7.875% 8/15/14

95,000

97,443

iStar Financial, Inc.:

5.875% 3/15/16

1,954,000

2,061,470

6.05% 4/15/15

618,000

644,265

7.125% 2/15/18

265,000

284,213

9% 6/1/17

395,000

448,325

Lexington Corporate Properties Trust 4.25% 6/15/23 (g)

500,000

484,048

MPT Operating Partnership LP/MPT Finance Corp. 6.375% 2/15/22

170,000

172,125

National Retail Properties, Inc. 6.875% 10/15/17

379,000

440,580

Omega Healthcare Investors, Inc. 7.5% 2/15/20

189,000

205,538

Potlatch Corp. 7.5% 11/1/19

189,000

209,790

ProLogis LP 7.625% 7/1/17

297,000

345,980

Reckson Operating Partnership LP/SL Green Realty Corp./SL Green Operating Partnership LP 7.75% 3/15/20

189,000

223,315

Senior Housing Properties Trust 6.75% 4/15/20

134,000

146,685

United Dominion Realty Trust, Inc.:

5.25% 1/15/15

95,000

99,658

5.25% 1/15/16

189,000

203,403

 

11,624,739

Real Estate Management & Development - 0.2%

Brandywine Operating Partnership LP:

5.4% 11/1/14

284,000

296,636

6% 4/1/16

189,000

207,326

7.5% 5/15/15

95,000

104,099

CB Richard Ellis Services, Inc. 5% 3/15/23

270,000

253,125

Colonial Properties Trust 6.25% 6/15/14

302,000

313,090

Colonial Realty LP 6.05% 9/1/16

284,000

316,656

Corporate Bonds - continued

 

Principal Amount (e)

Value

Nonconvertible Bonds - continued

FINANCIALS - continued

Real Estate Management & Development - continued

First Industrial LP 5.75% 1/15/16

$ 189,000

$ 200,491

Howard Hughes Corp. 6.875% 10/1/21 (g)

345,000

347,156

Kennedy-Wilson, Inc. 8.75% 4/1/19

590,000

637,200

Regency Centers LP 5.875% 6/15/17

114,000

127,021

Ventas Realty LP/Ventas Capital Corp. 4% 4/30/19

141,000

147,931

 

2,950,731

Thrifts & Mortgage Finance - 0.3%

Wrightwood Capital LLC 1.9% 4/20/20 (d)

4,639,067

4,175,160

TOTAL FINANCIALS

19,498,990

HEALTH CARE - 0.1%

Health Care Equipment & Supplies - 0.0%

Aviv Healthcare Properties LP/Aviv Healthcare Capital Corp. 7.75% 2/15/19

195,000

209,138

Health Care Providers & Services - 0.1%

Sabra Health Care LP/Sabra Capital Corp. 8.125% 11/1/18

532,000

571,900

TOTAL HEALTH CARE

781,038

INDUSTRIALS - 0.0%

Industrial Conglomerates - 0.0%

Ladder Capital Finance Holdings LLLP/Ladder Capital Finance Corp. 7.375% 10/1/17

165,000

172,631

MATERIALS - 0.0%

Paper & Forest Products - 0.0%

Plum Creek Timberlands LP 5.875% 11/15/15

379,000

414,322

TOTAL NONCONVERTIBLE BONDS

27,931,677

TOTAL CORPORATE BONDS

(Cost $31,321,382)


32,579,044

U.S. Treasury Inflation Protected Obligations - 27.7%

 

U.S. Treasury Inflation-Indexed Bonds:

0.625% 2/15/43

3,759,237

3,087,860

U.S. Treasury Inflation Protected Obligations - continued

 

Principal Amount (e)

Value

U.S. Treasury Inflation-Indexed Bonds: - continued

0.75% 2/15/42

$ 8,373,618

$ 7,181,031

1.75% 1/15/28

7,666,878

8,598,878

2% 1/15/26

11,425,539

13,200,965

2.125% 2/15/40

5,175,712

6,131,195

2.125% 2/15/41

7,314,225

8,678,781

2.375% 1/15/25

11,523,693

13,771,712

2.375% 1/15/27

13,651,960

16,449,546

2.5% 1/15/29

6,025,344

7,417,060

3.625% 4/15/28

6,314,261

8,742,290

3.875% 4/15/29

9,452,093

13,572,988

U.S. Treasury Inflation-Indexed Notes:

0.125% 4/15/16

15,987,436

16,418,345

0.125% 4/15/17

12,392,823

12,789,294

0.125% 4/15/18

6,821,010

7,032,570

0.125% 1/15/22

16,461,517

16,271,830

0.125% 7/15/22

15,795,379

15,574,496

0.125% 1/15/23

18,418,400

17,932,044

0.375% 7/15/23

11,844,368

11,791,625

0.5% 4/15/15

10,570,867

10,807,887

0.625% 7/15/21

9,505,008

9,903,401

1.125% 1/15/21

14,709,496

15,848,908

1.25% 7/15/20

21,413,631

23,450,426

1.375% 7/15/18

5,349,089

5,877,728

1.375% 1/15/20

12,625,611

13,860,055

1.625% 1/15/15

9,576,384

9,904,078

1.625% 1/15/18

3,436,492

3,780,275

1.875% 7/15/15

12,684,223

13,400,184

1.875% 7/15/19

14,501,235

16,442,472

2% 1/15/16

7,808,864

8,356,094

2.125% 1/15/19

6,397,440

7,267,594

2.375% 1/15/17

8,345,696

9,263,071

2.5% 7/15/16

20,393,425

22,520,398

2.625% 7/15/17

9,718,725

11,037,585

TOTAL U.S. TREASURY INFLATION PROTECTED OBLIGATIONS

(Cost $383,248,809)


386,362,666

Asset-Backed Securities - 1.0%

 

Principal Amount (e)

Value

Anthracite CDO III Ltd./Anthracite CDO III Corp. Series 2004-1A Class A, 0.5393% 3/23/19 (g)(i)

$ 61,168

$ 61,168

Capital Trust RE CDO Ltd./Capital Trust RE CDO Corp. Series 2005-3A Class A2, 5.16% 6/25/35 (g)

100,692

101,699

CapitalSource Real Estate Loan Trust Series 2006-1A Class A2A, 0.5186% 1/20/37 (g)(i)

126,051

121,009

CapLease CDO Ltd. Series 2005-1A Class A, 4.926% 1/29/40 (g)

1,069,411

1,058,717

CBRE Realty Finance CDO LLC Series 2007-1A Class A1, 0.5209% 4/7/52 (g)(i)

257,802

244,912

Conseco Finance Securitizations Corp.:

Series 2002-1 Class M2, 9.546% 12/1/33

284,000

268,449

Series 2002-2 Class M2, 9.163% 3/1/33 (i)

474,000

413,394

Crest Clarendon Street Ltd./Crest Clarendon Corp. Series 2002-1A Class D, 9% 12/28/35 (g)

546,580

360,743

Crest Dartmouth Street Ltd./Crest Dartmouth Street Corp. Series 2003-1A Class D, 9% 6/28/38 (g)

874,203

655,653

Deutsche Financial Capital Securitization LLC Series 1997-I Class M, 7.275% 9/15/27

379,490

363,690

Fairfield Street Solar Corp. Series 2004-1A Class E1, 3.6271% 11/28/39 (g)(i)

916,845

27,505

Guggenheim Structured Real Estate Funding Ltd. Series 2006-3 Class E, 1.8289% 9/25/46 (g)(i)

750,000

627,750

Lehman ABS Manufactured Housing Contract Trust Series 2001-B Class M2, 7.17% 4/15/40

775,772

379,659

Merit Securities Corp. Series 13 Class M1, 7.8759% 12/28/33 (i)

1,900,000

2,030,676

N-Star Real Estate CDO Ltd. Series 1A:

Class B1, 1.9371% 8/28/38 (g)(i)

613,502

604,299

Class C1B, 7.696% 8/28/38 (g)

1,211,876

1,042,214

Residential Asset Securities Corp. Series 2003-KS10 Class MI3, 6.41% 12/25/33

54,280

21,794

Taberna Preferred Funding III Ltd. Series 2005-3A Class D, 2.9156% 2/5/36 (g)(i)

310,048

31

Wachovia Ltd./Wachovia LLC:

Series 2006-1 Class 1ML, 0.9993% 9/25/26 (g)(i)

568,000

376,300

Series 2006-1A:

Class A1A, 0.5106% 9/25/26 (g)(i)

101,682

101,560

Class A1B, 0.5806% 9/25/26 (g)(i)

609,000

567,162

Class B, 0.6106% 9/25/26 (g)(i)

400,000

384,000

Class C, 0.7806% 9/25/26 (g)(i)

750,000

707,850

Class F, 1.4006% 9/25/26 (g)(i)

556,000

494,173

Class G, 1.6006% 9/25/26 (g)(i)

306,000

271,208

Class H, 1.9006% 9/25/26 (g)(i)

814,000

718,355

Asset-Backed Securities - continued

 

Principal Amount (e)

Value

Wrightwood Capital Real Estate CDO Ltd. Series 2005-1A:

Class A1, 0.5831% 11/21/40 (g)(i)

$ 1,977,086

$ 1,838,690

Class F, 2.2131% 11/21/40 (g)(i)

1,500,000

300,000

TOTAL ASSET-BACKED SECURITIES

(Cost $14,908,176)


14,142,660

Collateralized Mortgage Obligations - 0.1%

 

Private Sponsor - 0.1%

COMM pass-thru certificates Series 2007-FL14 Class AJ, 0.3623% 6/15/22 (g)(i)

268,119

264,286

Countrywide Home Loans, Inc. Series 2003-J15:

Class B3, 4.6971% 1/25/19 (g)(i)

23,736

10,202

Class B4, 4.6971% 1/25/19 (g)(i)

47,473

16,835

FREMF Mortgage Trust:

Series 2010-K6 Class B, 5.5328% 12/25/46 (g)(i)

189,000

198,775

Series 2010-K7 Class B, 5.6189% 4/25/20 (g)(i)

95,000

100,301

Merrill Lynch Mortgage Investors Trust Series 1998-C3 Class F, 6% 12/15/30 (g)

57,068

60,049

TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS

(Cost $557,454)


650,448

Commercial Mortgage Securities - 1.7%

 

ACGS Series 2004-1 Class P, 7.4605% 8/1/19 (l)

1,141,158

1,126,180

Banc of America Commercial Mortgage Trust Series 2005-1 Class CJ, 5.4648% 11/10/42 (i)

275,000

290,938

Banc of America Large Loan Trust floater Series 2010-HLTN Class HLTN, 2.482% 11/15/15 (g)(i)

2,403,199

2,407,054

Banc of America Large Loan, Inc. floater Series 2005-MIB1 Class K, 2.1823% 3/15/22 (g)(i)

90,411

61,489

Banc of America REMIC Trust Series 2012-CLMZ Class A, 7.6823% 8/15/17 (g)(i)

210,000

216,132

Bear Stearns Commercial Mortgage Securities, Inc. Series 2006-PW11 Class AJ, 5.6105% 3/11/39 (i)

568,000

588,021

CGBAM Commercial Mortgage Trust Series 2013-D Class D, 3.0341% 5/15/30 (g)(i)

250,000

248,090

Chase Commercial Mortgage Securities Corp. Series 1998-1 Class H, 6.34% 5/18/30 (g)

379,000

345,036

Citigroup Commercial Mortgage Trust Series 2013-GC15 Class D, 5.107% 9/10/46 (i)

250,000

215,625

Commercial Mortgage Securities - continued

 

Principal Amount (e)

Value

Claregold Trust Series 2007-2A:

Class F, 5.01% 5/15/44 (g)(i)

CAD

1,605,000

$ 1,385,079

Class G, 5.01% 5/15/44 (g)(i)

CAD

351,000

286,726

Class H, 5.01% 5/15/44 (g)(i)

CAD

235,000

167,713

Class J, 5.01% 5/15/44 (g)(i)

CAD

235,000

159,375

Class K, 5.01% 5/15/44 (g)(i)

CAD

118,000

68,908

Class L, 5.01% 5/15/44 (g)(i)

CAD

421,000

223,140

Class M, 5.01% 5/15/44 (g)(i)

CAD

1,927,737

929,461

COMM Mortgage Trust Series 2013-CR10 Class D, 4.958% 8/10/46 (g)(i)

$ 200,000

172,097

COMM Mortgage Trust pass-thru certificates Series 2005-LP5 Class F, 5.4657% 5/10/43 (g)(i)

200,000

208,500

COMM pass-thru certificates floater Series 2006-FL12 Class AJ, 0.3123% 12/15/20 (g)(i)

112,833

111,550

Credit Suisse First Boston Mortgage Securities Corp. Series 1998-C2 Class F, 6.75% 11/15/30 (g)

173,228

180,000

DBUBS Mortgage Trust Series 2011-LC1A Class E, 5.7284% 11/10/46 (g)(i)

580,000

559,753

Deutsche Mortgage & Asset Receiving Corp. Series 1998-C1 Class J, 6.22% 6/15/31

156,517

156,382

DLJ Commercial Mortgage Corp. Series 1998-CG1 Class B4, 7.4013% 6/10/31 (g)(i)

32,390

32,401

Extended Stay America Trust Series 2013-ESHM Class M, 7.625% 12/5/19 (g)

530,000

542,207

Freddie Mac pass-thru certificates:

Series K011 Class X3, 2.6621% 12/25/43 (i)(k)

1,156,048

172,063

Series K012 Class X3, 2.3659% 1/25/41 (i)(k)

665,148

88,469

Series K013 Class X3, 2.8849% 1/25/43 (i)(k)

1,124,000

183,331

G-Force LLC sequential payer Series 2005-RRA Class A2, 4.83% 8/22/36 (g)

200,579

202,344

GMAC Commercial Mortgage Securities, Inc.:

Series 1997-C2 Class G, 6.75% 4/15/29 (i)

173,129

191,969

Series 1999-C3 Class J, 6.974% 8/15/36 (g)

516,000

532,968

Series 2000-C1 Class K, 7% 3/15/33

32,362

23,886

GS Mortgage Securities Corp. II:

floater Series 2007-EOP Class L, 5.4585% 3/6/20 (g)(i)

530,000

529,531

Series 2012-GCJ7:

Class C, 5.9065% 5/10/45 (i)

500,000

522,853

Class D, 5.9065% 5/10/45 (g)(i)

500,000

475,696

JPMorgan Chase Commercial Mortgage Securities Corp.:

Series 2009-IWST Class D, 7.6935% 12/5/27 (g)(i)

641,000

725,108

Series 2010-CNTM Class MZ, 8.5% 8/5/20 (g)

1,000,000

1,063,096

Commercial Mortgage Securities - continued

 

Principal Amount (e)

Value

JPMorgan Chase Commercial Mortgage Securities Corp.: - continued

Series 2010-CNTR Class D, 6.3899% 8/5/32 (g)(i)

$ 284,000

$ 310,664

LB Commercial Conduit Mortgage Trust Series 1998-C4 Class G, 5.6% 10/15/35 (g)

61,091

61,866

LB-UBS Commercial Mortgage Trust Series 2006-C4 Class AJ, 6.0813% 6/15/38 (i)

589,000

607,893

LStar Commercial Mortgage Trust Series 2011-1:

Class B, 5.521% 6/25/43 (g)(i)

443,000

457,766

Class D, 5.521% 6/25/43 (g)(i)

365,500

360,601

Mach One Trust LLC Series 2004-1A Class H, 6.3196% 5/28/40 (g)(i)

120,000

121,754

Mezz Capital Commercial Mortgage Trust:

sequential payer Series 2004-C2 Class A, 5.318% 10/15/40 (g)

566,854

504,500

Series 2005-C3 Class D, 7.7% 5/15/44 (g)

600,000

60

Morgan Stanley Capital I Trust:

sequential payer Series 2006-HQ10 Class AM, 5.36% 11/12/41

881,000

966,554

Series 1997-RR Class F, 7.4021% 4/30/39 (g)(i)

44,296

44,296

Series 1998-CF1 Class G, 7.35% 7/15/32 (g)

385,402

291,641

Series 2006-IQ12 Class AMFX, 5.37% 12/15/43

758,000

826,204

Series 2011-C2:

Class D, 5.4932% 6/15/44 (g)(i)

358,000

359,958

Class E, 5.4932% 6/15/44 (g)(i)

454,000

426,772

Class F, 5.4932% 6/15/44 (g)(i)

343,000

278,839

Class XB, 0.5388% 6/15/44 (g)(i)(k)

12,067,221

402,237

NationsLink Funding Corp. Series 1999-SL Class X, 11/10/30 (k)

6,882

6,917

Providence Place Group Ltd. Partnership Series 2000-C1 Class A2, 7.75% 7/20/28 (g)

230,537

287,364

TimberStar Trust I Series 2006-1 Class F, 7.5296% 10/15/36 (g)

474,000

484,756

UBS Commercial Mortgage Trust Series 2007-FL1 Class F, 0.7573% 7/15/24 (g)(i)

341,000

306,252

Wachovia Bank Commercial Mortgage Trust:

Series 2004-C10 Class E, 4.931% 2/15/41

379,000

381,480

Series 2004-C12 Class D, 5.4788% 7/15/41 (i)

426,000

436,105

Series 2004-C14 Class B, 5.17% 8/15/41

632,000

648,986

WF-RBS Commercial Mortgage Trust Series 2013-C11 Class E, 4.3242% 3/15/45 (g)(i)

220,000

161,904

TOTAL COMMERCIAL MORTGAGE SECURITIES

(Cost $22,888,085)


24,128,540

Common Stocks - 13.2%

Shares

Value

CONSUMER DISCRETIONARY - 0.6%

Household Durables - 0.6%

NVR, Inc. (a)

100

$ 91,919

Stanley Martin Communities LLC Class B (a)

6,300

8,789,949

 

8,881,868

FINANCIALS - 12.3%

Capital Markets - 0.0%

Ellington Financial LLC

11,400

256,158

Real Estate Investment Trusts - 12.1%

Acadia Realty Trust (SBI)

186,790

4,609,977

Alexandria Real Estate Equities, Inc.

56,335

3,596,990

American Campus Communities, Inc.

8,400

286,860

American Residential Properties, Inc. (a)

28,600

503,646

American Tower Corp.

17,000

1,260,210

Anworth Mortgage Asset Corp.

63,600

307,188

Apartment Investment & Management Co. Class A

50,800

1,419,352

Arbor Realty Trust, Inc.

42,100

285,438

Associated Estates Realty Corp. (f)

21,800

325,038

AvalonBay Communities, Inc.

42,059

5,345,278

BioMed Realty Trust, Inc.

35,300

656,227

Blackstone Mortgage Trust, Inc.

2,500

62,975

Boardwalk (REIT)

4,100

229,310

Boston Properties, Inc.

61,901

6,617,217

Camden Property Trust (SBI)

63,814

3,920,732

CBL & Associates Properties, Inc.

142,169

2,715,428

Cedar Shopping Centers, Inc.

136,003

704,496

Chambers Street Properties (f)

30,091

264,199

Chesapeake Lodging Trust

149,666

3,523,138

Coresite Realty Corp.

35,300

1,198,082

Cousins Properties, Inc.

298,000

3,066,420

CYS Investments, Inc.

72,180

586,823

DCT Industrial Trust, Inc.

47,827

343,876

DiamondRock Hospitality Co.

22,882

244,151

Douglas Emmett, Inc.

115,809

2,718,037

DuPont Fabros Technology, Inc.

40,200

1,035,954

Dynex Capital, Inc.

68,000

596,360

EastGroup Properties, Inc.

8,900

526,969

Equity Lifestyle Properties, Inc.

133,113

4,548,471

Equity One, Inc.

133,626

2,921,064

Equity Residential (SBI)

73,913

3,959,519

Essex Property Trust, Inc.

32,858

4,853,127

Excel Trust, Inc.

71,728

860,736

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Real Estate Investment Trusts - continued

Extra Space Storage, Inc.

4,300

$ 196,725

First Industrial Realty Trust, Inc.

90,400

1,470,808

First Potomac Realty Trust

85,420

1,073,729

General Growth Properties, Inc.

104,941

2,024,312

Glimcher Realty Trust

343,609

3,350,188

Hatteras Financial Corp.

17,900

334,909

HCP, Inc.

100,213

4,103,722

Health Care REIT, Inc.

44,575

2,780,589

Highwoods Properties, Inc. (SBI)

10,300

363,693

Home Properties, Inc.

51,400

2,968,350

Host Hotels & Resorts, Inc.

154,781

2,734,980

Kite Realty Group Trust

121,933

723,063

LaSalle Hotel Properties (SBI)

30,700

875,564

Lexington Corporate Properties Trust

150,800

1,693,484

LTC Properties, Inc.

16,500

626,670

MFA Financial, Inc.

499,266

3,719,532

Mid-America Apartment Communities, Inc.

51,864

3,241,500

Monmouth Real Estate Investment Corp. Class A

15,500

140,585

National Retail Properties, Inc.

6,500

206,830

Newcastle Investment Corp.

111,900

628,878

NorthStar Realty Finance Corp.

127,500

1,183,200

Piedmont Office Realty Trust, Inc. Class A

160,900

2,793,224

Prologis, Inc.

261,368

9,832,664

Public Storage

61,334

9,847,174

Redwood Trust, Inc.

28,400

559,196

Retail Properties America, Inc.

96,900

1,332,375

Select Income (REIT)

16,966

437,723

Senior Housing Properties Trust (SBI)

32,300

753,882

Simon Property Group, Inc.

121,373

17,991,120

SL Green Realty Corp.

69,519

6,176,068

Stag Industrial, Inc.

34,500

694,140

Summit Hotel Properties, Inc.

25,400

233,426

Sun Communities, Inc.

21,050

897,151

Sunstone Hotel Investors, Inc.

124,918

1,591,455

Terreno Realty Corp.

63,100

1,120,656

Two Harbors Investment Corp.

54,500

529,195

Ventas, Inc.

194,547

11,964,641

Vornado Realty Trust

15,847

1,332,099

Washington REIT (SBI)

17,600

444,752

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Real Estate Investment Trusts - continued

Weyerhaeuser Co.

59,371

$ 1,699,792

WP Carey, Inc. (f)

6,300

407,610

 

169,172,942

Real Estate Management & Development - 0.2%

Forest City Enterprises, Inc. Class A (a)

77,031

1,458,967

Kennedy-Wilson Holdings, Inc.

28,000

519,680

 

1,978,647

Thrifts & Mortgage Finance - 0.0%

Home Loan Servicing Solutions Ltd.

6,900

151,869

TOTAL FINANCIALS

171,559,616

HEALTH CARE - 0.3%

Health Care Providers & Services - 0.3%

Brookdale Senior Living, Inc. (a)

82,072

2,158,494

Emeritus Corp. (a)

118,031

2,187,114

 

4,345,608

TOTAL COMMON STOCKS

(Cost $192,542,441)


184,787,092

Preferred Stocks - 1.7%

 

 

 

 

Convertible Preferred Stocks - 0.2%

FINANCIALS - 0.2%

Real Estate Investment Trusts - 0.2%

CommonWealth REIT 6.50%

22,800

477,204

Excel Trust, Inc. 7.00% (g)

43,800

1,086,678

Health Care REIT, Inc. Series I, 6.50%

3,800

219,094

Lexington Corporate Properties Trust Series C, 6.50%

13,700

628,145

Weyerhaeuser Co. Series A, 6.375%

8,000

421,120

 

2,832,241

Nonconvertible Preferred Stocks - 1.5%

CONSUMER DISCRETIONARY - 0.0%

Hotels, Restaurants & Leisure - 0.0%

Red Lion Hotels Capital Trust 9.50%

26,153

679,716

Preferred Stocks - continued

Shares

Value

Nonconvertible Preferred Stocks - continued

FINANCIALS - 1.5%

Real Estate Investment Trusts - 1.5%

AG Mortgage Investment Trust, Inc. 8.00%

12,379

$ 285,955

American Home Mortgage Investment Corp.:

Series A, 9.375% (a)

81,500

8

Series B, 9.25% (a)

233,544

11,677

Annaly Capital Management, Inc.:

Series A, 7.875%

35,200

874,016

Series C, 7.625%

2,324

55,660

Series D, 7.50%

11,671

273,685

Anworth Mortgage Asset Corp. Series A, 8.625%

41,700

1,016,646

Apollo Commercial Real Estate Finance, Inc. Series A, 8.625%

13,174

330,667

Apollo Residential Mortgage, Inc. Series A, 8.00%

11,647

268,813

Arbor Realty Trust, Inc. Series A, 8.25%

8,989

222,298

Armour Residential REIT, Inc. Series B, 7.875%

5,645

120,295

CapLease, Inc. Series B, 8.375%

40,000

1,000,000

CBL & Associates Properties, Inc. 7.375%

10,347

258,468

Cedar Shopping Centers, Inc. Series B, 7.25%

12,171

279,933

CenterPoint Properties Trust Series D, 5.377%

5,280

3,352,800

Chesapeake Lodging Trust Series A, 7.75%

4,050

100,521

Coresite Realty Corp. Series A, 7.25%

11,776

280,858

Cousins Properties, Inc. Series B, 7.50%

8,259

206,475

CYS Investments, Inc. Series A, 7.75%

2,162

48,818

DDR Corp.:

Series J, 6.50%

6,519

143,548

Series K, 6.25%

5,623

118,420

Digital Realty Trust, Inc. Series G, 5.875%

6,286

124,149

Duke Realty LP Series L, 6.60%

1,034

24,589

Dynex Capital, Inc.:

Series A, 8.50%

20,755

505,799

Series B, 7.625%

10,545

238,422

Equity Lifestyle Properties, Inc. Series C, 6.75%

29,989

692,746

Essex Property Trust, Inc. Series H, 7.125%

1,900

47,652

Excel Trust, Inc. Series B, 8.125%

24,000

609,120

First Potomac Realty Trust 7.75%

22,008

558,343

General Growth Properties, Inc. Series A, 6.375%

1,647

36,185

Glimcher Realty Trust:

6.875%

702

16,322

Series G, 8.125%

3,562

89,477

Series H, 7.50%

2,898

70,132

Hatteras Financial Corp. Series A, 7.625%

5,740

130,872

Preferred Stocks - continued

Shares

Value

Nonconvertible Preferred Stocks - continued

FINANCIALS - continued

Real Estate Investment Trusts - continued

Hudson Pacific Properties, Inc. 8.375%

11,698

$ 297,129

Invesco Mortgage Capital, Inc. Series A, 7.75%

6,507

146,538

iStar Financial, Inc.:

Series E, 7.875%

3,811

90,016

Series F, 7.80%

7,116

166,728

Series G, 7.65%

6,000

138,000

Kite Realty Group Trust 8.25%

900

22,986

LaSalle Hotel Properties:

Series G, 7.25%

6,119

147,590

Series I, 6.375%

3,663

77,839

LBA Realty Fund II Series B, 7.625% (a)

27,795

550,619

MFA Financial, Inc.:

8.00%

11,262

285,942

Series B, 7.50% (a)

64,227

1,477,221

National Retail Properties, Inc. 5.70% (a)

3,272

64,426

New York Mortgage Trust, Inc. Series B, 7.75%

4,886

100,652

NorthStar Realty Finance Corp.:

Series B, 8.25%

7,991

187,629

Series C, 8.875%

10,582

259,682

Series D, 8.50%

6,986

168,921

Pebblebrook Hotel Trust:

Series A, 7.875%

11,500

297,275

Series B, 8.00%

7,600

196,232

Series C, 6.50%

5,758

122,933

Pennsylvania (REIT) 7.375%

4,082

96,988

Prologis, Inc. Series Q, 8.54%

3,700

209,235

Saul Centers, Inc.:

8.00%

3,440

89,062

Series C, 6.875%

14,926

349,865

Stag Industrial, Inc. Series A, 9.00%

40,000

1,069,200

Strategic Hotel & Resorts, Inc. Series A, 8.50%

4,614

105,291

Summit Hotel Properties, Inc.:

Series B, 7.875%

9,827

250,589

Series C, 7.125%

6,788

159,314

Sun Communities, Inc. Series A, 7.125%

15,940

389,733

Taubman Centers, Inc. Series K, 6.25%

4,319

96,573

UMH Properties, Inc. Series A, 8.25%

14,000

359,940

Weingarten Realty Investors (SBI) Series F, 6.50%

6,320

152,881

 

20,520,398

Preferred Stocks - continued

Shares

Value

Nonconvertible Preferred Stocks - continued

FINANCIALS - continued

Real Estate Management & Development - 0.0%

Kennedy-Wilson, Inc. 7.75%

7,372

$ 184,153

TOTAL FINANCIALS

20,704,551

TOTAL NONCONVERTIBLE PREFERRED STOCKS

21,384,267

TOTAL PREFERRED STOCKS

(Cost $33,429,547)


24,216,508

Floating Rate Loans - 1.1%

 

Principal Amount (e)

 

CONSUMER DISCRETIONARY - 0.3%

Hotels, Restaurants & Leisure - 0.3%

Cooper Hotel Group REL 12% 11/6/17

$ 1,000,781

1,048,318

Extended Stay America, Inc. REL 9.625% 12/1/19

1,500,000

1,545,000

Four Seasons Holdings, Inc. Tranche 2LN, term loan 6.25% 12/27/20 (i)

20,000

20,400

La Quinta:

Tranche A, term loan 11.375% 7/6/14 (i)

277,850

282,379

Tranche B, term loan 11.375% 7/6/14 (i)

208,389

211,786

Tranche D, term loan 14.9% 7/6/14 (i)

1,000,000

1,020,000

 

4,127,883

Multiline Retail - 0.0%

JC Penney Corp., Inc. Tranche B, term loan 6% 5/22/18 (i)

139,650

135,286

Specialty Retail - 0.0%

The Pep Boys - Manny, Moe & Jack Tranche B, term loan 5% 10/11/18 (i)

283,575

284,993

TOTAL CONSUMER DISCRETIONARY

4,548,162

FINANCIALS - 0.7%

Diversified Financial Services - 0.3%

Blackstone REL 10% 10/1/17

2,992,479

3,022,404

BRE Select Hotels Corp. REL 5.933% 5/9/18 (i)

503,337

503,337

 

3,525,741

Floating Rate Loans - continued

 

Principal Amount (e)

Value

FINANCIALS - continued

Real Estate Investment Trusts - 0.0%

iStar Financial, Inc. Tranche B, term loan 4.5% 10/15/17 (i)

$ 507,206

$ 508,474

Real Estate Management & Development - 0.4%

CB Richard Ellis Services, Inc. Tranche B, term loan 2.9326% 3/28/21 (i)

84,575

84,575

CityCenter term loan 8.75% 7/12/14 (i)

2,606,094

2,606,094

EOP Operating LP term loan 6.27% 2/1/14 (i)

500,000

497,000

Equity Inns Reality LLC Tranche A, term loan 10.5% 11/4/13 (i)

1,097,915

995,305

Realogy Corp.:

Credit-Linked Deposit 3.1963% 10/10/13 (i)

45,019

45,019

Credit-Linked Deposit 4.4463% 10/10/16 (i)

30,743

30,743

Realogy Group LLC Tranche B, term loan 4.5% 3/5/20 (i)

567,150

569,986

 

4,828,722

Thrifts & Mortgage Finance - 0.0%

Ocwen Loan Servicing, LLC Tranche B, term loan 5% 2/15/18 (i)

44,775

45,279

TOTAL FINANCIALS

8,908,216

HEALTH CARE - 0.0%

Health Care Providers & Services - 0.0%

Community Health Systems, Inc. term loan 3.7602% 1/25/17 (i)

91,500

91,500

INDUSTRIALS - 0.1%

Construction & Engineering - 0.1%

Drumm Investors LLC Tranche B, term loan 5% 5/4/18 (i)

733,266

700,269

TELECOMMUNICATION SERVICES - 0.0%

Wireless Telecommunication Services - 0.0%

Crown Castle Operating Co. Tranche A, term loan 2.68% 1/31/17 (i)

177,792

176,459

UTILITIES - 0.0%

Electric Utilities - 0.0%

La Frontera Generation, LLC Tranche B, term loan 4.5% 9/30/20 (i)

468,315

469,486

TOTAL FLOATING RATE LOANS

(Cost $14,877,492)


14,894,092

Commodity Funds - 23.4%

 

Shares

Value

Fidelity Commodity Strategy Central Fund (j)
(Cost $421,848,748)

33,988,785

$ 326,292,334

Fixed-Income Funds - 27.1%

 

 

 

 

Fidelity Floating Rate Central Fund (j)
(Cost $363,094,938)

3,562,105


378,972,351

Preferred Securities - 0.0%

Principal Amount (e)

 

FINANCIALS - 0.0%

Diversified Financial Services - 0.0%

Crest Clarendon Street 2002-1 Ltd. Series 2002-1A Class PS, 12/28/35 (g)

(Cost $568,207)

$ 500,000


25,000

Money Market Funds - 0.8%

Shares

 

Fidelity Cash Central Fund, 0.10% (b)

10,472,254

10,472,254

Fidelity Securities Lending Cash Central Fund, 0.09% (b)(c)

688,325

688,325

TOTAL MONEY MARKET FUNDS

(Cost $11,160,579)


11,160,579

TOTAL INVESTMENT PORTFOLIO - 100.1%

(Cost $1,490,445,858)

1,398,211,314

NET OTHER ASSETS (LIABILITIES) - (0.1)%

(739,375)

NET ASSETS - 100%

$ 1,397,471,939

Currency Abbreviations

CAD

-

Canadian dollar

Legend

(a) Non-income producing

(b) Affiliated fund that is generally 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. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

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

(d) Non-income producing - Security is in default.

(e) Amount is stated in United States dollars unless otherwise noted.

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

(g) 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 $34,346,226 or 2.5% of net assets.

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

(i) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end.

(j) Affiliated fund that is generally available only to investment companies and other accounts managed by Fidelity Investments. A complete unaudited schedule of portfolio holdings for each Fidelity Central Fund is filed with the SEC for the first and third quarters of each fiscal year on Form N-Q and is available upon request or at the SEC's website at www.sec.gov. An unaudited holdings listing for the Fund, which presents direct holdings as well as the pro-rata share of securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, other than the Commodity Strategy Central Fund, is available at fidelity.com and/or advisor.fidelity.com, as applicable. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(k) Security represents right to receive monthly interest payments on an underlying pool of mortgages or assets. Principal shown is the outstanding par amount of the pool as of the end of the period.

(l) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $1,126,180 or 0.1% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost

ACGS Series 2004-1 Class P, 7.4605% 8/1/19

2/17/11

$ 1,105,056

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

$ 22,236

Fidelity Commodity Strategy Central Fund

289,650

Fidelity Floating Rate Central Fund

19,281,267

Fidelity Securities Lending Cash Central Fund

1,229

Total

$ 19,594,382

Additional information regarding the Fund's fiscal year to date purchases and sales, including the ownership percentage, of the non Money Market Central Funds is as follows:

Fund

Value,
beginning of
period

Purchases

Sales
Proceeds

Value,
end of
period

% ownership,
end of
period

Fidelity Commodity Strategy Central Fund

$ 332,803,865

$ 76,113,975

$ 28,512,820

$ 326,292,334

95.3%

Fidelity Floating Rate Central Fund

334,845,337

54,802,168

16,992,647

378,972,351

28.2%

Total

$ 667,649,202

$ 130,916,143

$ 45,505,467

$ 705,264,685

Other Information

The following is a summary of the inputs used, as of September 30, 2013, involving the Fund's assets and liabilities carried at fair 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 tables below, please refer to the Investment 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:

Equities:

Consumer Discretionary

$ 9,561,584

$ 771,635

$ -

$ 8,789,949

Financials

195,096,408

190,005,031

1,726,892

3,364,485

Health Care

4,345,608

4,345,608

-

-

Corporate Bonds

32,579,044

-

28,403,164

4,175,880

U.S. Government and Government Agency Obligations

386,362,666

-

386,362,666

-

Asset-Backed Securities

14,142,660

-

7,627,058

6,515,602

Collateralized Mortgage Obligations

650,448

-

623,411

27,037

Commercial Mortgage Securities

24,128,540

-

18,758,218

5,370,322

Floating Rate Loans

14,894,092

-

4,157,774

10,736,318

Fixed-Income Funds

378,972,351

378,972,351

-

-

Preferred Securities

25,000

-

-

25,000

Money Market Funds

11,160,579

11,160,579

-

-

Commodity Funds

326,292,334

326,292,334

-

-

Total Investments in Securities:

$ 1,398,211,314

$ 911,547,538

$ 447,659,183

$ 39,004,593

Valuation Inputs at Reporting Date:

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

Investments in Securities:

Beginning Balance

$ 37,420,737

Net Realized Gain (Loss) on Investment Securities

(12,703,339)

Net Unrealized Gain (Loss) on Investment Securities

20,364,228

Cost of Purchases

7,752,644

Proceeds of Sales

(11,629,862)

Amortization/Accretion

101,992

Transfers into Level 3

625,940

Transfers out of Level 3

(2,927,747)

Ending Balance

$ 39,004,593

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at September 30, 2013

$ 7,175,668

The information used in the above reconciliation represents fiscal year to date activity for any Investments in 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 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

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

Annual Report


Financial Statements

Statement of Assets and Liabilities

 

September 30, 2013

 

 

 

Assets

Investment in securities, at value (including securities loaned of $662,643) - See accompanying schedule:

Unaffiliated issuers (cost $694,341,593)

$ 681,786,050

 

Fidelity Central Funds (cost $796,104,265)

716,425,264

 

Total Investments (cost $1,490,445,858)

 

$ 1,398,211,314

Receivable for investments sold

4,931,489

Receivable for fund shares sold

1,589,256

Dividends receivable

811,763

Interest receivable

2,299,745

Distributions receivable from Fidelity Central Funds

1,897,618

Receivable from investment adviser for expense reductions

1,245

Other receivables

3,280

Total assets

1,409,745,710

 

 

 

Liabilities

Payable to custodian bank

$ 3,886

Payable for investments purchased
Regular delivery

5,374,139

Delayed delivery

250,000

Payable for fund shares redeemed

4,849,432

Accrued management fee

661,059

Distribution and service plan fees payable

117,062

Other affiliated payables

235,830

Other payables and accrued expenses

94,038

Collateral on securities loaned, at value

688,325

Total liabilities

12,273,771

 

 

 

Net Assets

$ 1,397,471,939

Net Assets consist of:

 

Paid in capital

$ 1,760,384,791

Undistributed net investment income

8,011,880

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

(278,688,709)

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

(92,236,023)

Net Assets

$ 1,397,471,939

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

 

September 30, 2013

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($169,169,590 ÷ 18,169,381 shares)

$ 9.31

 

 

 

Maximum offering price per share (100/96.00 of $9.31)

$ 9.70

Class T:
Net Asset Value
and redemption price per share ($25,280,805 ÷ 2,711,334 shares)

$ 9.32

 

 

 

Maximum offering price per share (100/96.00 of $9.32)

$ 9.71

Class B:
Net Asset Value
and offering price per share ($4,263,442 ÷ 459,572 shares)A

$ 9.28

 

 

 

Class C:
Net Asset Value
and offering price per share ($86,036,659 ÷ 9,330,561 shares)A

$ 9.22

 

 

 

Strategic Real Return:
Net Asset Value
, offering price and redemption price per share ($679,779,539 ÷ 72,650,647 shares)

$ 9.36

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($432,941,904 ÷ 46,373,343 shares)

$ 9.34

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.

Annual Report

Statement of Operations

 

Year ended September 30, 2013

 

 

 

Investment Income

 

 

Dividends

 

$ 7,308,967

Interest

 

16,559,150

Income from Fidelity Central Funds

 

19,594,382

Total income

 

43,462,499

 

 

 

Expenses

Management fee

$ 8,194,226

Transfer agent fees

2,278,875

Distribution and service plan fees

1,612,493

Accounting and security lending fees

582,593

Custodian fees and expenses

44,842

Independent trustees' compensation

5,408

Registration fees

144,769

Audit

186,861

Legal

5,106

Miscellaneous

5,536

Total expenses before reductions

13,060,709

Expense reductions

(107,932)

12,952,777

Net investment income (loss)

30,509,722

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

5,722,157

Fidelity Central Funds

(328,127)

 

Foreign currency transactions

(703)

Capital gain distributions from Fidelity Central Funds

140,499

 

Total net realized gain (loss)

 

5,533,826

Change in net unrealized appreciation (depreciation) on:

Investment securities

(76,476,786)

Assets and liabilities in foreign currencies

177

Total change in net unrealized appreciation (depreciation)

 

(76,476,609)

Net gain (loss)

(70,942,783)

Net increase (decrease) in net assets resulting from operations

$ (40,433,061)

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

 

Year ended
September 30,
2013

Year ended
September 30,
2012

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 30,509,722

$ 31,579,841

Net realized gain (loss)

5,533,826

56,673,375

Change in net unrealized appreciation (depreciation)

(76,476,609)

178,479,606

Net increase (decrease) in net assets resulting
from operations

(40,433,061)

266,732,822

Distributions to shareholders from net investment income

(28,290,311)

(48,021,133)

Distributions to shareholders from net realized gain

(4,225,517)

(54,380,158)

Total distributions

(32,515,828)

(102,401,291)

Share transactions - net increase (decrease)

124,432,635

(4,640,147,542)

Redemption fees

106,353

80,871

Total increase (decrease) in net assets

51,590,099

(4,475,735,140)

 

 

 

Net Assets

Beginning of period

1,345,881,840

5,821,616,980

End of period (including undistributed net investment income of $8,011,880 and undistributed net investment income of $6,007,176, respectively)

$ 1,397,471,939

$ 1,345,881,840

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

Annual Report

Financial Highlights - Class A

Years ended September 30,

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 9.78

$ 9.20

$ 9.08

$ 8.29

$ 9.36

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .188

  .178

  .233

  .171

  .146

Net realized and unrealized gain (loss)

  (.452)

  .940

  .101

  .840

  (.528)

Total from investment operations

  (.264)

  1.118

  .334

  1.011

  (.382)

Distributions from net investment income

  (.177)

  (.128) F

  (.214)

  (.111)

  (.208)

Distributions from net realized gain

  (.030)

  (.410) F

  -

  (.110)

  (.480)

Total distributions

  (.207)

  (.538)

  (.214)

  (.221)

  (.688)

Redemption fees added to paid in capital C

  .001

  - H

  - H

  - H

  - H

Net asset value, end of period

$ 9.31

$ 9.78

$ 9.20

$ 9.08

$ 8.29

Total Return A, B

  (2.72)%

  12.66%

  3.60%

  12.46%

  (2.73)%

Ratios to Average Net Assets D, G

 

 

 

 

 

Expenses before reductions

  1.04%

  1.04%

  1.01%

  1.02%

  1.03%

Expenses net of fee waivers, if any

  1.04%

  1.03%

  1.01%

  1.02%

  1.03%

Expenses net of all reductions

  1.03%

  1.03%

  1.01%

  1.02%

  1.03%

Net investment income (loss)

  1.96%

  1.88%

  2.41%

  1.98%

  1.98%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 169,170

$ 222,335

$ 219,906

$ 168,216

$ 112,929

Portfolio turnover rate E

  23%

  15%

  35%

  29%

  38%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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. Based on their most recent shareholder report date, the expenses of any non-money market Fidelity Central Funds ranged from less than .01% to .05%.

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

F The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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

H Amount represents less than $.001 per share.

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

Annual Report

Financial Highlights - Class T

Years ended September 30,

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 9.79

$ 9.21

$ 9.09

$ 8.30

$ 9.36

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .187

  .177

  .232

  .170

  .144

Net realized and unrealized gain (loss)

  (.451)

  .940

  .099

  .841

  (.521)

Total from investment operations

  (.264)

  1.117

  .331

  1.011

  (.377)

Distributions from net investment income

  (.177)

  (.127) F

  (.211)

  (.111)

  (.203)

Distributions from net realized gain

  (.030)

  (.410) F

  -

  (.110)

  (.480)

Total distributions

  (.207)

  (.537)

  (.211)

  (.221)

  (.683)

Redemption fees added to paid in capital C

  .001

  - H

  - H

  - H

  - H

Net asset value, end of period

$ 9.32

$ 9.79

$ 9.21

$ 9.09

$ 8.30

Total Return A, B

  (2.72)%

  12.62%

  3.56%

  12.44%

  (2.69)%

Ratios to Average Net Assets D, G

 

 

 

 

 

Expenses before reductions

  1.05%

  1.05%

  1.02%

  1.03%

  1.07%

Expenses net of fee waivers, if any

  1.05%

  1.04%

  1.01%

  1.03%

  1.07%

Expenses net of all reductions

  1.05%

  1.04%

  1.01%

  1.03%

  1.07%

Net investment income (loss)

  1.94%

  1.87%

  2.40%

  1.98%

  1.95%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 25,281

$ 30,648

$ 29,038

$ 27,373

$ 23,500

Portfolio turnover rate E

  23%

  15%

  35%

  29%

  38%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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. Based on their most recent shareholder report date, the expenses of any non-money market Fidelity Central Funds ranged from less than .01% to .05%.

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

F The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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

H Amount represents less than $.001 per share.

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

Annual Report

Financial Highlights - Class B

Years ended September 30,

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 9.74

$ 9.16

$ 9.03

$ 8.27

$ 9.34

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .119

  .111

  .162

  .108

  .093

Net realized and unrealized gain (loss)

  (.444)

  .940

  .099

  .845

  (.536)

Total from investment operations

  (.325)

  1.051

  .261

  .953

  (.443)

Distributions from net investment income

  (.106)

  (.061) F

  (.131)

  (.083)

  (.147)

Distributions from net realized gain

  (.030)

  (.410) F

  -

  (.110)

  (.480)

Total distributions

  (.136)

  (.471)

  (.131)

  (.193)

  (.627)

Redemption fees added to paid in capital C

  .001

  - H

  - H

  - H

  - H

Net asset value, end of period

$ 9.28

$ 9.74

$ 9.16

$ 9.03

$ 8.27

Total Return A, B

  (3.35)%

  11.89%

  2.82%

  11.73%

  (3.53)%

Ratios to Average Net Assets D, G

 

 

 

 

 

Expenses before reductions

  1.77%

  1.77%

  1.74%

  1.75%

  1.76%

Expenses net of fee waivers, if any

  1.75%

  1.73%

  1.73%

  1.75%

  1.75%

Expenses net of all reductions

  1.74%

  1.73%

  1.73%

  1.75%

  1.75%

Net investment income (loss)

  1.25%

  1.18%

  1.68%

  1.26%

  1.27%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 4,263

$ 5,743

$ 6,587

$ 7,406

$ 5,992

Portfolio turnover rate E

  23%

  15%

  35%

  29%

  38%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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. Based on their most recent shareholder report date, the expenses of any non-money market Fidelity Central Funds ranged from less than .01% to .05%.

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

F The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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

H Amount represents less than $.001 per share.

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

Annual Report

Financial Highlights - Class C

Years ended September 30,

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 9.69

$ 9.12

$ 8.99

$ 8.24

$ 9.31

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .113

  .105

  .158

  .105

  .088

Net realized and unrealized gain (loss)

  (.449)

  .933

  .107

  .838

  (.532)

Total from investment operations

  (.336)

  1.038

  .265

  .943

  (.444)

Distributions from net investment income

  (.105)

  (.058) F

  (.135)

  (.083)

  (.146)

Distributions from net realized gain

  (.030)

  (.410) F

  -

  (.110)

  (.480)

Total distributions

  (.135)

  (.468)

  (.135)

  (.193)

  (.626)

Redemption fees added to paid in capital C

  .001

  - H

  - H

  - H

  - H

Net asset value, end of period

$ 9.22

$ 9.69

$ 9.12

$ 8.99

$ 8.24

Total Return A, B

  (3.48)%

  11.80%

  2.88%

  11.65%

  (3.55)%

Ratios to Average Net Assets D, G

 

 

 

 

 

Expenses before reductions

  1.80%

  1.81%

  1.77%

  1.78%

  1.83%

Expenses net of fee waivers, if any

  1.80%

  1.80%

  1.76%

  1.78%

  1.83%

Expenses net of all reductions

  1.80%

  1.80%

  1.76%

  1.78%

  1.83%

Net investment income (loss)

  1.19%

  1.12%

  1.65%

  1.23%

  1.19%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 86,037

$ 94,134

$ 89,790

$ 66,399

$ 44,744

Portfolio turnover rate E

  23%

  15%

  35%

  29%

  38%

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

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

C Calculated based on average shares outstanding during the period.

D Fees and expenses of any 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. Based on their most recent shareholder report date, the expenses of any non-money market Fidelity Central Funds ranged from less than .01% to .05%.

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

F The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

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

H Amount represents less than $.001 per share.

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

Annual Report

Financial Highlights - Strategic Real Return

Years ended September 30,

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 9.83

$ 9.24

$ 9.13

$ 8.32

$ 9.39

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .216

  .212

  .262

  .196

  .166

Net realized and unrealized gain (loss)

  (.451)

  .941

  .098

  .846

  (.529)

Total from investment operations

  (.235)

  1.153

  .360

  1.042

  (.363)

Distributions from net investment income

  (.206)

  (.154) E

  (.250)

  (.122)

  (.227)

Distributions from net realized gain

  (.030)

  (.410) E

  -

  (.110)

  (.480)

Total distributions

  (.236)

  (.564)

  (.250)

  (.232)

  (.707)

Redemption fees added to paid in capital B

  .001

  .001

  - G

  - G

  - G

Net asset value, end of period

$ 9.36

$ 9.83

$ 9.24

$ 9.13

$ 8.32

Total Return A

  (2.41)%

  13.03%

  3.87%

  12.81%

  (2.48)%

Ratios to Average Net Assets C, F

 

 

 

 

 

Expenses before reductions

  .76%

  .75%

  .72%

  .73%

  .77%

Expenses net of fee waivers, if any

  .75%

  .73%

  .71%

  .73%

  .77%

Expenses net of all reductions

  .75%

  .73%

  .71%

  .73%

  .77%

Net investment income (loss)

  2.24%

  2.18%

  2.70%

  2.28%

  2.25%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 679,780

$ 649,200

$ 3,541,743

$ 4,069,023

$ 4,914,336

Portfolio turnover rate D

  23%

  15%

  35%

  29%

  38%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of any 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. Based on their most recent shareholder report date, the expenses of any non-money market Fidelity Central Funds ranged from less than .01% to .05%.

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

E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

F 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 reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.001 per share.

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

Annual Report

Financial Highlights - Institutional Class

Years ended September 30,

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 9.81

$ 9.22

$ 9.11

$ 8.30

$ 9.37

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .208

  .202

  .258

  .194

  .166

Net realized and unrealized gain (loss)

  (.450)

  .947

  .099

  .848

  (.529)

Total from investment operations

  (.242)

  1.149

  .357

  1.042

  (.363)

Distributions from net investment income

  (.199)

  (.150) E

  (.247)

  (.122)

  (.227)

Distributions from net realized gain

  (.030)

  (.410) E

  -

  (.110)

  (.480)

Total distributions

  (.229)

  (.560)

  (.247)

  (.232)

  (.707)

Redemption fees added to paid in capital B

  .001

  .001

  - G

  - G

  - G

Net asset value, end of period

$ 9.34

$ 9.81

$ 9.22

$ 9.11

$ 8.30

Total Return A

  (2.49)%

  13.01%

  3.84%

  12.84%

  (2.49)%

Ratios to Average Net Assets C, F

 

 

 

 

 

Expenses before reductions

  .83%

  .81%

  .76%

  .75%

  .77%

Expenses net of fee waivers, if any

  .83%

  .80%

  .76%

  .75%

  .77%

Expenses net of all reductions

  .82%

  .80%

  .75%

  .75%

  .77%

Net investment income (loss)

  2.17%

  2.12%

  2.66%

  2.25%

  2.24%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 432,942

$ 343,822

$ 813,551

$ 716,052

$ 571,760

Portfolio turnover rate D

  23%

  15%

  35%

  29%

  38%

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

B Calculated based on average shares outstanding during the period.

C Fees and expenses of any 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. Based on their most recent shareholder report date, the expenses of any non-money market Fidelity Central Funds ranged from less than .01% to .05%.

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

E The amounts shown reflect certain reclassifications related to book to tax differences that were made in the year shown.

F 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 reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.001 per share.

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

Annual Report


Notes to Financial Statements

For the period ended September 30, 2013

1. Organization.

Fidelity Strategic Real Return Fund (the Fund) is a fund of Fidelity Salem Street Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Strategic Real Return and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. The Fund offered Class F shares during the period June 26, 2009 through October 21, 2011, and all outstanding shares were redeemed by October 21, 2011. 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.

2. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies generally 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 held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

Based on its investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the Fund. These strategies are consistent with the investment objectives of the Fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the Fund. The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR. The following summarizes the Fund's investment in each non-money market Fidelity Central Fund.

Annual Report

2. Investments in Fidelity Central Funds - continued

Fidelity
Central Fund

Investment
Manager

Investment
Objective

Investment
Practices

Expense
Ratio
*

Fidelity Commodity Strategy Central Fund

Geode Capital Management, LLC (Geode)

Seeks to provide investment returns that correspond to the performance of the commodities market.

Investment in commodity-related investments through a wholly-owned subsidiary organized under the laws of the Cayman Islands

Futures

Swaps

.05%

Fidelity Floating Rate Central Fund

FMR Co., Inc. (FMRC)

Seeks a high level of income by normally investing in floating rate loans and other floating rate securities.

Loans & Direct Debt Instruments

Repurchase Agreements

Restricted Securities

Less than .01%

* Expenses expressed as a percentage of average net assets and are as of each underlying Central Fund's most recent annual or semi-annual
shareholder report.

An unaudited holdings listing for the Fund, which presents direct holdings as well as the pro-rata share of any securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at fidelity.com and/or advisor.fidelity.com, as applicable. A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which contain the significant accounting policies (including investment valuation policies) of those funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC website 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 (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the FMR Fair Value Committee (the Committee), in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. For corporate bonds, floating rate loans, preferred securities and U.S. government and government agency obligations, pricing vendors utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as broker-supplied prices. For asset backed securities, collateralized mortgage obligations and commercial mortgage securities, pricing vendors utilize matrix pricing which considers prepayment speed assumptions, attributes of the collateral, yield or price of bonds of comparable quality, coupon, maturity and type as well as broker-supplied prices. Independent prices obtained from a single source or broker are evaluated by management and may be categorized as Level 3 in the hierarchy. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt

Annual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances. The Fund invests a significant portion of its assets in below investment grade securities. The value of these securities can be more volatile due to changes in the credit quality of the issuer and is sensitive to changes in economic, market and regulatory conditions.

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 a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. 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 or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

The following provides information on Level 3 securities held by the Fund that were valued at period end based on unobservable inputs. These amounts exclude valuations provided by a broker.

Asset Type

Fair Value at
09/30/13

Valuation
Technique (s)

Unobservable
Input

Amount or Range /
Weighted
Average

Impact to
Valuation
from an
Increase
in Input
*

Asset-Backed Securities

$360,743

Discounted cash flow

Yield

11.0%

Decrease

Collateralized Mortgage Obligations

$27,037

Discounted cash flow

Yield

10.5% - 11% / 10.8%

Decrease

Commercial Mortgage Securities

$353,130

Discounted cash flow

Yield

15.0%

Decrease

 

 

Market comparable

Spread

13.9%

Decrease

Common Stock

$8,789,949

Adjusted book value

Book value multiple

1.3

Increase

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

Asset Type

Fair Value at
09/30/13

Valuation
Technique (s)

Unobservable
Input

Amount or Range /
Weighted
Average

Impact to
Valuation
from an
Increase
in Input
*

Corporate Bonds

$4,175,160

Discounted cash flow

Yield

20.0%

Decrease

Floating Rate Loans

$4,157,749

Discounted cash flow

Yield

6% - 10.9% / 9%

Decrease

* Represents the expected directional change in the fair value of the Level 3 investments that would result from an increase in the corresponding
input. A decrease to the unobservable input would have the opposite effect. Significant changes in these inputs could result in significantly higher or
lower fair value measurements.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of September 30, 2013, as well as a roll forward of Level 3 investments, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and 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 rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV 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. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

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. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. 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. For Treasury Inflation-Protected Securities (TIPS) the principal amount is adjusted daily to keep pace with inflation. Interest is accrued based on the adjusted principal amount. The adjustments to principal due to inflation are reflected as increases or decreases to Interest in the accompanying Statement of Operations. Such adjustments may have a significant impact on the Fund's distributions. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectability of interest is reasonably assured.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily 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 may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. 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 under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. As of September 30, 2013, the Fund did not have any unrecognized tax benefits in the financial statements; nor is the Fund aware of any tax positions for which it is reasonably possible

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. 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 declared and 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 GAAP. These differences resulted in distribution reclassifications for the period ended September 30, 2012. In addition, the Fund claimed a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

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

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), market discount, equity-debt classifications, partnerships (including allocations from Fidelity Central Funds), capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 44,454,267

Gross unrealized depreciation

(168,671,158)

Net unrealized appreciation (depreciation) on securities and other investments

$ (124,216,891)

 

 

Tax Cost

$ 1,522,428,205

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 17,326,206

Capital loss carryforward

$ (256,012,902)

Net unrealized appreciation (depreciation)

$ (124,218,370)

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of fiscal period end and is subject to adjustment.

Fiscal year of expiration

 

2017

$ (253,584,429)

2018

(2,428,473)

Total capital loss carryforward

$ (256,012,902)

Due to large redemptions in a prior period, $256,012,902 of capital losses that will be available to offset future capital gains of the Fund will be limited to approximately $50,181,925 per year.

The tax character of distributions paid was as follows:

 

September 30, 2013

September 30, 2012

Ordinary Income

$ 32,515,828

$ 102,401,291

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 60 days may have been subject to a redemption fee equal to .75% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

Delayed Delivery Transactions and When-Issued Securities. During the period, the Fund transacted in securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. The securities purchased on a delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Delayed Delivery Transactions and When-Issued Securities - continued

underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

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

Loans and Other Direct Debt Instruments. The Fund invests in direct debt instruments which are interests in amounts owed to lenders by corporate or other borrowers. These instruments may be in the form of loans, trade claims or other receivables and may include standby financing commitments such as revolving credit facilities that obligate the Fund to supply additional cash to the borrower on demand. Loans may be acquired through assignment or participation, or may be made directly to a borrower. The Fund may be contractually obligated to receive approval from the agent bank and/or borrower prior to the sale of these loans. The Fund did not have any unfunded loan commitments, which are contractual obligations for future funding, at period end.

4. Purchases and Sales of Investments.

Purchases and sales of securities (including the Fixed-Income Central Funds), other than short-term securities and U.S. government securities, aggregated $285,163,042 and $197,527,580, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and an annualized group fee rate that averaged .11% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR, including any mutual funds previously advised by FMR that are currently advised by Fidelity SelectCo, LLC, an affiliate of FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annual management fee rate was .56% of the Fund's average net assets.

During the period, FMR waived a portion of its management fee as described in the Expense Reductions note.

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees. 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, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 526,645

$ 13,341

Class T

-%

.25%

74,171

1,604

Class B

.65%

.25%

45,756

33,328

Class C

.75%

.25%

965,921

187,231

 

 

 

$ 1,612,493

$ 235,504

Sales Load. FDC may receive a front-end sales charge of up to 4.00% for selling Class A shares and Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

 

Retained
by FDC

Class A

$ 35,437

Class T

5,792

Class B*

5,783

Class C*

11,493

 

$ 58,505

* 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. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets
*

Class A

$ 339,173

.16

Class T

51,389

.17

Class B

12,212

.24

Class C

167,323

.17

Strategic Real Return

893,246

.13

Institutional Class

815,532

.20

 

$ 2,278,875

 

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 each 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. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $4,223 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $4.25 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 $3,339 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. 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

Annual Report

7. Security Lending - continued

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, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. 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. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $1,229, including $376 from securities loaned to FCM.

8. Expense Reductions.

During the period, FMR contractually agreed to waive a portion of the Fund's management fee in an amount equal to the management fee paid to FMR by the subsidiary of Fidelity Commodity Strategy Central Fund based on the Fund's proportionate ownership of the Central Fund. During the period, this waiver reduced the Fund's management fee by $41,493. Effective December 31, 2012, this waiver arrangement was terminated when Geode, an unaffiliated investment manager of FMR, replaced FMRC as the investment manager for Fidelity Commodity Strategy Central Fund and its subsidiary.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement

Class B

1.75%

$ 1,017

In addition, FMR reimbursed a portion of the Fund's operating expenses during the period in the amount of $2,869.

Commissions paid to certain brokers with whom FMR, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $62,353 for the

Annual Report

Notes to Financial Statements - continued

8. Expense Reductions - continued

period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody by $200.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended September 30,

2013

2012 A, B

From net investment income

 

 

Class A

$ 3,942,614

$ 3,008,280

Class T

556,047

402,758

Class B

57,095

41,934

Class C

1,063,999

565,159

Strategic Real Return

14,603,419

27,969,381

Class F

-

8,050,092

Institutional Class

8,067,137

7,983,529

Total

$ 28,290,311

$ 48,021,133

From net realized gain

 

 

Class A

$ 700,228

$ 9,700,542

Class T

96,027

1,299,086

Class B

16,972

274,941

Class C

305,184

3,954,962

Strategic Real Return

2,031,418

25,681,982

Institutional Class

1,075,688

13,468,645

Total

$ 4,225,517

$ 54,380,158

A All Class F shares were redeemed on October 21, 2011.

B The amounts shown reflect certain reclassifications related to book to tax differences.

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended September 30,

2013

2012 A

2013

2012 A

Class A

 

 

 

 

Shares sold

4,892,241

4,546,984

$ 47,210,829

$ 42,952,906

Reinvestment of distributions

358,251

1,073,931

3,414,730

9,826,860

Shares redeemed

(9,815,865)

(6,794,492)

(93,532,782)

(63,823,907)

Net increase (decrease)

(4,565,373)

(1,173,577)

$ (42,907,223)

$ (11,044,141)

Annual Report

10. Share Transactions - continued

 

Shares

Dollars

Years ended September 30,

2013

2012 A

2013

2012 A

Class T

 

 

 

 

Shares sold

503,615

732,783

$ 4,868,842

$ 6,962,467

Reinvestment of distributions

59,645

157,763

568,738

1,448,105

Shares redeemed

(981,073)

(913,936)

(9,335,070)

(8,624,935)

Net increase (decrease)

(417,813)

(23,390)

$ (3,897,490)

$ (214,363)

Class B

 

 

 

 

Shares sold

41,387

25,870

$ 399,661

$ 242,066

Reinvestment of distributions

6,170

27,430

58,505

250,401

Shares redeemed

(177,470)

(182,828)

(1,698,257)

(1,723,949)

Net increase (decrease)

(129,913)

(129,528)

$ (1,240,091)

$ (1,231,482)

Class C

 

 

 

 

Shares sold

2,258,531

1,614,136

$ 21,633,969

$ 15,135,484

Reinvestment of distributions

128,444

433,947

1,209,019

3,940,152

Shares redeemed

(2,773,342)

(2,180,687)

(26,180,850)

(20,357,240)

Net increase (decrease)

(386,367)

(132,604)

$ (3,337,862)

$ (1,281,604)

Strategic Real Return

 

 

 

 

Shares sold

29,472,404

17,998,125

$ 284,364,599

$ 170,736,896

Reinvestment of distributions

1,639,914

5,579,449

15,678,518

51,346,847

Shares redeemed

(24,513,660)

(340,855,724) B

(234,394,292)

(3,205,727,988) B

Net increase (decrease)

6,598,658

(317,278,150)

$ 65,648,825

$ (2,983,644,245)

Class F

 

 

 

 

Shares sold

-

7,877,360

$ -

$ 73,260,294

Reinvestment of distributions

-

875,962

-

8,050,092

Shares redeemed

-

(130,189,980) B

-

(1,225,059,560) B

Net increase (decrease)

-

(121,436,658)

$ -

$ (1,143,749,174)

Annual Report

Notes to Financial Statements - continued

10. Share Transactions - continued

 

Shares

Dollars

Years ended September 30,

2013

2012 A

2013

2012 A

Institutional Class

 

 

 

 

Shares sold

20,542,996

18,914,085

$ 198,517,014

$ 179,131,680

Reinvestment of distributions

814,296

1,916,162

7,754,505

17,588,913

Shares redeemed

(10,041,349)

(73,986,633) B

(96,105,043)

(695,703,126) B

Net increase (decrease)

11,315,943

(53,156,386)

$ 110,166,476

$ (498,982,533)

A All Class F shares were redeemed on October 21, 2011.

B Amount includes in-kind redemptions.

11. Other.

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

Annual Report


Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Salem Street Trust and Shareholders of Fidelity Strategic Real Return Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Strategic Real Return Fund (the Fund), a fund of Fidelity Salem Street Trust, including the schedule of investments, as of September 30, 2013, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of its internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of September 30, 2013, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Strategic Real Return Fund as of September 30, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

Boston, Massachusetts

November 18, 2013

Annual Report


Trustees and Officers

The Trustees and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for Elizabeth S. Acton and James C. Curvey, each of the Trustees oversees 223 funds. Ms. Acton oversees 205 funds. Mr. Curvey oversees 395 funds.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person of the trust and the fund (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the month in which his or her 75th birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers hold office without limit in time, except that any officer may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Trustees and Officers - continued

Board Structure and Oversight Function. Abigail P. Johnson is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Albert R. Gamper, Jr. serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds and another Board oversees Fidelity's equity and high income funds. The asset allocation funds may invest in Fidelity funds that are overseen by such other Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates, and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations and Audit Committees. In addition, an ad hoc Board committee of Independent Trustees has worked with FMR to enhance the Board's oversight of investment and financial risks, legal and regulatory risks, technology risks, and operational risks, including the development of additional risk reporting to the Board. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate, including an annual review of FMR's risk management program for the Fidelity funds. The responsibilities of each standing committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210.

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

James C. Curvey (1935)

Year of Election or Appointment: 2007

Trustee

 

Mr. Curvey also serves as Trustee of other Fidelity funds. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

Abigail P. Johnson (1961)

Year of Election or Appointment: 2009

Trustee

Chairman of the Board of Trustees

 

Ms. Johnson also serves as Trustee of other Fidelity funds. Ms. Johnson serves as President of FMR LLC (2013-present), President of Fidelity Financial Services (2012-present) and President of Personal, Workplace and Institutional Services (2005-present). Ms. Johnson is Chairman and Director of FMR Co., Inc. (2011-present), Chairman and Director of FMR (2011-present), and the Vice Chairman and Director (2007-present) of FMR LLC. Previously, Ms. Johnson served as President and a Director of FMR (2001-2005), a Trustee of other investment companies advised by FMR, Fidelity Investments Money Management, Inc., and FMR Co., Inc. (2001-2005), Senior Vice President of the Fidelity funds (2001-2005), and managed a number of Fidelity funds. Ms. Abigail P. Johnson and Mr. Arthur E. Johnson are not related.

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

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Independent Trustees:

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

Name, Year of Birth; Principal Occupations and Other Relevant Experience+

Elizabeth S. Acton (1951)

Year of Election or Appointment: 2013

Trustee

 

Ms. Acton also serves as Trustee or Member of the Advisory Board of other Fidelity funds. Prior to her retirement in April 2012, Ms. Acton was Executive Vice President, Finance (2011-2012), Executive Vice President, Chief Financial Officer (2002-2011), and Treasurer (2004-2005) of Comerica Incorporated (financial services). Prior to joining Comerica, Ms. Acton held a variety of positions at Ford Motor Company (1983-2002), including Vice President and Treasurer (2000-2002) and Executive Vice President and Chief Financial Officer of Ford Motor Credit Company (1998-2000). Ms. Acton currently serves as a member of the Board of Directors and Audit and Finance Committees of Beazer Homes USA, Inc. (homebuilding, 2012-present).

Albert R. Gamper, Jr. (1942)

Year of Election or Appointment: 2006

Trustee

Chairman of the Independent Trustees

 

Mr. Gamper also serves as Trustee of other Fidelity funds. Prior to his retirement in December 2004, Mr. Gamper served as Chairman of the Board of CIT Group Inc. (commercial finance). During his tenure with CIT Group Inc. Mr. Gamper served in numerous senior management positions, including Chairman (1987-1989; 1999-2001; 2002-2004), Chief Executive Officer (1987-2004), and President (2002-2003). Mr. Gamper currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities, 2000-present), a member of the Board of Trustees, Rutgers University (2004-present), and Chairman of the Board of Barnabas Health Care System. Previously, Mr. Gamper served as Vice Chairman of the Independent Trustees of certain Fidelity funds (2011-2012) and as Chairman of the Board of Governors, Rutgers University (2004-2007).

Robert F. Gartland (1951)

Year of Election or Appointment: 2010

Trustee

 

Mr. Gartland also serves as Trustee of other Fidelity funds. Mr. Gartland is Chairman and an investor in Gartland and Mellina Group Corp. (consulting, 2009-present). Previously, Mr. Gartland served as a partner and investor of Vietnam Partners LLC (investments and consulting, 2008-2011). Prior to his retirement, Mr. Gartland held a variety of positions at Morgan Stanley (financial services, 1979-2007) including Managing Director (1987-2007).

Arthur E. Johnson (1947)

Year of Election or Appointment: 2008

Trustee

 

Mr. Johnson also serves as Trustee of other Fidelity funds. Mr. Johnson serves as a member of the Board of Directors of Eaton Corporation (diversified power management, 2009-present), AGL Resources, Inc. (holding company, 2002-present) and Booz Allen Hamilton (management consulting, 2011-present). Prior to his retirement, Mr. Johnson served as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor, 1999-2009). He previously served on the Board of Directors of IKON Office Solutions, Inc. (1999-2008) and Delta Airlines (2005-2007). Mr. Arthur E. Johnson is not related to Ms. Abigail P. Johnson.

Michael E. Kenneally (1954)

Year of Election or Appointment: 2009

Trustee

 

Mr. Kenneally also serves as Trustee of other Fidelity funds. Mr. Kenneally served as a Member of the Advisory Board for certain Fidelity funds before joining the Board of Trustees (2008-2009). Prior to his retirement, Mr. Kenneally served as Chairman and Global Chief Executive Officer of Credit Suisse Asset Management. Before joining Credit Suisse, he was an Executive Vice President and Chief Investment Officer for Bank of America Corporation. Earlier roles at Bank of America included Director of Research, Senior Portfolio Manager and Research Analyst, and Mr. Kenneally was awarded the Chartered Financial Analyst (CFA) designation in 1991.

James H. Keyes (1940)

Year of Election or Appointment: 2007

Trustee

 

Mr. Keyes also serves as Trustee of other Fidelity funds. Mr. Keyes serves as a member of the Board and Non-Executive Chairman of Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines, since 2002). Previously, Mr. Keyes served as a member of the Board of Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions, 1998-2013). Prior to his retirement, Mr. Keyes served as Chairman and Chief Executive Officer of Johnson Controls (automotive, building, and energy, 1998-2002) and as a member of the Board of LSI Logic Corporation (semiconductor technologies, 1984-2008).

Marie L. Knowles (1946)

Year of Election or Appointment: 2001

Trustee

Vice Chairman of the Independent Trustees

 

Ms. Knowles also serves as Trustee of other Fidelity funds. Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. Ms. Knowles currently serves as a Director and Chairman of the Audit Committee of McKesson Corporation (healthcare service, since 2002). Ms. Knowles is a member of the Board of the Catalina Island Conservancy and of the Santa Catalina Island Company (2009-present). She also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California. Previously, Ms. Knowles served as a Director of Phelps Dodge Corporation (copper mining and manufacturing, 1994-2007), URS Corporation (engineering and construction, 2000-2003) and America West (airline, 1999-2002).

Kenneth L. Wolfe (1939)

Year of Election or Appointment: 2005

Trustee

 

Mr. Wolfe also serves as Trustee of other Fidelity funds. Prior to his retirement, Mr. Wolfe served as Chairman and a Director (2007-2009) and Chairman and Chief Executive Officer (1994-2001) of Hershey Foods Corporation. He also served as a member of the Boards of Adelphia Communications Corporation (telecommunications, 2003-2006), Bausch & Lomb, Inc. (medical/pharmaceutical, 1993-2007), and Revlon, Inc. (personal care products, 2004-2009). Mr. Wolfe previously served as Chairman of the Independent Trustees of other Fidelity funds (2008-2012).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Executive Officers:

Correspondence intended for each executive officer may be sent to Fidelity Investments, 245 Summer Street, Boston, Massachusetts 02210. Executive officers appear below in alphabetical order.

Name, Year of Birth; Principal Occupation

Elizabeth Paige Baumann (1968)

Year of Election or Appointment: 2012

Anti-Money Laundering (AML) Officer

 

Ms. Baumann also serves as AML Officer of other funds. She is Chief AML Officer of FMR LLC (2012-present) and is an employee of Fidelity Investments. Previously, Ms. Baumann served as Vice President and Deputy Anti-Money Laundering Officer (2007-2012).

Marc Bryant (1966)

Year of Election or Appointment: 2013

Assistant Secretary

 

Mr. Bryant also serves as an officer of other funds. He is Senior Vice President and Deputy General Counsel of FMR LLC. Prior to joining Fidelity Investments, Mr. Bryant served as a Senior Vice President and the Head of Global Retail Legal for AllianceBernstein L.P. (2006-2010), and as the General Counsel for ProFund Advisors LLC (2001-2006).

Jonathan Davis (1968)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Davis also serves as Assistant Treasurer of other funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Adrien E. Deberghes (1967)

Year of Election or Appointment: 2010

Assistant Treasurer

 

Mr. Deberghes also serves as an officer of other funds. He is an employee of Fidelity Investments (2008-present). Prior to joining Fidelity Investments, Mr. Deberghes was Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (1969)

Year of Election or Appointment: 2013

President and Treasurer

 

Ms. Dorsey also serves as an officer of other funds. She is an employee of Fidelity Investments (2008-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

Scott C. Goebel (1968)

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO)

 

Mr. Goebel serves as Secretary and CLO of other funds. Mr. Goebel also serves as Secretary of Fidelity Investments Money Management, Inc. (FIMM) (2010-present) and Fidelity Research and Analysis Company (FRAC) (2010-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), and Fidelity Management & Research (U.K.) Inc. (2008-present). Previously, Mr. Goebel served as Secretary and CLO of other Fidelity funds (2008-2013), Assistant Secretary of FIMM (2008-2010), FRAC (2008-2010), and certain funds (2007-2008); and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007). Mr. Goebel has been employed by FMR LLC or an affiliate since 2001.

Bruce T. Herring (1965)

Year of Election or Appointment: 2013

Vice President of Fidelity's Asset Allocation Funds

 

Mr. Herring also serves as Vice President of other funds. He serves as Chief Investment Officer of Fidelity Global Asset Allocation (GAA) (2013-present), Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present), Group Chief Investment Officer of FMR, and President of Fidelity Research & Analysis Company (2010-present). Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007), and as a portfolio manager for Fidelity U.S. Equity Funds.

Chris Maher (1972)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Mr. Maher serves as Assistant Treasurer of other funds. Mr. Maher is Vice President of Valuation Oversight and is an employee of Fidelity Investments. Previously, Mr. Maher served as Vice President of Asset Management Compliance (2013), Vice President of FMR's Program Management Group (2010-2013), and Vice President of Valuation Oversight (2008-2010).

Charles S. Morrison (1960)

Year of Election or Appointment: 2012

Vice President

 

Mr. Morrison also serves as Vice President of other funds. He serves as President, Fixed Income and is an employee of Fidelity Investments. Previously, Mr. Morrison served as Vice President of Fidelity's Money Market Funds (2005-2009), President, Money Market Group Leader of FMR (2009), and Senior Vice President, Money Market Group of FMR (2004-2009). Mr. Morrison also served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007), and as Senior Vice President (2002-2005) of Fidelity's Fixed Income Division.

Christine Reynolds (1958)

Year of Election or Appointment: 2008

Chief Financial Officer

 

Ms. Reynolds also serves as Chief Financial Officer of other funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth B. Robins (1969)

Year of Election or Appointment: 2009

Assistant Treasurer

 

Mr. Robins also serves as an officer of other funds. Mr. Robins serves as Executive Vice President of Fidelity Investments Money Management, Inc. (FIMM) (2013-present) and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served in other fund officer roles.

Gary W. Ryan (1958)

Year of Election or Appointment: 2005

Assistant Treasurer

 

Mr. Ryan also serves as Assistant Treasurer of other funds. Mr. Ryan is an employee of Fidelity Investments and has served in other fund officer roles. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Stephen Sadoski (1971)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Mr. Sadoski also serves as Deputy Treasurer of other funds. He is an employee of Fidelity Investments (2012-present) and has served in another fund officer role. Prior to joining Fidelity Investments, Mr. Sadoski served as an assistant chief accountant in the Division of Investment Management of the Securities and Exchange Commission (SEC) (2009-2012) and as a senior manager at Deloitte & Touche LLP (1997-2009).

Stacie M. Smith (1974)

Year of Election or Appointment: 2013

Assistant Treasurer

 

Ms. Smith also serves as an officer of other funds. She is an employee of Fidelity Investments (2009-present) and has served in other fund officer roles. Prior to joining Fidelity Investments, Ms. Smith served as Senior Audit Manager of Ernst & Young LLP (1996-2009).

Renee Stagnone (1975)

Year of Election or Appointment: 2013

Deputy Treasurer

 

Ms. Stagnone also serves as Deputy Treasurer of other funds. Ms. Stagnone is an employee of Fidelity Investments.

Michael H. Whitaker (1967)

Year of Election or Appointment: 2008

Chief Compliance Officer

 

Mr. Whitaker also serves as Chief Compliance Officer of other funds. Mr. Whitaker is an employee of Fidelity Investments (2007-present). Prior to joining Fidelity Investments, Mr. Whitaker worked at MFS Investment Management where he served as Senior Vice President and Chief Compliance Officer (2004-2006), and Assistant General Counsel.

Derek L. Young (1964)

Year of Election or Appointment: 2009

Vice President of Fidelity's Asset Allocation Funds

 

Mr. Young also serves as Trustee or an officer of other funds. He is President and a Director of Strategic Advisers, Inc. (2011-present), President of Fidelity Global Asset Allocation (GAA) (2011-present), and Vice Chairman of Pyramis Global Advisors, LLC (2011-present). Previously, Mr. Young served as Chief Investment Officer of GAA (2009-2011) and as a portfolio manager.

Joseph F. Zambello (1957)

Year of Election or Appointment: 2011

Deputy Treasurer

 

Mr. Zambello also serves as Deputy Treasurer of other funds. Mr. Zambello is an employee of Fidelity Investments. Previously, Mr. Zambello served as Vice President of FMR's Program Management Group (2009-2011) and Vice President of the Transfer Agent Oversight Group (2005-2009).

Annual Report


Distributions (Unaudited)

A total of 14.28% of the dividends distributed during the fiscal year was derived from interest on U.S. Government securities which is generally exempt from state income tax.

The fund designates $13,666,660 of distributions paid during the period January 1, 2013 to September 30, 2013 as qualifying to be taxed as interest-related dividends for nonresident alien shareholders.

The fund will notify shareholders in January 2014 of amounts for use in preparing 2013 income tax returns.

Annual Report


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Strategic Real Return Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established four standing committees, Operations, Audit, Fair Valuation, and Governance and Nominating, each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Operations Committee, of which all of the Independent Trustees are members, meets regularly throughout the year and, among other matters, considers matters specifically related to the annual consideration of the renewal of the fund's Advisory Contracts. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its September 2013 meeting, the Board, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale exist and would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of FMR and the sub-advisers (together, the Investment Advisers), and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the general qualifications and capabilities of Fidelity's and Geode Capital Management, LLC's investment staff, including its size, education, experience, and resources, as well as the Fidelity's approach to recruiting, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board believes that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading and risk management capabilities and resources, which are an integral part of the investment management process.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) persisting in efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs for global and income-oriented solutions; (iv) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (v) rationalizing product lines and gaining increased efficiencies through the combination of several funds with other funds; (vi) strengthening Fidelity's index fund offerings by reducing investment minimums and adopting or lowering existing expense caps for certain funds and classes; (vii) enhancing Global Asset Allocation product offerings by launching new funds and strategies, including "open architecture" target date funds that utilize affiliated and unaffiliated sub-advisers; (viii) modifying the eligibility criteria for Institutional Class shares of Advisor funds to increase their marketability to a portion of the defined contribution plan market; (ix) creating a new low-cost retirement share class for certain Advisor funds to appeal to large retirement plans; (x) transitioning the management of certain Fidelity commodity funds to Geode Capital Management LLC, a registered commodity pool operator, while retaining administrative responsibilities for the funds; and (xi) taking steps toward establishing a new Fidelity adviser to manage sector-based funds and products.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history.

Annual Report

The Board took into account discussions with the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board periodically considers annualized return information for the fund for different time periods, measured against one or more securities market indices, including a customized blended index representative of the fund's asset classes (each a "benchmark index") and a peer group of mutual funds with similar objectives ("peer group"). In its evaluation of fund investment performance at meetings throughout the year, the Board gave particular attention to information indicating underperformance of certain Fidelity funds for specific time periods and the Investment Advisers' explanations for such underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on gross performance (before fees and expenses but after transaction costs) compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and on net performance (after fees and expenses) compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; expectations for interest rate levels and credit conditions; issuer-specific information including credit quality; tactical opportunities for investment; and fund cash flows and other factors. Depending on the circumstances, the Independent Trustees may be satisfied with a fund's performance notwithstanding that it lags its benchmark index or peer group for certain periods.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-, three-, and five-year periods.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should benefit the fund's shareholders.

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

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 50% would mean that half of the funds in the Total Mapped Group had higher, and half had lower, management fees than the fund. The fund's actual TMG %s are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Fidelity Strategic Real Return Fund

arr747945

Annual Report

The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2012.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

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

The Board noted that the total expense ratio of each of Class B and the retail class ranked below its competitive median for 2012, the total expense ratio of Class A ranked equal to its competitive median for 2012, and the total expense ratio of each of Class T, Class C, and Institutional Class ranked above its competitive median for 2012. The Board considered that, in general, various factors can affect total expense ratios. The Board noted that the total expense ratio of Class T was above the competitive median primarily because of higher 12b-1 fees on Class T as compared to most competitor funds. Class T has a higher 12b-1 fee, but a lower front-end sales charge, than traditionally priced front-end sales charge classes. The Board considered that Class T is primarily sold load-waived in the retirement plan market where its 0.50% 12b-1 fee is comparable to competing no-load, higher 12b-1 fee classes designed specifically for retirement plans. The Board noted that the total expense ratio of Class C was above the competitive median primarily because of higher 12b-1 fees as compared to competitor funds with Class C. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expense ratios of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other mutual funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that the total expense ratio of each class of the fund was reasonable, although in some cases above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

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

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

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

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

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions. The Board also noted that in 2009, it and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

Annual Report

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Amendment to Description of Group Fee Rate. At its September 2013 meeting, the Board voted to approve an amendment to the fund's management contract to modify the description of the "group fee rate." The Board noted that under the prior description in the contract, the group fee rate was based on the average net assets of all registered investment companies with which FMR has management contracts. Under the contract's tiered asset breakpoint schedule, the group fee rate is lower as total fund assets under FMR's management increase, and higher as total fund assets under FMR's management decrease. The Board considered that the prior description would have excluded the assets of 64 Fidelity sector funds from the group fee rate calculation once Fidelity SelectCo, LLC, an affiliate of FMR, assumed management responsibilities for those funds. The Board noted that modifying the description of the group fee rate to continue to include the assets of those 64 funds for purposes of determining group fee rate breakpoints would avoid an immediate adverse impact on the group fee rate for any fund.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) Fidelity's fund profitability methodology, profitability trends for certain funds, and the impact of certain factors on fund profitability results; (ii) portfolio manager changes that have occurred during the past year and the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, including its effects on fund profitability, the rationale for the compensation structure, and the extent to which current market conditions have affected retention and recruitment; (iv) the arrangements with and compensation paid to certain fund sub-advisers on behalf of the Fidelity funds; (v) Fidelity's fee structures, including the group fee structure and definition of group assets, and the rationale for recommending different fees among different categories of funds and classes; (vi) Fidelity's voluntary waiver of its fees to maintain minimum yields for certain money market funds and classes as well as contractual waivers in place for certain funds; (vii) the methodology with respect to competitive fund data and peer group classifications; (viii) Fidelity's transfer agent fee, expense, and service structures for different funds and classes, and the impact of the increased use of omnibus accounts; and (ix) explanations regarding the relative total expense ratios of certain funds and classes, total expense competitive trends and methodologies for total expense competitive comparisons, and actions that might be taken by Fidelity to reduce total expense ratios for certain funds and classes or to achieve further economies of scale.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Investments Money Management, Inc.

Geode Capital Management, LLC

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

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Bank of New York Mellon

New York, NY

(Fidelity Investment logo)(registered trademark)

ARRSI-UANN-1113
1.814967.108

Item 2. Code of Ethics

As of the end of the period, September 30, 2013, Fidelity Salem Street Trust (the trust) has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its President and Treasurer and its Chief Financial Officer. A copy of the code of ethics is filed as an exhibit to this Form N-CSR.

Item 3. Audit Committee Financial Expert

The Board of Trustees of the trust has determined that James H. Keyes is an audit committee financial expert, as defined in Item 3 of Form N-CSR.   Mr. Keyes is independent for purposes of Item 3 of Form N-CSR.  

Item 4. Principal Accountant Fees and Services

Fees and Services

The following table presents fees billed by Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu, and their respective affiliates (collectively, "Deloitte Entities") in each of the last two fiscal years for services rendered to Fidelity Strategic Real Return Fund (the "Fund"):

Services Billed by Deloitte Entities

September 30, 2013 FeesA

 

Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

Fidelity Strategic Real Return Fund

$173,000

$-

$6,000

$700

September 30, 2012 FeesA

 

Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

Fidelity Strategic Real Return Fund

$186,000

$-

$4,600

$600

A Amounts may reflect rounding.

The following table presents fees billed by Deloitte Entities that were required to be approved by the Audit Committee for services that relate directly to the operations and financial reporting of the Fund and that are rendered on behalf of Fidelity Management & Research Company ("FMR") and entities controlling, controlled by, or under common control with FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) that provide ongoing services to the Fund ("Fund Service Providers"):

Services Billed by Deloitte Entities

 

September 30, 2013A

September 30, 2012A

Audit-Related Fees

$1,115,000

$615,000

Tax Fees

$-

$-

All Other Fees

$705,000

$1,130,000

A Amounts may reflect rounding.

"Audit-Related Fees" represent fees billed for assurance and related services that are reasonably related to the performance of the fund audit or the review of the fund's financial statements and that are not reported under Audit Fees.

"Tax Fees" represent fees billed for tax compliance, tax advice or tax planning that relate directly to the operations and financial reporting of the fund.

"All Other Fees" represent fees billed for services provided to the fund or Fund Service Provider, a significant portion of which are assurance related, that relate directly to the operations and financial reporting of the fund, excluding those services that are reported under Audit Fees, Audit-Related Fees or Tax Fees.

Assurance services must be performed by an independent public accountant.

* * *

The aggregate non-audit fees billed by Deloitte Entities for services rendered to the Fund, FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any Fund Service Provider for each of the last two fiscal years of the Fund are as follows:

Billed By

September 30, 2013 A

September 30, 2012 A

Deloitte Entities

$1,935,000

$1,790,000

A Amounts may reflect rounding.

The trust's Audit Committee has considered non-audit services that were not pre-approved that were provided by Deloitte Entities to Fund Service Providers to be compatible with maintaining the independence of Deloitte Entities in its audit of the Fund, taking into account representations from Deloitte Entities, in accordance with Public Company Accounting Oversight Board rules, regarding its independence from the Fund and its related entities and FMR's review of the appropriateness and permissibility under applicable law of such non-audit services prior to their provision to the Fund Service Providers.

Audit Committee Pre-Approval Policies and Procedures

The trust's Audit Committee must pre-approve all audit and non-audit services provided by a fund's independent registered public accounting firm relating to the operations or financial reporting of the fund. Prior to the commencement of any audit or non-audit services to a fund, the Audit Committee reviews the services to determine whether they are appropriate and permissible under applicable law.

The Audit Committee has adopted policies and procedures to, among other purposes, provide a framework for the Committee's consideration of non-audit services by the audit firms that audit the Fidelity funds. The policies and procedures require that any non-audit service provided by a fund audit firm to a Fidelity fund and any non-audit service provided by a fund auditor to a Fund Service Provider that relates directly to the operations and financial reporting of a Fidelity fund ("Covered Service") are subject to approval by the Audit Committee before such service is provided.

All Covered Services must be approved in advance of provision of the service either: (i) by formal resolution of the Audit Committee, or (ii) by oral or written approval of the service by the Chair of the Audit Committee (or if the Chair is unavailable, such other member of the Audit Committee as may be designated by the Chair to act in the Chair's absence). The approval contemplated by (ii) above is permitted where the Treasurer determines that action on such an engagement is necessary before the next meeting of the Audit Committee.

Non-audit services provided by a fund audit firm to a Fund Service Provider that do not relate directly to the operations and financial reporting of a Fidelity fund are reported to the Audit Committee on a periodic basis.

Non-Audit Services Approved Pursuant to Rule 2-01(c)(7)(i)(C) and (ii) of Regulation S-X ("De Minimis Exception")

There were no non-audit services approved or required to be approved by the Audit Committee pursuant to the De Minimis Exception during the Fund's last two fiscal years relating to services provided to (i) the Fund or (ii) any Fund Service Provider that relate directly to the operations and financial reporting of the Fund.

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 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 trust's 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)

Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached hereto as EX-99.CODE ETH.

(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 Salem Street Trust

By:

/s/ Stephanie J. Dorsey

 

Stephanie J. Dorsey

 

President and Treasurer

 

 

Date:

November 26, 2013

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/Stephanie J. Dorsey

 

Stephanie J. Dorsey

 

President and Treasurer

 

 

Date:

November 26, 2013

By:

/s/Christine Reynolds

 

Christine Reynolds

 

Chief Financial Officer

 

 

Date:

November 26, 2013