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

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-2105

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

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

Scott C. Goebel, Secretary

82 Devonshire St.

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

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

Date of fiscal year end:	August 31
Date of reporting period:	August 31, 2009

Item 1. Reports to Stockholders

Fidelity®
Intermediate Bond
Fund

Annual Report

August 31, 2009

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message	<Click Here>	The Chairman's message to shareholders.
Performance	<Click Here>	How the fund has done over time.
Management's Discussion	<Click Here>	The manager's review of fund performance, strategy and outlook.
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>
Proxy Voting Results	<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.

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Abigail_P_Johnson)

Dear Shareholder:

We've seen a welcome uptick in the global equity markets this spring and summer, as signs of stabilization in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

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

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

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

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

Sincerely,

/s/Abigail P. Johnson

Abigail P. Johnson

Annual Report

Performance: The Bottom Line

Average annual total returns reflect the change in the value of an investment, assuming reinvestment of the fund's 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 August 31, 2009	Past 1 year	Past 5 years	Past 10 years
Fidelity® Intermediate Bond Fund	7.13%	3.53%	5.37%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® Intermediate Bond Fund on August 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the Barclays Capital Intermediate U.S. Government/Credit Bond Index performed over the same period.

Annual Report

Management's Discussion of Fund Performance

Market Recap: While the positive returns of taxable bonds were more encouraging than the negative returns posted by major equity indexes for the year ending August 31, 2009, fixed-income securities rode their own wave of volatility. As the credit crisis resulting from a meltdown in the subprime mortgage market deepened in the beginning of the period, bond investors fled from lower-quality debt instruments and flocked to those with backing from the U.S. government. With government interventions around the world beginning to take root in the later months of the period, however, credit conditions improved and signs of stabilization among certain economic indicators emerged, eliciting greater demand for risk. Consequently, bonds further out on the risk spectrum boasted the largest returns. For the year overall, U.S. investment-grade bonds gained 7.94%, as measured by the Barclays Capital U.S. Aggregate Bond Index.

Comments from Ford O'Neil, Co-Portfolio Manager of Fidelity® Intermediate Bond Fund: For the year, the fund gained 7.13% and the Barclays Capital U.S. Intermediate Government/Credit Bond Index returned 6.81%. In reviewing performance, we're looking at the aggregate of our direct investments and those we made in Fidelity's fixed-income central funds. Sector selection was the main factor driving the fund's performance. Specifically, an overweighting in corporate bonds, and a significant underweighting in U.S. Treasury securities worked in the fund's favor. Corporates benefited in the second half from a massive flight to riskier assets, as investors sought out the very high yields these securities offered. Corporates also were helped by somewhat improved profitability. Within the sector, virtually every industry group performed significantly better than the index, with the fund's industrials and utilities holdings among the biggest gainers. Elsewhere, we increased the fund's overweighting in financials during the period, a move that also aided performance. Conversely, an outside-the-benchmark stake in weak-performing Treasury Inflation-Protected Securities (TIPS) worked against us. Lastly, in terms of the fund's structure, we significantly reduced our Fidelity central fund exposure during the period, while still maintaining many of the same securities via direct holdings.

Note to shareholders: Robert Galusza became Lead Portfolio Manager of the fund on July 1, 2009.

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, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (March 1, 2009 to August 31, 2009).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

Annual Report

Shareholder Expense Example - continued

	Annualized Expense Ratio	Beginning Account Value March 1, 2009	Ending Account Value August 31, 2009	Expenses Paid During Period* March 1, 2009 to August 31, 2009
Actual	.45%	$ 1,000.00	$ 1,127.80	$ 2.41
Hypothetical (5% return per year before expenses)		$ 1,000.00	$ 1,022.94	$ 2.29

* Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (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.

Annual Report

Investment Changes (Unaudited)

Quality Diversification (% of fund's net assets)
As of August 31, 2009 *		As of February 28, 2009 **
	U.S. Government and U.S. Government Agency Obligations † 35.5%		U.S. Government and U.S. Government Agency Obligations 37.1%
	AAA 8.9%		AAA 10.5%
	AA 5.4%		AA 5.9%
	A 13.2%		A 15.0%
	BBB 25.9%		BBB 23.5%
	BB and Below 4.3%		BB and Below 4.3%
	Not Rated 0.4%		Not Rated 0.4%
	Short-Term Investments and Net Other Assets 6.4%		Short-Term Investments and Net Other Assets 3.3%

We have used ratings from Moody's® Investors Services, Inc. Where Moody's ratings are not available, we have used S&P® ratings. All ratings are as of the report date and do not reflect subsequent downgrades. Securities rated BB or below were rated investment grade at the time of acquisition.

Weighted Average Maturity as of August 31, 2009
		6 months ago
Years	4.2	4.3

The weighted average maturity is based on the dollar-weighted average length of time until principal payments are expected or until securities reach maturity, taking into account any maturity shortening feature such as a call, refunding or redemption provision.

Duration as of August 31, 2009
		6 months ago
Years	3.6	3.4

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

Asset Allocation (% of fund's net assets)
As of August 31, 2009 *			As of February 28, 2009 **
	Corporate Bonds 46.1%			Corporate Bonds 45.9%
	U.S. Government and U.S. Government Agency Obligations† 35.5%			U.S. Government and U.S. Government Agency Obligations 37.1%
	Asset-Backed Securities 2.8%			Asset-Backed Securities 3.5%
	CMOs and Other Mortgage Related Securities 8.7%			CMOs and Other Mortgage Related Securities 9.8%
	Municipal Bonds 0.2%			Municipal Bonds 0.0%
	Other Investments 0.3%			Other Investments 0.4%
	Short-Term Investments and Net Other Assets 6.4%			Short-Term Investments and Net Other Assets 3.3%
* Foreign investments		10.5%	** Foreign investments		9.4%
* Futures and Swaps		16.0%	** Futures and Swaps		12.8%

^† Includes FDIC Guaranteed Corporate Securities.

A holdings listing for the Fund, which presents direct holdings as well as the pro-rata share of any securities and other investments held indirectly through its investments in underlying non-money market Fidelity Central Funds, is available at fidelity.com.

Annual Report

Investments August 31, 2009

Showing Percentage of Net Assets

Nonconvertible Bonds - 34.8%
	Principal Amount (000s)		Value (000s)
CONSUMER DISCRETIONARY - 2.2%
Auto Components - 0.2%
DaimlerChrysler NA Holding Corp.:
5.75% 9/8/11	$ 6,178		$ 6,478
5.875% 3/15/11	2,294		2,387
			8,865
Household Durables - 0.3%
Fortune Brands, Inc.:
5.125% 1/15/11	4,682		4,766
6.375% 6/15/14	5,000		5,110
			9,876
Media - 1.7%
AOL Time Warner, Inc.:
6.75% 4/15/11	2,078		2,209
6.875% 5/1/12	2,696		2,948
Comcast Cable Communications, Inc. 6.75% 1/30/11	564		600
Comcast Corp.:
4.95% 6/15/16	2,075		2,105
5.5% 3/15/11	421		442
5.85% 1/15/10	67		68
COX Communications, Inc.:
4.625% 1/15/10	2,364		2,390
4.625% 6/1/13	4,934		5,085
6.25% 6/1/18 (e)	1,165		1,240
News America, Inc.:
4.75% 3/15/10	270		271
5.3% 12/15/14	968		1,038
6.9% 3/1/19 (e)	17,910		20,176
Time Warner Cable, Inc.:
5.4% 7/2/12	2,699		2,879
5.85% 5/1/17	4,293		4,508
6.2% 7/1/13	2,566		2,773
6.75% 7/1/18	6,966		7,695
8.75% 2/14/19	2,638		3,247
Time Warner, Inc. 5.875% 11/15/16	4,742		4,955
Viacom, Inc.:
4.375% 9/15/14	4,282		4,289
6.125% 10/5/17	3,071		3,246
			72,164
TOTAL CONSUMER DISCRETIONARY			90,905
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
CONSUMER STAPLES - 2.0%
Beverages - 0.3%
Anheuser-Busch Companies, Inc. 6.45% 9/1/37	$ 81		$ 85
Anheuser-Busch InBev Worldwide, Inc. 7.2% 1/15/14 (e)	7,000		7,862
Diageo Capital PLC 5.2% 1/30/13	1,146		1,224
FBG Finance Ltd. 5.125% 6/15/15 (e)	3,242		3,321
			12,492
Food & Staples Retailing - 0.4%
CVS Caremark Corp.:
0.9675% 6/1/10 (k)	2,536		2,531
6.036% 12/10/28	2,501		2,361
6.302% 6/1/37 (k)	13,427		10,607
			15,499
Food Products - 0.5%
Cargill, Inc. 6% 11/27/17 (e)	781		836
General Mills, Inc.:
5.2% 3/17/15	3,350		3,606
5.65% 2/15/19	1,751		1,892
Kraft Foods, Inc.:
5.625% 11/1/11	4,042		4,359
6% 2/11/13	4,621		5,027
6.125% 2/1/18	3,541		3,875
6.75% 2/19/14	596		676
			20,271
Personal Products - 0.0%
Avon Products, Inc. 4.8% 3/1/13	1,976		2,100
Tobacco - 0.8%
Altria Group, Inc. 9.7% 11/10/18	17,952		21,960
Philip Morris International, Inc. 4.875% 5/16/13	4,241		4,515
Reynolds American, Inc.:
6.75% 6/15/17	3,231		3,292
7.25% 6/15/37	5,172		4,974
			34,741
TOTAL CONSUMER STAPLES			85,103
ENERGY - 3.9%
Energy Equipment & Services - 0.5%
DCP Midstream LLC 9.75% 3/15/19 (e)	2,248		2,673
Halliburton Co. 6.15% 9/15/19	2,601		2,895
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
ENERGY - continued
Energy Equipment & Services - continued
Transocean Ltd. 5.25% 3/15/13	$ 3,827		$ 4,030
Weatherford International Ltd.:
4.95% 10/15/13	1,923		1,985
5.15% 3/15/13	7,910		8,243
9.625% 3/1/19	703		854
			20,680
Oil, Gas & Consumable Fuels - 3.4%
Anadarko Petroleum Corp. 5.95% 9/15/16	2,590		2,693
BW Group Ltd. 6.625% 6/28/17 (e)	3,265		2,759
Canadian Natural Resources Ltd.:
5.15% 2/1/13	4,968		5,197
5.7% 5/15/17	1,280		1,341
ConocoPhillips 4.75% 2/1/14	1,165		1,249
Duke Capital LLC 6.25% 2/15/13	1,104		1,179
Duke Energy Field Services:
5.375% 10/15/15 (e)	1,349		1,314
6.875% 2/1/11	2,555		2,664
7.875% 8/16/10	1,145		1,199
El Paso Natural Gas Co. 5.95% 4/15/17	1,033		1,061
Empresa Nacional de Petroleo 6.75% 11/15/12 (e)	1,871		2,013
Enbridge Energy Partners LP:
5.875% 12/15/16	1,995		1,992
6.5% 4/15/18	2,620		2,752
EnCana Holdings Finance Corp. 5.8% 5/1/14	3,190		3,469
Enterprise Products Operating LP:
4.6% 8/1/12	4,309		4,471
4.625% 10/15/09	2,150		2,154
5.6% 10/15/14	2,159		2,284
5.65% 4/1/13	769		817
Gazstream SA 5.625% 7/22/13 (e)	4,221		4,221
Gulf South Pipeline Co. LP 5.75% 8/15/12 (e)	4,266		4,428
Lukoil International Finance BV 6.656% 6/7/22 (e)	1,349		1,221
Nakilat, Inc. 6.067% 12/31/33 (e)	1,656		1,379
Nexen, Inc.:
5.05% 11/20/13	4,246		4,361
5.2% 3/10/15	1,004		1,015
6.4% 5/15/37	3,383		3,130
NGPL PipeCo LLC 6.514% 12/15/12 (e)	6,826		7,387
Pemex Project Funding Master Trust 1.9294% 6/15/10 (e)(k)	1,375		1,372
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
ENERGY - continued
Oil, Gas & Consumable Fuels - continued
Petro-Canada:
6.05% 5/15/18	$ 1,874		$ 1,942
6.8% 5/15/38	224		237
Petrobras International Finance Co. Ltd. 7.875% 3/15/19	4,000		4,510
Petroleos Mexicanos 8% 5/3/19 (e)	729		820
Plains All American Pipeline LP:
4.25% 9/1/12	6,000		6,126
7.75% 10/15/12	2,604		2,879
Ras Laffan Liquid Natural Gas Co. Ltd. 8.294% 3/15/14 (e)	3,299		3,592
Ras Laffan Liquid Natural Gas Co. Ltd. III:
4.5% 9/30/12 (e)	2,054		2,105
5.832% 9/30/16 (e)	1,483		1,523
Rockies Express Pipeline LLC 6.25% 7/15/13 (e)	3,004		3,237
Source Gas LLC 5.9% 4/1/17 (e)	3,914		3,177
Southeast Supply Header LLC 4.85% 8/15/14 (e)	5,534		5,619
Spectra Energy Capital, LLC 5.65% 3/1/20	4,681		4,744
Suncor Energy, Inc. 6.1% 6/1/18	5,338		5,591
TEPPCO Partners LP:
5.9% 4/15/13	3,577		3,848
6.65% 4/15/18	2,359		2,543
Texas Eastern Transmission LP 6% 9/15/17 (e)	5,603		6,027
TransCanada PipeLines Ltd. 6.35% 5/15/67 (k)	2,618		2,199
Transcontinental Gas Pipe Line Corp. 6.4% 4/15/16	1,717		1,878
Valero Energy Corp. 6.625% 6/15/37	2,498		2,171
XTO Energy, Inc.:
5% 1/31/15	1,932		2,019
5.65% 4/1/16	1,325		1,388
5.9% 8/1/12	4,917		5,319
			142,616
TOTAL ENERGY			163,296
FINANCIALS - 16.9%
Capital Markets - 3.5%
Bear Stearns Companies, Inc.:
0.645% 10/22/10 (k)	2,584		2,581
0.9025% 9/9/09 (k)	1,404		1,404
4.245% 1/7/10	1,344		1,351
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Capital Markets - continued
Bear Stearns Companies, Inc.: - continued
4.5% 10/28/10	$ 2,024		$ 2,102
5.3% 10/30/15	1,292		1,310
5.85% 7/19/10	4,162		4,277
6.95% 8/10/12	1,491		1,666
BlackRock, Inc. 6.25% 9/15/17	9,175		9,651
Goldman Sachs Group, Inc.:
5.45% 11/1/12	4,162		4,437
5.95% 1/18/18	4,405		4,586
6.15% 4/1/18	2,175		2,296
6.6% 1/15/12	1,889		2,045
6.75% 10/1/37	4,350		4,355
6.875% 1/15/11	301		321
Janus Capital Group, Inc.:
6.125% 9/15/11 (c)	2,649		2,623
6.5% 6/15/12	4,607		4,565
Lazard Group LLC:
6.85% 6/15/17	4,241		4,150
7.125% 5/15/15	1,520		1,527
Merrill Lynch & Co., Inc.:
5.45% 2/5/13	12,980		13,198
6.15% 4/25/13	2,772		2,886
6.4% 8/28/17	1,071		1,055
6.875% 4/25/18	3,568		3,643
Morgan Stanley:
0.7875% 1/9/12 (k)	4,770		4,611
0.8375% 1/9/14 (k)	5,523		5,111
4.75% 4/1/14	877		871
5.05% 1/21/11	3,362		3,472
5.25% 11/2/12	270		286
5.45% 1/9/17	1,019		1,010
5.95% 12/28/17	2,371		2,424
6% 5/13/14	3,450		3,658
6.6% 4/1/12	6,316		6,863
6.625% 4/1/18	6,992		7,471
6.75% 4/15/11	923		982
7.3% 5/13/19	3,668		4,085
Royal Bank of Scotland PLC 4.875% 8/25/14 (e)	8,200		8,212
Scotland International Finance No. 2 BV 7.7% 8/15/10 (e)	1,080		1,087
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Capital Markets - continued
State Street Corp. 4.3% 5/30/14	$ 740		$ 776
The Bank of New York, Inc. 4.95% 11/1/12	4,267		4,619
UBS AG Stamford Branch:
5.75% 4/25/18	10,518		10,333
5.875% 12/20/17	3,298		3,268
			145,168
Commercial Banks - 3.3%
American Express Bank FSB:
5.5% 4/16/13	12,085		12,540
6% 9/13/17	685		676
ANZ National International Ltd. 6.2% 7/19/13 (e)	1,213		1,304
Bank One Corp.:
5.25% 1/30/13	1,027		1,085
7.875% 8/1/10	763		807
BB&T Corp. 6.5% 8/1/11	1,372		1,435
Chase Manhattan Corp. 7.875% 6/15/10	1,714		1,801
Credit Suisse First Boston 6% 2/15/18	8,780		9,030
Credit Suisse First Boston New York Branch 5% 5/15/13	6,677		7,089
Credit Suisse New York Branch 5.5% 5/1/14	2,520		2,708
DBS Bank Ltd. (Singapore) 0.66% 5/16/17 (e)(k)	5,561		4,949
Export-Import Bank of Korea:
5.125% 2/14/11	3,224		3,269
5.25% 2/10/14 (e)	624		623
5.5% 10/17/12	2,491		2,575
Fifth Third Bancorp:
4.5% 6/1/18	136		100
8.25% 3/1/38	2,318		2,059
HBOS PLC 6.75% 5/21/18 (e)	3,004		2,505
HSBC Holdings PLC 0.7775% 10/6/16 (k)	515		477
JPMorgan Chase Bank 6% 10/1/17	2,313		2,438
KeyBank NA:
5.8% 7/1/14	1,236		1,191
7% 2/1/11	1,241		1,263
Korea Development Bank 4.625% 9/16/10	2,024		2,041
Manufacturers & Traders Trust Co. 2.0969% 4/1/13 (e)(k)	515		419
National City Bank, Cleveland 4.5% 3/15/10	3,250		3,296
PNC Funding Corp.:
0.6275% 1/31/12 (k)	6,606		6,283
7.5% 11/1/09	2,237		2,256
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Commercial Banks - continued
Rabobank Nederland NV 2.65% 8/17/12 (e)	$ 25,880		$ 26,081
Regions Bank 7.5% 5/15/18	268		242
Santander Issuances SA Unipersonal:
0.9688% 6/20/16 (e)(k)	1,466		1,349
5.805% 6/20/16 (e)(k)	4,643		3,813
Standard Chartered Bank 6.4% 9/26/17 (e)	10,159		9,878
UniCredit Luxembourg Finance SA 5.584% 1/13/17 (e)(k)	3,239		2,841
Union Planters Corp. 7.75% 3/1/11	662		642
UnionBanCal Corp. 5.25% 12/16/13	731		679
Wachovia Bank NA 4.875% 2/1/15	1,555		1,563
Wachovia Corp.:
0.6331% 4/23/12 (k)	599		578
0.6394% 10/15/11 (k)	4,435		4,323
5.625% 10/15/16	3,754		3,744
5.75% 6/15/17	3,239		3,416
Wells Fargo & Co. 4.2% 1/15/10	2,909		2,938
Wells Fargo Bank NA, San Francisco 6.45% 2/1/11	641		671
			136,977
Consumer Finance - 2.5%
American General Finance Corp. 6.9% 12/15/17	3,465		2,140
Capital One Bank USA NA 8.8% 7/15/19	2,935		3,145
Capital One Financial Corp.:
0.93% 9/10/09 (k)	3,619		3,618
5.7% 9/15/11	2,283		2,356
7.375% 5/23/14	3,290		3,589
Discover Financial Services:
1.1688% 6/11/10 (k)	4,441		4,328
6.45% 6/12/17	2,523		2,200
General Electric Capital Corp.:
3.5% 8/13/12	6,000		6,016
5.625% 9/15/17	5,365		5,377
5.9% 5/13/14	31,690		33,867
6.375% 11/15/67 (k)	5,670		4,579
Household Finance Corp.:
6.375% 10/15/11	2,054		2,158
7% 5/15/12	517		557
HSBC Finance Corp.:
5.25% 1/14/11	1,445		1,481
5.25% 1/15/14	1,164		1,187
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Consumer Finance - continued
MBNA America Bank NA 7.125% 11/15/12 (e)	$ 766		$ 795
MBNA Corp. 7.5% 3/15/12	1,776		1,874
Nelnet, Inc. 7.4% 9/29/36 (k)	2,969		1,994
Nissan Motor Acceptance Corp. 4.625% 3/8/10 (e)	4,688		4,648
ORIX Corp. 5.48% 11/22/11	425		419
SLM Corp.:
0.6638% 7/26/10 (k)	8,687		7,948
0.7338% 10/25/11 (k)	5,737		4,544
0.8294% 3/15/11 (k)	123		106
4.5% 7/26/10	6,790		6,496
Systems 2001 Asset Trust LLC 7.156% 12/15/11 (e)	408		403
			105,825
Diversified Financial Services - 2.6%
Bank of America Corp. 7.4% 1/15/11	9,565		10,094
BP Capital Markets PLC 1.55% 8/11/11	4,122		4,129
Citigroup, Inc.:
0.5194% 5/18/11 (k)	3,104		2,970
5.3% 10/17/12	11,048		11,161
6.125% 5/15/18	7,085		6,662
6.5% 1/18/11	1,444		1,492
6.5% 8/19/13	19,685		20,213
CME Group, Inc. 5.75% 2/15/14	559		611
ILFC E-Capital Trust I 5.9% 12/21/65 (e)(k)	3,309		1,390
International Lease Finance Corp.:
5.4% 2/15/12	3,163		2,611
5.65% 6/1/14	7,091		5,322
6.375% 3/25/13	1,660		1,303
6.625% 11/15/13	3,004		2,326
JPMorgan Chase & Co.:
4.891% 9/1/15 (k)	3,013		2,720
5.6% 6/1/11	2,362		2,493
5.75% 1/2/13	2,448		2,612
6.75% 2/1/11	415		442
Prime Property Funding, Inc.:
5.125% 6/1/15 (e)	1,204		853
5.5% 1/15/14 (e)	767		586
5.7% 4/15/17 (e)	1,873		1,185
TECO Finance, Inc. 7% 5/1/12	4,853		5,125
TransCapitalInvest Ltd. 5.67% 3/5/14 (e)	3,576		3,442
USAA Capital Corp. 3.5% 7/17/14 (e)	5,832		5,806
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Diversified Financial Services - continued
ZFS Finance USA Trust I 6.15% 12/15/65 (e)(k)	$ 2,565		$ 2,232
ZFS Finance USA Trust II 6.45% 12/15/65 (e)(k)	5,531		4,812
ZFS Finance USA Trust IV 5.875% 5/9/62 (e)(k)	2,762		2,214
ZFS Finance USA Trust V 6.5% 5/9/67 (e)(k)	2,778		2,167
			106,973
Insurance - 1.8%
Allstate Corp.:
6.2% 5/16/14	3,088		3,363
7.45% 5/16/19	3,058		3,533
Assurant, Inc.:
5.625% 2/15/14	2,111		2,159
6.75% 2/15/34	2,172		1,737
Axis Capital Holdings Ltd. 5.75% 12/1/14	617		624
Great-West Life & Annuity Insurance Co. 7.153% 5/16/46 (e)(k)	1,646		1,300
Jackson National Life Global Funding 5.375% 5/8/13 (e)	831		828
Liberty Mutual Group, Inc. 6.5% 3/15/35 (e)	656		480
Merna Reinsurance Ltd. Series 2007-1 Class B, 2.3475% 6/30/12 (e)(k)	6,731		6,477
MetLife, Inc.:
5% 6/15/15	1,285		1,334
6.125% 12/1/11	1,093		1,168
6.75% 6/1/16	3,320		3,632
7.717% 2/15/19	5,308		6,209
Metropolitan Life Global Funding I:
4.625% 8/19/10 (e)	3,643		3,665
5.125% 4/10/13 (e)	617		635
5.125% 6/10/14 (e)	2,943		3,067
Monumental Global Funding II 5.65% 7/14/11 (e)	1,824		1,864
Monumental Global Funding III 5.5% 4/22/13 (e)	2,432		2,461
Pacific Life Global Funding 5.15% 4/15/13 (e)	7,081		7,147
Pennsylvania Mutual Life Insurance Co. 6.65% 6/15/34 (e)	7,056		5,917
Prudential Financial, Inc.:
5.15% 1/15/13	2,393		2,411
5.4% 6/13/35	499		412
5.5% 3/15/16	469		463
5.7% 12/14/36	424		372
6.2% 1/15/15	520		545
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Insurance - continued
Prudential Financial, Inc.: - continued
7.375% 6/15/19	$ 1,430		$ 1,554
8.875% 6/15/68 (k)	3,282		3,036
QBE Insurance Group Ltd. 5.647% 7/1/23 (e)(k)	3,691		2,987
Symetra Financial Corp. 6.125% 4/1/16 (e)	5,722		4,628
The Chubb Corp. 5.75% 5/15/18	1,739		1,887
The St. Paul Travelers Companies, Inc. 8.125% 4/15/10	1,380		1,432
			77,327
Real Estate Investment Trusts - 2.1%
AMB Property LP 5.9% 8/15/13	2,849		2,654
Arden Realty LP 5.2% 9/1/11	1,820		1,884
AvalonBay Communities, Inc.:
4.95% 3/15/13	405		406
5.5% 1/15/12	2,643		2,743
Brandywine Operating Partnership LP:
4.5% 11/1/09	3,409		3,406
5.625% 12/15/10	4,504		4,488
5.7% 5/1/17	2,271		1,902
5.75% 4/1/12	2,342		2,284
BRE Properties, Inc. 5.75% 9/1/09	675		675
Camden Property Trust:
4.375% 1/15/10	1,633		1,644
5.375% 12/15/13	724		713
5.875% 11/30/12	3,267		3,358
CPG Partners LP 6% 1/15/13	1,123		1,126
Developers Diversified Realty Corp.:
4.625% 8/1/10	3,327		3,215
5% 5/3/10	2,475		2,405
5.25% 4/15/11	2,686		2,538
5.375% 10/15/12	1,419		1,289
Duke Realty LP:
4.625% 5/15/13	692		649
5.25% 1/15/10	501		502
5.4% 8/15/14	2,642		2,484
5.625% 8/15/11	3,266		3,299
5.875% 8/15/12	513		514
5.95% 2/15/17	468		421
6.25% 5/15/13	6,709		6,742
6.5% 1/15/18	2,914		2,681
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Real Estate Investment Trusts - continued
Equity One, Inc.:
6% 9/15/17	$ 942		$ 825
6.25% 1/15/17	545		493
Equity Residential 5.125% 3/15/16	3,150		2,991
Federal Realty Investment Trust:
5.4% 12/1/13	456		449
6% 7/15/12	3,239		3,341
6.2% 1/15/17	685		641
HRPT Properties Trust:
5.75% 11/1/15	982		854
6.25% 6/15/17	1,361		1,195
6.65% 1/15/18	682		596
Liberty Property LP:
5.125% 3/2/15	937		866
5.5% 12/15/16	1,642		1,445
6.625% 10/1/17	2,536		2,339
Mack-Cali Realty LP:
5.05% 4/15/10	895		898
7.75% 2/15/11	1,077		1,132
Reckson Operating Partnership LP 5.15% 1/15/11	261		249
Simon Property Group LP:
4.6% 6/15/10	1,210		1,234
4.875% 8/15/10	745		763
5% 3/1/12	401		411
5.375% 6/1/11	685		704
5.6% 9/1/11	3,001		3,111
5.75% 5/1/12	1,399		1,467
7.75% 1/20/11	1,017		1,072
Tanger Properties LP 6.15% 11/15/15	27		25
UDR, Inc. 5.5% 4/1/14	4,722		4,555
Washington (REIT) 5.95% 6/15/11	4,016		3,966
			89,644
Real Estate Management & Development - 0.4%
ERP Operating LP:
5.375% 8/1/16	1,323		1,268
5.5% 10/1/12	2,097		2,188
5.75% 6/15/17	4,704		4,558
Post Apartment Homes LP:
5.45% 6/1/12	1,496		1,431
6.3% 6/1/13	2,647		2,589
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Real Estate Management & Development - continued
Regency Centers LP:
4.95% 4/15/14	$ 675		$ 604
5.25% 8/1/15	2,356		2,117
5.875% 6/15/17	1,166		1,052
			15,807
Thrifts & Mortgage Finance - 0.7%
Bank of America Corp.:
4.9% 5/1/13	3,842		3,879
5.65% 5/1/18	6,426		6,214
7.375% 5/15/14	5,919		6,490
Countrywide Financial Corp. 5.8% 6/7/12	3,221		3,342
Countrywide Home Loans, Inc. 4% 3/22/11	4,778		4,824
Independence Community Bank Corp.:
2.4169% 4/1/14 (k)	4,658		4,115
4.9% 9/23/10	1,873		1,934
			30,798
TOTAL FINANCIALS			708,519
HEALTH CARE - 0.8%
Biotechnology - 0.1%
Amgen, Inc. 5.85% 6/1/17	3,264		3,605
Health Care Providers & Services - 0.3%
Coventry Health Care, Inc.:
5.95% 3/15/17	1,930		1,721
6.3% 8/15/14	3,995		3,641
Express Scripts, Inc.:
5.25% 6/15/12	3,081		3,268
6.25% 6/15/14	1,824		1,993
7.25% 6/15/19	1,181		1,370
			11,993
Pharmaceuticals - 0.4%
AstraZeneca PLC 6.45% 9/15/37	2,331		2,741
Merck & Co., Inc. 5% 6/30/19	2,152		2,275
Novartis Capital Corp. 4.125% 2/10/14	3,236		3,394
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
HEALTH CARE - continued
Pharmaceuticals - continued
Roche Holdings, Inc. 5% 3/1/14 (e)	$ 6,563		$ 7,100
Teva Pharmaceutical Finance LLC 5.55% 2/1/16	1,058		1,130
			16,640
TOTAL HEALTH CARE			32,238
INDUSTRIALS - 1.3%
Aerospace & Defense - 0.3%
BAE Systems Holdings, Inc.:
4.75% 8/15/10 (e)	2,916		2,965
6.4% 12/15/11 (e)	903		968
Bombardier, Inc. 6.3% 5/1/14 (e)	8,073		7,468
			11,401
Airlines - 0.8%
American Airlines, Inc. pass-thru trust certificates:
6.978% 10/1/12	437		419
7.024% 4/15/11	3,125		3,109
7.324% 4/15/11	1,260		1,260
7.858% 4/1/13	5,999		5,729
Continental Airlines, Inc.:
6.648% 3/15/19	3,403		2,926
6.795% 2/2/20	108		83
6.82% 5/1/18	244		203
6.9% 7/2/19	945		823
7.056% 3/15/11	1,942		1,932
Delta Air Lines, Inc. pass-thru trust certificates:
6.821% 8/10/22	402		360
7.57% 11/18/10	11,950		11,651
U.S. Airways pass-thru trust certificates:
6.85% 7/30/19	2,409		1,855
8.36% 7/20/20	1,618		1,343
United Air Lines, Inc. pass-thru trust certificates:
6.071% 9/1/14	54		54
6.201% 3/1/10	34		34
6.602% 9/1/13	98		96
7.032% 4/1/12	737		729
7.186% 10/1/12	1,831		1,808
			34,414
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
INDUSTRIALS - continued
Building Products - 0.0%
Masco Corp. 0.9388% 3/12/10 (k)	$ 2,406		$ 2,363
Industrial Conglomerates - 0.2%
Covidien International Finance SA:
5.15% 10/15/10	2,792		2,907
5.45% 10/15/12	683		744
6% 10/15/17	3,234		3,560
			7,211
Machinery - 0.0%
Atlas Copco AB 5.6% 5/22/17 (e)	675		688
TOTAL INDUSTRIALS			56,077
INFORMATION TECHNOLOGY - 0.5%
Communications Equipment - 0.1%
Cisco Systems, Inc. 4.95% 2/15/19	846		883
Nokia Corp. 5.375% 5/15/19	3,248		3,404
			4,287
Electronic Equipment & Components - 0.3%
Tyco Electronics Group SA:
5.95% 1/15/14	3,258		3,309
6% 10/1/12	4,281		4,429
6.55% 10/1/17	2,606		2,590
			10,328
Office Electronics - 0.0%
Xerox Corp. 5.5% 5/15/12	1,768		1,843
Semiconductors & Semiconductor Equipment - 0.1%
Chartered Semiconductor Manufacturing Ltd. 5.75% 8/3/10	2,206		2,185
National Semiconductor Corp. 0.8794% 6/15/10 (k)	1,397		1,346
			3,531
TOTAL INFORMATION TECHNOLOGY			19,989
MATERIALS - 1.6%
Chemicals - 0.5%
Dow Chemical Co.:
4.85% 8/15/12	8,061		8,256
7.6% 5/15/14	6,754		7,293
8.55% 5/15/19	4,693		5,112
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
MATERIALS - continued
Chemicals - continued
E.I. du Pont de Nemours & Co. 5% 1/15/13	$ 281		$ 304
Lubrizol Corp. 8.875% 2/1/19	1,024		1,262
			22,227
Construction Materials - 0.1%
CRH America, Inc. 6% 9/30/16	2,024		1,987
Containers & Packaging - 0.1%
Pactiv Corp.:
5.875% 7/15/12	1,892		2,016
6.4% 1/15/18	1,931		1,909
			3,925
Metals & Mining - 0.9%
Anglo American Capital PLC:
9.375% 4/8/14 (e)	2,770		3,158
9.375% 4/8/19 (e)	3,822		4,472
BHP Billiton Financial USA Ltd.:
5.125% 3/29/12	2,182		2,293
5.5% 4/1/14	4,342		4,728
6.5% 4/1/19	4,342		4,950
Corporacion Nacional del Cobre (Codelco) 6.375% 11/30/12 (e)	2,211		2,415
Rio Tinto Finance (USA) Ltd.:
5.875% 7/15/13	3,604		3,829
6.5% 7/15/18	6,026		6,487
8.95% 5/1/14	3,262		3,802
Vale Overseas Ltd. 6.25% 1/23/17	2,564		2,717
			38,851
TOTAL MATERIALS			66,990
TELECOMMUNICATION SERVICES - 1.8%
Diversified Telecommunication Services - 1.4%
AT&T Broadband Corp. 8.375% 3/15/13	2,855		3,299
AT&T, Inc. 6.7% 11/15/13	1,296		1,468
British Telecommunications PLC 9.125% 12/15/10 (c)	3,001		3,233
Deutsche Telekom International Financial BV:
5.25% 7/22/13	2,703		2,879
6.75% 8/20/18	4,008		4,525
SBC Communications, Inc.:
5.1% 9/15/14	2,395		2,589
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
TELECOMMUNICATION SERVICES - continued
Diversified Telecommunication Services - continued
SBC Communications, Inc.: - continued
5.875% 2/1/12	$ 3,018		$ 3,254
5.875% 8/15/12	1,080		1,181
Sprint Capital Corp. 7.625% 1/30/11	1,855		1,857
Telecom Italia Capital SA:
4% 1/15/10	5,400		5,440
4.95% 9/30/14	3,542		3,656
5.25% 10/1/15	2,889		2,997
Telefonica Emisiones SAU:
0.8094% 2/4/13 (k)	2,654		2,595
6.421% 6/20/16	1,283		1,438
Telefonos de Mexico SA de CV 4.75% 1/27/10	6,849		6,917
Verizon Global Funding Corp. 7.25% 12/1/10	3,027		3,224
Verizon New England, Inc. 6.5% 9/15/11	984		1,060
Verizon New York, Inc. 6.875% 4/1/12	6,027		6,567
			58,179
Wireless Telecommunication Services - 0.4%
America Movil SAB de CV 5.625% 11/15/17	1,997		2,003
Sprint Nextel Corp. 6% 12/1/16	1,159		974
Verizon Wireless Capital LLC:
5.55% 2/1/14 (e)	2,621		2,834
8.5% 11/15/18 (e)	1,019		1,284
Vodafone Group PLC:
5% 12/16/13	2,536		2,692
5.5% 6/15/11	3,049		3,236
7.75% 2/15/10	2,041		2,103
			15,126
TOTAL TELECOMMUNICATION SERVICES			73,305
UTILITIES - 3.8%
Electric Utilities - 2.2%
AmerenUE 6.4% 6/15/17	3,299		3,616
Cleveland Electric Illuminating Co.:
5.65% 12/15/13	4,542		4,790
8.875% 11/15/18	1,026		1,290
Commonwealth Edison Co.:
5.4% 12/15/11	4,828		5,156
5.8% 3/15/18	5,226		5,626
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
UTILITIES - continued
Electric Utilities - continued
EDP Finance BV:
5.375% 11/2/12 (e)	$ 2,201		$ 2,352
6% 2/2/18 (e)	8,464		9,129
Enel Finance International SA 5.7% 1/15/13 (e)	921		984
Exelon Corp.:
4.9% 6/15/15	3,534		3,589
6.75% 5/1/11	734		785
FirstEnergy Corp. 6.45% 11/15/11	2,179		2,381
FirstEnergy Solutions Corp.:
4.8% 2/15/15 (e)	1,018		1,040
6.05% 8/15/21 (e)	2,370		2,396
Illinois Power Co. 6.125% 11/15/17	455		478
Nevada Power Co.:
6.5% 5/15/18	12,764		13,911
6.5% 8/1/18	1,734		1,893
Oncor Electric Delivery Co. 6.375% 5/1/12	3,016		3,284
Oncor Electric Delivery Co. LLC 5.95% 9/1/13	3,994		4,319
Pennsylvania Electric Co. 6.05% 9/1/17	844		899
Pepco Holdings, Inc.:
4% 5/15/10	2,463		2,489
6.45% 8/15/12	4,119		4,382
PPL Capital Funding, Inc. 6.7% 3/30/67 (k)	6,582		5,134
Progress Energy, Inc. 7.1% 3/1/11	3,738		3,976
Sierra Pacific Power Co. 5.45% 9/1/13	1,722		1,804
West Penn Power Co. 5.95% 12/15/17 (e)	346		359
Wisconsin Electric Power Co. 6.25% 12/1/15	3,326		3,777
			89,839
Gas Utilities - 0.1%
Southern Natural Gas Co. 5.9% 4/1/17 (e)	488		500
Texas Eastern Transmission Corp. 7.3% 12/1/10	3,423		3,526
			4,026
Independent Power Producers & Energy Traders - 0.6%
Constellation Energy Group, Inc. 7% 4/1/12	7,116		7,638
Duke Capital LLC 5.668% 8/15/14	2,270		2,368
Exelon Generation Co. LLC 5.35% 1/15/14	1,687		1,764
PPL Energy Supply LLC:
6.3% 7/15/13	8,190		8,740
6.5% 5/1/18	3,456		3,642
			24,152
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
UTILITIES - continued
Multi-Utilities - 0.9%
Dominion Resources, Inc.:
4.75% 12/15/10	$ 4,341		$ 4,476
5.2% 8/15/19	4,183		4,314
6.3% 9/30/66 (k)	4,407		3,217
7.5% 6/30/66 (k)	5,621		4,609
DTE Energy Co. 7.05% 6/1/11	1,086		1,154
KeySpan Corp. 7.625% 11/15/10	546		577
MidAmerican Energy Holdings, Co. 5.875% 10/1/12	3,225		3,498
National Grid PLC 6.3% 8/1/16	1,631		1,763
NiSource Finance Corp.:
5.25% 9/15/17	2,656		2,468
5.4% 7/15/14	1,487		1,488
5.45% 9/15/20	313		284
6.4% 3/15/18	1,465		1,472
7.875% 11/15/10	1,128		1,186
10.75% 3/15/16	2,063		2,416
Wisconsin Energy Corp. 6.25% 5/15/67 (k)	6,815		5,384
WPS Resources Corp. 6.11% 12/1/66 (k)	975		712
			39,018
TOTAL UTILITIES			157,035
TOTAL NONCONVERTIBLE BONDS (Cost $1,339,768)		1,453,457
U.S. Government and Government Agency Obligations - 22.9%
U.S. Government Agency Obligations - 9.9%
Fannie Mae:
1.75% 8/10/12	5,624		5,627
2.5% 5/15/14	113,546		112,919
2.75% 3/13/14	5,036		5,093
5% 2/16/12	39,143		42,446
Federal Home Loan Bank:
1.75% 8/22/12	39,410		39,315
3.625% 5/29/13	3,837		4,032
Freddie Mac:
2.125% 3/23/12	53,958		54,746
2.5% 4/23/14	5,680		5,663
5% 1/30/14 (h)	14,616		15,990
U.S. Government and Government Agency Obligations - continued
	Principal Amount (000s)		Value (000s)
U.S. Government Agency Obligations - continued
Freddie Mac: - continued
5.25% 7/18/11 (d)	$ 105,411		$ 113,746
5.75% 1/15/12	10,423		11,501
U.S. Department of Housing and Urban Development Government guaranteed participation certificates Series 1996-A, 7.66% 8/1/15	932		947
TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS			412,025
U.S. Treasury Inflation Protected Obligations - 6.7%
U.S. Treasury Inflation-Indexed Notes:
1.375% 7/15/18	61,998		60,041
2% 1/15/14 (h)	86,607		88,231
2% 7/15/14	108,105		110,301
2.625% 7/15/17	20,638		21,960
TOTAL U.S. TREASURY INFLATION PROTECTED OBLIGATIONS			280,533
U.S. Treasury Obligations - 5.9%
U.S. Treasury Notes:
1.75% 8/15/12	30,942		31,186
1.75% 3/31/14	4,020		3,936
1.875% 6/15/12	27,440		27,798
2.625% 7/31/14	25,000		25,297
3.375% 6/30/13	28,369		29,960
3.75% 11/15/18	60,847		62,482
4% 8/15/18	63,000		65,973
TOTAL U.S. TREASURY OBLIGATIONS			246,632
Other Government Related - 0.4%
Bank of America Corp. 2.1% 4/30/12 (FDIC Guaranteed) (f)	3,370		3,406
Citigroup Funding, Inc.:
2.125% 7/12/12 (FDIC Guaranteed) (f)	2,250		2,269
2.25% 12/10/12 (FDIC Guaranteed) (f)	10,850		10,958
TOTAL OTHER GOVERNMENT RELATED			16,633
TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS (Cost $939,868)		955,823
U.S. Government Agency - Mortgage Securities - 10.8%
	Principal Amount (000s)		Value (000s)
Fannie Mae - 5.6%
2.788% 7/1/34 (k)	$ 630		$ 645
2.805% 7/1/35 (k)	1,292		1,326
2.87% 6/1/34 (k)	1,552		1,585
3.206% 4/1/36 (k)	8,108		8,280
3.281% 10/1/33 (k)	112		114
3.283% 3/1/35 (k)	196		200
3.321% 9/1/34 (k)	2,939		3,022
3.44% 8/1/33 (k)	3,135		3,234
3.572% 2/1/33 (k)	319		325
3.6% 10/1/33 (k)	322		327
3.631% 7/1/33 (k)	3,755		3,887
3.668% 7/1/35 (k)	128		131
3.697% 7/1/35 (k)	1,170		1,208
3.828% 7/1/35 (k)	972		997
4% 7/1/18	5,496		5,689
4.046% 3/1/35 (k)	63		64
4.131% 7/1/34 (k)	7,219		7,420
4.209% 11/1/36 (k)	2,052		2,125
4.25% 7/1/34 (k)	153		157
4.275% 6/1/36 (k)	407		423
4.285% 12/1/33 (k)	11,454		11,815
4.29% 3/1/33 (k)	148		153
4.299% 3/1/33 (k)	150		154
4.344% 3/1/34 (k)	312		322
4.425% 3/1/35 (k)	535		551
4.456% 10/1/35 (k)	752		771
4.461% 5/1/35 (k)	690		709
4.477% 3/1/35 (k)	1,173		1,207
4.5% 9/17/24 (g)	2,000		2,055
4.534% 10/1/33 (k)	371		379
4.62% 9/1/35 (k)	6,370		6,577
4.643% 7/1/35 (k)	577		598
4.666% 11/1/36 (k)	2,132		2,215
4.691% 9/1/36 (k)	2,455		2,563
4.744% 2/1/34 (k)	92		96
4.807% 1/1/35 (k)	4,270		4,371
4.925% 7/1/35 (k)	9,000		9,267
4.996% 4/1/35 (k)	5,997		6,181
5% 12/1/17 to 8/1/18	21,991		23,266
5.185% 3/1/35 (k)	191		196
5.197% 5/1/35 (k)	4,323		4,462
U.S. Government Agency - Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Fannie Mae - continued
5.301% 12/1/34 (k)	$ 441		$ 450
5.5% 4/1/14 to 6/1/36	38,198		40,728
5.5% 9/17/24 (g)	3,000		3,156
5.564% 7/1/37 (k)	999		1,046
5.66% 9/1/35 (k)	1,668		1,765
5.82% 7/1/46 (k)	12,964		13,633
5.821% 3/1/36 (k)	4,283		4,519
6% 2/1/37 to 10/1/38	15,177		16,034
6% 9/14/39 (g)	6,000		6,311
6.004% 4/1/36 (k)	843		888
6.319% 4/1/36 (k)	822		872
6.5% 4/1/13 to 3/1/35	21,799		23,503
7% 7/1/25 to 2/1/32	44		48
7.5% 8/1/13 to 8/1/29	553		606
12.5% 4/1/15 to 8/1/15	10		12
TOTAL FANNIE MAE			232,638
Freddie Mac - 1.4%
3.156% 2/1/34 (k)	352		360
3.478% 3/1/35 (k)	1,002		1,029
3.862% 1/1/35 (k)	214		220
4.035% 6/1/35 (k)	523		543
4.5% 5/1/35 (k)	3,489		3,594
4.755% 3/1/36 (k)	838		857
5% 3/1/19	20,466		21,632
5% 9/14/39 (g)	11,000		11,287
5.145% 4/1/35 (k)	2,457		2,537
5.31% 3/1/33 (k)	59		61
5.379% 1/1/34 (k)	2,322		2,402
5.382% 11/1/35 (k)	1,168		1,232
5.522% 1/1/36 (k)	2,798		2,934
5.669% 10/1/35 (k)	679		718
5.919% 6/1/36 (k)	1,829		1,916
6.103% 6/1/36 (k)	901		944
6.602% 1/1/37 (k)	5,597		5,921
7% 8/1/10 to 7/1/13	114		118
7.5% 2/1/10 to 1/1/33	363		391
TOTAL FREDDIE MAC			58,696
U.S. Government Agency - Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Government National Mortgage Association - 3.8%
5.5% 9/1/39 (g)	$ 44,000		$ 45,931
5.5% 9/21/39 (g)	50,000		52,195
5.5% 9/21/39 (g)	36,000		37,580
5.5% 9/21/39 (g)	15,000		15,658
7% 1/15/28 to 11/15/32	5,879		6,407
7.5% 3/15/28	5		5
8% 7/15/17 to 5/15/22	1,492		1,623
TOTAL GOVERNMENT NATIONAL MORTGAGE ASSOCIATION			159,399
TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES (Cost $440,287)		450,733
Asset-Backed Securities - 2.8%
Accredited Mortgage Loan Trust Series 2005-1 Class M1, 0.7356% 4/25/35 (k)	821		436
ACE Securities Corp. Series 2006-NC2:
Class M7, 1.0156% 7/25/36 (k)	375		1
Class M8, 1.1156% 7/25/36 (k)	17		0*
ACE Securities Corp. Home Equity Loan Trust:
Series 2004-HE1:
Class M1, 0.7656% 2/25/34 (k)	166		151
Class M2, 1.3656% 2/25/34 (k)	356		141
Series 2005-HE2 Class M2, 0.7156% 4/25/35 (k)	119		103
Series 2005-SD1 Class A1, 0.6656% 11/25/50 (k)	12		11
Series 2006-HE2:
Class M3, 0.6056% 5/25/36 (k)	163		3
Class M4, 0.6656% 5/25/36 (k)	49		1
Series 2006-OP1:
Class M4, 0.6356% 4/25/36 (k)	77		2
Class M5, 0.6556% 4/25/36 (k)	73		1
Advanta Business Card Master Trust:
Series 2006-A6 Class A6, 0.3025% 9/20/13 (k)	1,342		1,289
Series 2006-A7 Class A7, 0.2925% 10/20/12 (k)	1,413		1,357
Series 2006-C1 Class C1, 0.7525% 10/20/14 (k)	343		10
Series 2007-A4 Class A4, 0.3025% 4/22/13 (k)	3,063		2,940
Series 2007-D1 Class D, 1.6725% 1/22/13 (e)(k)	4,593		92
ALG Student Loan Trust I Series 2006-1 Class A1, 1.0825% 10/28/18 (e)(k)	293		293
AmeriCredit Automobile Receivables Trust:
Series 2005-DA Class A4, 5.02% 11/6/12	161		163
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
AmeriCredit Automobile Receivables Trust: - continued
Series 2006-1 Class B1, 5.2% 3/6/11	$ 64		$ 64
AmeriCredit Prime Automobile Receivables Trust:
Series 2007-1 Class D, 5.62% 9/30/14	714		393
Series 2007-2M Class A3, 5.22% 4/8/10	273		277
Ameriquest Mortgage Securities, Inc. pass-thru certificates:
Series 2003-10 Class M1, 0.9656% 12/25/33 (k)	54		39
Series 2004-R11 Class M1, 0.9256% 11/25/34 (k)	258		119
Series 2004-R2 Class M3, 0.8156% 4/25/34 (k)	70		29
Series 2005-R2 Class M1, 0.7156% 4/25/35 (k)	930		659
Argent Securities, Inc. pass-thru certificates:
Series 2003-W7 Class A2, 0.6556% 3/1/34 (k)	22		6
Series 2004-W11 Class M2, 0.9656% 11/25/34 (k)	253		105
Series 2004-W7:
Class M1, 0.8156% 5/25/34 (k)	968		467
Class M2, 0.8656% 5/25/34 (k)	803		565
Series 2006-W4 Class A2C, 0.4256% 5/25/36 (k)	699		213
Asset Backed Funding Corp. Series 2006-OPT2 Class M7, 1.0456% 10/25/36 (k)	632		10
Asset Backed Securities Corp. Home Equity Loan Trust:
Series 2004-HE2 Class M1, 0.8156% 4/25/34 (k)	1,202		636
Series 2004-HE6 Class A2, 0.6256% 6/25/34 (k)	188		96
Series 2006-HE2 Class M1, 0.6356% 3/25/36 (k)	193		6
Axon Financial Funding Ltd. Series 2007-1A Class A1, 5.96% 4/4/17 (b)(e)(k)	4,149		0*
Bank America Auto Trust Series 2009-1A Class A3, 2.67% 7/15/13 (e)	4,200		4,246
Bank of America Credit Card Master Trust Series 2006-HE7 Class B4, 0.3528% 3/15/12 (k)	1,547		1,543
Bear Stearns Asset Backed Securities I Trust:
Series 2005-3 Class A1, 0.7156% 9/25/35 (k)	42		31
Series 2005-HE2 Class M2, 1.0156% 2/25/35 (k)	1,896		791
BMW Floorplan Master Owner Trust Series 2006-1A Class B, 0.3628% 9/17/11 (e)(k)	275		275
Brazos Higher Education Authority, Inc. Student Loan Rev. Series 2006 A2R, 5.03% 12/1/41	1,292		1,137
Brazos Higher Education Authority, Inc. Series 2006-2 Class A9, 0.6175% 12/26/24 (k)	1,034		966
C-BASS Trust Series 2006-CB7 Class A2, 0.3256% 10/25/36 (k)	311		282
Capital Auto Receivables Asset Trust:
Series 2006-1 Class B, 5.26% 10/15/10	472		474
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Capital Auto Receivables Asset Trust: - continued
Series 2006-2:
Class B, 5.07% 12/15/11	$ 1,638		$ 1,660
Class C, 5.31% 6/15/12	1,205		1,175
Series 2007-1 Class C, 5.38% 11/15/12	429		345
Series 2007-SN1:
Class B, 5.52% 3/15/11	139		127
Class C, 5.73% 3/15/11	79		74
Class D, 6.05% 1/17/12	210		194
Capital Auto Receivables Trust Series 2007-2 Class A4A, 5.39% 2/18/14	2,760		2,889
Capital One Auto Finance Trust:
Series 2005-BSS Class D, 4.8% 9/15/12	888		889
Series 2006-C:
Class A3A, 5.07% 7/15/11	22		22
Class A3B, 0.2828% 7/15/11 (k)	34		34
Series 2007-B Class A3A, 5.03% 4/15/12	552		557
Capital One Multi-Asset Execution Trust Series 2007-C3 Class C3, 0.5628% 4/15/13 (e)(k)	1,310		1,260
Capital Trust Ltd. Series 2004-1:
Class A2, 0.7225% 7/20/39 (e)(k)	327		65
Class B, 1.0225% 7/20/39 (e)(k)	189		23
Class C, 1.3725% 7/20/39 (e)(k)	243		19
CarMax Auto Owner Trust Series 2007-2 Class C, 5.61% 11/15/13	589		530
Carrington Mortgage Loan Trust:
Series 2006-FRE1 Class M1, 0.5656% 7/25/36 (k)	514		18
Series 2006-NC2 Class M7, 1.1156% 6/25/36 (k)	304		6
Series 2006-NC3 Class M10, 2.2656% 8/25/36 (e)(k)	680		11
Series 2006-NC4 Class M1, 0.5656% 10/25/36 (k)	165		6
Series 2006-RFC1 Class M9, 2.1356% 5/25/36 (k)	133		3
Series 2007-RFC1 Class A3, 0.4056% 12/25/36 (k)	812		214
Cendant Timeshare Receivables Funding LLC:
Series 2005 1A Class 2A2, 0.4525% 5/20/17 (e)(k)	158		127
Series 2005-1A Class A1, 4.67% 5/20/17 (e)	515		403
Chase Issuance Trust Series 2004-3 Class C, 0.7428% 6/15/12 (k)	239		238
CIT Equipment Collateral Trust Series 2006-VT2 Class D, 5.46% 4/20/14	153		137
Citigroup Mortgage Loan Trust Series 2007-AMC4 Class M1, 0.5356% 5/25/37 (k)	345		11
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Countrywide Asset-Backed Certificates Trust:
Series 2006-13 Class 1AF1, 0.3856% 1/25/37 (k)	$ 5		$ 5
Series 2007-11 Class 2A1, 0.3256% 6/25/47 (k)	119		112
Series 2007-4 Class A1A, 0.3856% 9/25/37 (k)	693		651
Countrywide Home Loan Trust Series 2006-13 Class N, 7% 8/25/37 (e)	149		0*
Countrywide Home Loans, Inc.:
Series 2004-3:
Class M1, 0.7656% 6/25/34 (k)	509		279
Class M4, 1.2356% 4/25/34 (k)	72		37
Series 2004-4 Class M2, 0.7956% 6/25/34 (k)	265		170
Series 2005-3 Class MV1, 0.6856% 8/25/35 (k)	920		837
Series 2005-AB1 Class A2, 0.4756% 8/25/35 (k)	163		149
CPS Auto Receivables Trust:
Series 2006-D:
Class A3, 5.157% 5/15/11 (e)	40		40
Class A4, 5.115% 8/15/13 (e)	643		630
Series 2007-B Class A3, 5.47% 11/15/11 (e)	272		273
Series 2007-C Class A3, 5.43% 5/15/12 (e)	219		219
DB Master Finance LLC Series 2006-1 Class M1, 8.285% 6/20/31 (e)	2,309		2,022
Discover Card Master Trust I Series 2007-1 Class B, 0.3728% 8/15/12 (k)	1,310		1,286
Drive Auto Receivables Trust Series 2006-1 Class A4, 5.54% 12/16/13 (e)	1,302		1,287
Fannie Mae subordinate REMIC pass-thru certificates Series 2004-T5 Class AB3, 0.6603% 5/28/35 (k)	18		10
Fieldstone Mortgage Investment Corp.:
Series 2004-3 Class M5, 2.4406% 8/25/34 (k)	208		42
Series 2006-3 Class 2A3, 0.4256% 11/25/36 (k)	3,188		969
First Franklin Mortgage Loan Trust:
Series 2006-FF12 Class A2, 0.3056% 9/25/36 (k)	141		137
Series 2006-FF5 Class 2A2, 0.3756% 4/25/36 (k)	72		70
Ford Credit Auto Owner Trust:
Series 2006-B Class D, 7.26% 2/15/13 (e)	2,696		2,504
Series 2006-C:
Class B, 5.3% 6/15/12	450		455
Class D, 6.89% 5/15/13 (e)	1,855		1,615
Series 2007-A Class D, 7.05% 12/15/13 (e)	1,014		892
Ford Credit Floorplan Master Owner Trust Series 2006-4 Class B, 0.8228% 6/15/13 (k)	349		227
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Franklin Auto Trust:
Series 2006-1:
Class B, 5.14% 7/21/14	$ 53		$ 43
Class C, 5.41% 7/21/14	471		236
Series 2007-1:
Class A4, 5.03% 2/16/15	370		381
Class C, 5.43% 2/16/15	453		216
Fremont Home Loan Trust:
Series 2004-1:
Class M1, 0.9406% 2/25/34 (k)	52		23
Class M2, 1.0156% 2/25/34 (k)	88		68
Series 2005-A:
Class M3, 0.7556% 1/25/35 (k)	427		100
Class M4, 0.9456% 1/25/35 (k)	164		30
Series 2006-A Class M4, 0.6656% 5/25/36 (k)	86		1
Series 2006-D Class M1, 0.4956% 11/25/36 (k)	239		4
GCO Education Loan Funding Master Trust II Series 2007-1A Class C1L, 1.0413% 9/25/30 (e)(k)	1,457		1,090
GCO Slims Trust Series 2006-1A, 5.72% 3/1/22 (e)	1,725		1,380
GE Business Loan Trust:
Series 2003-1 Class A, 0.7028% 4/15/31 (e)(k)	155		104
Series 2006-2A:
Class A, 0.4528% 11/15/34 (e)(k)	1,690		1,014
Class B, 0.5528% 11/15/34 (e)(k)	612		177
Class C, 0.6528% 11/15/34 (e)(k)	1,014		223
Class D, 1.0228% 11/15/34 (e)(k)	386		62
GE Capital Credit Card Master Note Trust:
Series 2006-1:
Class B, 0.3828% 9/17/12 (k)	401		389
Class C, 0.5128% 9/17/12 (k)	311		292
Series 2007-1 Class C, 0.5428% 3/15/13 (k)	2,138		1,959
GE Equipment Midticket LLC Series 2006-1 Class B, 0.4228% 9/15/17 (k)	786		637
Goal Capital Funding Trust Series 2007-1 Class C1, 1.0075% 6/25/42 (k)	545		327
GS Auto Loan Trust:
Series 2006-1 Class D, 6.25% 1/15/14 (e)	664		564
Series 2007-1:
Class B, 5.53% 12/15/14	72		62
Class C, 5.74% 12/15/14	153		122
GSAMP Trust:
Series 2004-AR1:
Class B4, 5% 6/25/34 (e)(k)	463		34
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
GSAMP Trust: - continued
Series 2004-AR1:
Class M1, 0.9156% 6/25/34 (k)	$ 1,379		$ 727
Series 2007-HE1 Class M1, 0.5156% 3/25/47 (k)	547		21
GSR Mortgage Loan Trust:
Series 2004-OPT Class A1, 0.6056% 11/25/34 (k)	7		3
Series 2005-MTR1 Class A1, 0.4056% 10/25/35 (k)	35		35
Series 2006-FM1 Class M3, 0.6156% 4/25/36 (k)	194		2
Guggenheim Structured Real Estate Funding Ltd.:
Series 2005-1 Class C, 1.3456% 5/25/30 (e)(k)	297		45
Series 2006-3:
Class B, 0.6656% 9/25/46 (e)(k)	468		70
Class C, 0.8156% 9/25/46 (e)(k)	688		69
Home Equity Asset Trust:
Series 2002-3 Class A5, 1.1456% 2/25/33 (k)	0*		0*
Series 2003-2 Class M1, 1.5856% 8/25/33 (k)	378		184
Series 2003-3 Class M1, 1.5556% 8/25/33 (k)	405		195
Series 2003-5 Class A2, 0.9656% 12/25/33 (k)	15		5
Series 2003-7 Class A2, 1.0256% 3/25/34 (k)	1		0*
Series 2004-3 Class M2, 1.9656% 8/25/34 (k)	135		78
Series 2004-7 Class A3, 0.6556% 1/25/35 (k)	0*		0*
Series 2005-5 Class 2A2, 0.5156% 11/25/35 (k)	123		115
Series 2006-1 Class 2A3, 0.4906% 4/25/36 (k)	1,699		1,563
Series 2006-8 Class 2A1, 0.3156% 3/25/37 (k)	15		14
Honda Auto Receivables Owner Trust Series 2009-3 Class A3, 2.31% 5/15/13	3,000		3,010
HSBC Credit Card Master Note Trust I Series 2006-1 Class B, 0.4128% 6/15/12 (k)	1,013		1,006
HSBC Home Equity Loan Trust Series 2006-2:
Class M1, 0.5425% 3/20/36 (k)	264		152
Class M2, 0.5625% 3/20/36 (k)	437		212
HSI Asset Securitization Corp. Trust Series 2007-HE1 Class 2A3, 0.4556% 1/25/37 (k)	766		225
Hyundai Auto Receivables Trust Series 2006-1:
Class B, 5.29% 11/15/12	97		97
Class C, 5.34% 11/15/12	125		127
JPMorgan Mortgage Acquisition Trust:
Series 2006-NC2 Class M2, 0.5656% 7/25/36 (k)	151		3
Series 2007-CH1:
Class AV4, 0.3956% 11/25/36 (k)	764		343
Class MV1, 0.4956% 11/25/36 (k)	621		64
Series 2007-CH3 Class M1, 0.5656% 3/25/37 (k)	423		15
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Keycorp Student Loan Trust:
Series 1999-A Class A2, 1.5575% 12/27/09 (k)	$ 457		$ 363
Series 2006-A:
Class 2A1, 1.2575% 9/27/21 (k)	172		171
Class 2C, 2.3775% 3/27/42 (k)	2,280		372
Lancer Funding Ltd. Series 2006-1A Class A3, 2.2775% 4/6/46 (e)(k)	195		0*
Long Beach Auto Receivables Trust Series 2007-A Class A4, 5.025% 1/15/14	2,418		2,224
Long Beach Mortgage Loan Trust:
Series 2004-2 Class M2, 1.3456% 6/25/34 (k)	151		116
Series 2006-8 Class 2A1, 0.3056% 9/25/36 (k)	18		18
Marriott Vacation Club Owner Trust Series 2006-2A:
Class B, 5.442% 10/20/28 (e)	18		10
Class C, 5.691% 10/20/28 (e)	8		4
Class D, 6.01% 10/20/28 (e)	95		43
MASTR Asset Backed Securities Trust:
Series 2006-AM3 Class M1, 0.5256% 10/25/36 (k)	272		7
Series 2007-HE1 Class M1, 0.5656% 5/25/37 (k)	353		12
Meritage Mortgage Loan Trust Series 2004-1 Class M1, 1.0156% 7/25/34 (k)	162		72
Merrill Auto Trust Securitization Series 2007-1 Class B, 5.79% 12/16/13	308		293
Merrill Lynch Mortgage Investors Trust:
Series 2003-OPT1 Class M1, 0.9156% 7/25/34 (k)	650		461
Series 2006-FM1 Class A2B, 0.3756% 4/25/37 (k)	1,344		977
Series 2006-MLN1 Class A2A, 0.3356% 7/25/37 (k)	56		54
Series 2006-OPT1 Class A1A, 0.5256% 6/25/35 (k)	2,076		1,019
Morgan Stanley ABS Capital I Trust:
Series 2004-HE6 Class A2, 0.6056% 8/25/34 (k)	26		5
Series 2005-HE1 Class M2, 0.7356% 12/25/34 (k)	220		147
Series 2005-HE2 Class M1, 0.6656% 1/25/35 (k)	199		75
Series 2005-NC1 Class M1, 0.7056% 1/25/35 (k)	180		72
Series 2005-NC2 Class B1, 1.4356% 3/25/35 (k)	188		30
Series 2006-HE6 Class A2A, 0.3056% 9/25/36 (k)	121		118
Series 2006-NC4 Class M4, 0.6156% 6/25/36 (k)	144		1
Series 2007-HE2 Class M1, 0.5156% 1/25/37 (k)	194		4
Morgan Stanley Dean Witter Capital I Trust Series 2002-NC3 Class A3, 0.9456% 8/25/32 (k)	16		3
Morgan Stanley Home Equity Loans Trust Series 2007-2 Class A1, 0.3656% 4/25/37 (k)	224		183
Morgan Stanley IXIS Real Estate Capital Trust Series 2006-2 Class A1, 0.3156% 11/25/36 (k)	14		13
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
National Collegiate Funding LLC Series 2004-GT1 Class IO1, 7.87% 6/25/10 (e)(k)(m)	$ 3,212		$ 289
National Collegiate Student Loan Trust:
Series 2004-2 Class AIO, 9.75% 10/25/14 (m)	2,858		572
Series 2005-GT1 Class AIO, 6.75% 12/25/09 (m)	2,388		66
Series 2006-1 Class AIO, 5.5% 4/25/11 (m)	344		22
Series 2006-2 Class AIO, 6% 8/25/11 (m)	170		16
Series 2006-3:
Class A1, 0.2956% 9/25/19 (k)	315		311
Class AIO, 7.1% 1/25/12 (m)	274		38
Series 2006-4:
Class A1, 0.2956% 3/25/25 (k)	347		333
Class AIO, 6.35% 2/27/12 (m)	871		114
Class D, 1.3656% 5/25/32 (k)	1,745		42
Series 2007-1 Class AIO, 7.27% 4/25/12 (m)	1,172		194
Series 2007-2 Class AIO, 6.7% 7/25/12 (m)	996		159
New Century Home Equity Loan Trust:
Series 2005-4 Class M2, 0.7756% 9/25/35 (k)	642		129
Series 2005-D Class M2, 0.7356% 2/25/36 (k)	525		32
Nomura Home Equity Loan Trust Series 2006-HE2 Class A2, 0.3856% 3/25/36 (k)	219		209
NovaStar Mortgage Funding Trust Series 2006-6 Class A2A, 0.3356% 1/25/37 (k)	14		14
Ocala Funding LLC:
Series 2005-1A Class A, 1.7725% 3/20/10 (e)(k)	405		158
Series 2006-1A Class A, 1.6725% 3/20/11 (e)(k)	530		196
Option One Mortgage Loan Trust:
Series 2004-3 Class M3, 0.9156% 11/25/34 (k)	155		122
Series 2007-5 Class 2A1, 0.3556% 5/25/37 (k)	36		33
Series 2007-6 Class 2A1, 0.3256% 7/25/37 (k)	48		44
Park Place Securities, Inc.:
Series 2004-WCW1:
Class M2, 0.9456% 9/25/34 (k)	125		88
Class M3, 1.5156% 9/25/34 (k)	240		63
Class M4, 1.7156% 9/25/34 (k)	308		44
Series 2004-WCW2 Class M3, 0.8156% 7/25/35 (k)	180		27
Series 2005-WCH1:
Class M2, 0.7856% 1/25/35 (k)	1,658		1,090
Class M3, 0.8256% 1/25/35 (k)	215		112
Class M4, 1.0956% 1/25/35 (k)	665		108
Series 2005-WHQ2:
Class M7, 1.5156% 5/25/35 (k)	788		14
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Park Place Securities, Inc.: - continued
Series 2005-WHQ2:
Class M9, 2.1456% 5/25/35 (k)	$ 267		$ 1
Providian Master Note Trust Series 2006-C1A Class C1, 0.8228% 3/16/15 (e)(k)	1,893		1,714
Rental Car Finance Corp. Series 2005-1A Class A2, 4.59% 6/25/11 (e)	391		306
Residential Asset Mortgage Products, Inc. Series 2006-EFC2 Class M1, 0.4956% 12/25/36 (k)	358		9
Salomon Brothers Mortgage Securities VII, Inc. Series 2003-HE1 Class A, 1.0656% 4/25/33 (k)	2		1
Saxon Asset Securities Trust Series 2004-1 Class M1, 1.0606% 3/25/35 (k)	851		423
Securitized Asset Backed Receivables LLC Trust:
Series 2005-FR4 Class B3, 1.9856% 1/25/36 (k)	70		1
Series 2006-FR4 Class A2A, 0.3456% 8/25/36 (k)	59		30
Series 2007-NC1 Class A2A, 0.3156% 12/25/36 (k)	37		33
Sierra Receivables Funding Co. Series 2007-1A Class A2, 0.4225% 3/20/19 (e)(k)	577		478
SLM Private Credit Student Loan Trust Series 2004-A Class C, 1.5794% 6/15/33 (k)	572		114
Specialty Underwriting & Residential Finance Trust:
Series 2003-BC3 Class M2, 2.6656% 8/25/34 (k)	81		52
Series 2006-AB2 Class N1, 5.75% 6/25/37 (e)	484		5
Structured Asset Investment Loan Trust Series 2004-8 Class M5, 1.4156% 9/25/34 (k)	60		9
Structured Asset Securities Corp.:
Series 2004-GEL1 Class A, 0.6256% 2/25/34 (k)	62		33
Series 2007-GEL1 Class A2, 0.4556% 1/25/37 (e)(k)	590		157
Structured Asset Securities Corp. Mortgage Loan Trust Series 2007-OSI Class A2, 0.3556% 6/25/37 (k)	228		183
Superior Wholesale Inventory Financing Trust Series 2007-AE1:
Class A, 0.3728% 1/15/12 (k)	661		650
Class B, 0.5728% 1/15/12 (k)	532		500
Class C, 0.8728% 1/15/12 (k)	868		712
SVO VOI Mortgage Corp. Series 2006-AA Class A, 5.28% 2/20/24 (e)	1,077		919
Swift Master Auto Receivables Trust:
Series 2007-1:
Class A, 0.3728% 6/15/12 (k)	1,797		1,734
Class B, 0.4928% 6/15/12 (k)	313		290
Class C, 0.7728% 6/15/12 (k)	187		131
Series 2007-2 Class A, 0.9228% 10/15/12 (k)	2,114		2,016
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Terwin Mortgage Trust:
Series 2003-4HE Class A1, 1.1256% 9/25/34 (k)	$ 168		$ 57
Series 2003-6HE Class A1, 0.7356% 11/25/33 (k)	16		6
Trapeza CDO XII Ltd./, Inc. Series 2007-12A Class B, 1.1375% 4/6/42 (e)(k)	1,745		87
Triad Auto Receivables Owner Trust:
Series 2006-C Class A4, 5.31% 5/13/13	555		549
Series 2007-A Class A3, 5.28% 2/13/12	1,299		1,309
Turquoise Card Backed Securities PLC:
Series 2006-2:
Class B, 0.4228% 10/17/11 (k)	2,112		2,033
Class C, 0.6228% 10/17/11 (k)	2,560		2,399
Series 2007-1 Class C, 0.6428% 6/15/12 (k)	1,653		1,239
Volkswagen Auto Lease Trust Series 2009-A Class A3, 3.41% 4/16/12	7,200		7,379
Wachovia Auto Loan Owner Trust:
Series 2006-1 Class A4, 5.08% 4/20/12 (e)	721		737
Series 2006-2A:
Class B, 5.29% 6/20/12 (e)	302		311
Class D, 5.54% 12/20/12 (e)	430		389
Class E, 7.05% 5/20/14 (e)	3,037		2,472
WaMu Asset Holdings Corp. Series 2006-8 Class N1, 6.048% 10/25/46 (e)	400		0*
WaMu Asset-Backed Certificates Series 2006-HE3 Class M4, 0.6456% 10/25/36 (k)	272		5
WaMu Master Note Trust:
Series 2006-C2A Class C2, 0.7728% 8/15/15 (e)(k)	4,281		3,771
Series 2007-A4A Class A4, 5.2% 10/15/14 (e)	4,748		4,922
Series 2007-A5A Class A5, 1.0228% 10/15/14 (e)(k)	680		677
Series 2007-C1 Class C1, 0.6728% 5/15/14 (e)(k)	4,078		3,974
Wells Fargo Home Equity Trust Series 2004-3 Class A, 4.5% 11/27/34 (e)	3		0
Whinstone Capital Management Ltd. Series 1A Class B3, 1.4038% 10/25/44 (e)(k)	806		97
TOTAL ASSET-BACKED SECURITIES (Cost $119,102)		118,716
Collateralized Mortgage Obligations - 2.7%
	Principal Amount (000s)		Value (000s)
Private Sponsor - 1.3%
Arkle Master Issuer PLC floater Series 2006-2A:
Class 2B, 0.56% 2/17/52 (e)(k)	$ 1,468		$ 1,433
Class 2M, 0.64% 2/17/52 (e)(k)	998		961
Arran Residential Mortgages Funding No. 1 PLC floater Series 2006-1A Class DB, 0.94% 4/12/56 (e)(k)	643		418
Banc of America Commercial Mortgage Trust Series 2007-2:
Class B, 5.6986% 4/10/49 (k)	67		14
Class C, 5.6986% 4/10/49 (k)	179		32
Class D, 5.6986% 4/10/49 (k)	89		14
Banc of America Mortgage Securities, Inc.:
Series 2003-K Class 1A1, 5.2037% 12/25/33 (k)	58		44
Series 2003-L Class 2A1, 5.2191% 1/25/34 (k)	1,187		1,015
Series 2004-1 Class 2A2, 4.6617% 10/25/34 (k)	905		762
Series 2004-A Class 2A2, 5.4508% 2/25/34 (k)	281		241
Series 2004-B:
Class 1A1, 4.6868% 3/25/34 (k)	113		87
Class 2A2, 4.5749% 3/25/34 (k)	778		661
Series 2004-C Class 1A1, 4.097% 4/25/34 (k)	121		100
Series 2004-D:
Class 1A1, 3.8783% 5/25/34 (k)	220		169
Class 2A2, 3.8898% 5/25/34 (k)	1,891		1,598
Series 2004-G Class 2A7, 4.2585% 8/25/34 (k)	1,611		1,373
Series 2004-H Class 2A1, 4.469% 9/25/34 (k)	1,522		1,255
Bear Stearns ALT-A Trust floater Series 2005-1 Class A1, 0.5456% 1/25/35 (k)	1,251		970
Bear Stearns Commercial Mortgage Securities Trust Series 2006-T24 Class X2, 0.4243% 10/12/41 (e)(k)(m)	3,579		48
Chase Mortgage Finance Trust Series 2007-A1 Class 1A5, 4.6804% 2/25/37 (k)	772		671
Citigroup Commercial Mortgage Trust Series 2008-C7 Class A2B, 6.2986% 12/10/49 (k)	1,207		1,191
Cobalt CMBS Commercial Mortgage Trust Series 2007-C2 Class B, 5.617% 4/15/47 (k)	1,348		189
COMM pass-thru certificates floater Series 2001-J2A Class A2F, 0.7728% 7/16/34 (e)(k)	1,207		1,018
Countrywide Alternative Loan Trust planned amortization class Series 2003-5T2 Class A2, 0.6656% 5/25/33 (k)	22		21
Countrywide Home Loans, Inc. Series 2005-HYB3 Class 2A6B, 4.3939% 6/20/35 (k)	434		175
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Credit Suisse First Boston Adjustable Rate Mortgage Trust floater Series 2005-2 Class 6M2, 0.7456% 6/25/35 (k)	$ 665		$ 47
Credit Suisse First Boston Mortgage Securities Corp. floater:
Series 2004-AR7 Class 6A2, 1.0256% 8/25/34 (k)	15		8
Series 2004-AR8 Class 8A2, 1.0256% 9/25/34 (k)	10		7
Series 2007-AR7 Class 2A1, 3.934% 11/25/34 (k)	1,663		1,387
Deutsche Alt-A Securities Mortgage Loan Trust floater Series 2007-BAR1 Class A3, 0.4256% 3/25/37 (k)	1,547		555
DSLA Mortgage Loan Trust Series 2006-AR2 Class 2AB1, 0.3688% 9/19/36 (k)	188		172
First Horizon Mortgage pass-thru Trust floater Series 2004-FL1 Class 2A1, 1.4488% 12/25/34 (k)	24		12
Fosse Master Issuer PLC:
floater Series 2006-1A:
Class B2, 0.67% 10/18/54 (e)(k)	1,754		1,395
Class C2, 0.98% 10/18/54 (e)(k)	587		382
Class M2, 0.76% 10/18/54 (e)(k)	1,007		690
Series 2007-1A Class C2, 1.06% 10/18/54 (e)(k)	237		204
Gracechurch Mortgage Financing PLC floater Series 2006-1 Class D2, 0.895% 11/20/56 (e)(k)	1,404		983
Gracechurch Mortgage Funding PLC floater Series 1A Class DB, 0.98% 10/11/41 (e)(k)	1,402		1,122
Granite Master Issuer PLC floater:
Series 2005-4 Class C2, 0.8225% 12/20/54 (k)	151		23
Series 2006-1A Class C2, 0.8725% 12/20/54 (e)(k)	3,085		463
Series 2006-2 Class C1, 0.7425% 12/20/54 (k)	2,445		293
Series 2006-3 Class C2, 0.7725% 12/20/54 (k)	506		61
Series 2006-4:
Class B1, 0.3625% 12/20/54 (k)	2,386		835
Class C1, 0.6525% 12/20/54 (k)	1,459		219
Class M1, 0.4425% 12/20/54 (k)	629		113
Series 2007-1:
Class 1C1, 0.5725% 12/20/54 (k)	1,115		134
Class 1M1, 0.4225% 12/20/54 (k)	754		136
Class 2C1, 0.7025% 12/20/54 (k)	506		61
Class 2M1, 0.5225% 12/20/54 (k)	969		174
Series 2007-2 Class 2C1, 0.7028% 12/17/54 (k)	1,341		201
Granite Mortgages PLC floater Series 2003-3 Class 1C, 2.96% 1/20/44 (k)	194		24
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
GSR Mortgage Loan Trust Series 2007-AR2 Class 2A1, 4.8216% 4/25/35 (k)	$ 149		$ 101
Harborview Mortgage Loan Trust floater Series 2005-2 Class 2A1A, 0.5088% 5/19/35 (k)	187		99
Holmes Master Issuer PLC floater Series 2006-1A Class 2C, 0.8994% 7/15/40 (e)(k)	484		451
Impac CMB Trust floater:
Series 2004-11 Class 2A2, 1.0056% 3/25/35 (k)	105		35
Series 2005-1 Class M4, 1.0156% 4/25/35 (k)	11		1
Series 2005-3 Class A1, 0.5056% 8/25/35 (k)	262		122
JPMorgan Chase Commercial Mortgage Securities Trust Series 2007-CB18:
Class A1, 5.32% 6/12/47 (k)	155		160
Class A3, 5.447% 6/12/47 (k)	2,289		2,026
JPMorgan Mortgage Trust:
Series 2004-A5 Class 2A1, 4.3385% 12/25/34 (k)	1,135		987
Series 2006-A2 Class 5A1, 5.0559% 11/25/33 (k)	1,506		1,323
LB-UBS Commercial Mortgage Trust sequential payer Series 2006-C6 Class A4, 5.372% 12/31/49	543		472
Lehman Structured Securities Corp. floater Series 2005-1 Class A2, 0.6544% 9/26/45 (e)(k)	196		92
MASTR Adjustable Rate Mortgages Trust:
floater Series 2005-1 Class 1A1, 0.5356% 2/25/35 (k)	26		14
Series 2007-3 Class 22A2, 0.4756% 5/25/47 (k)	643		221
MASTR Alternative Loan Trust Series 2004-3 Class 3A1, 6% 4/25/34	407		301
MASTR Asset Backed Securities Trust Series 2006-NC3 Class M1, 0.4956% 10/25/36 (k)	403		6
Merrill Lynch Alternative Note Asset Trust floater Series 2007-OAR1 Class A1, 0.4356% 2/25/37 (k)	1,056		466
Merrill Lynch Floating Trust floater Series 2006-1:
Class B, 0.4428% 6/15/22 (e)(k)	181		102
Class C, 0.4628% 6/15/22 (e)(k)	785		330
Class D, 0.4728% 6/15/22 (e)(k)	301		84
Class E, 0.4828% 6/15/22 (e)(k)	483		106
Class F, 0.5128% 6/15/22 (e)(k)	733		147
Class G, 0.5828% 6/15/22 (e)(k)	259		41
Class H, 0.6028% 6/15/22 (e)(k)	362		51
Class J, 0.6428% 6/15/22 (e)(k)	422		51
Merrill Lynch Mortgage Investors Trust floater:
Series 2005-B Class A2, 1.4% 7/25/30 (k)	339		244
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Merrill Lynch Mortgage Investors Trust floater: - continued
Series 2006-MLN1 Class M4, 0.6256% 7/25/37 (k)	$ 470		$ 2
Merrill Lynch-CFC Commercial Mortgage Trust Series 2006-3 Class ASB, 5.382% 7/12/46 (k)	5,168		4,981
Opteum Mortgage Acceptance Corp. floater Series 2005-3 Class APT, 0.5556% 7/25/35 (k)	1,326		889
Option One Mortgage Loan Trust floater Series 2007-CP1 Class M1, 0.5656% 3/25/37 (k)	1,507		67
Permanent Financing No. 8 PLC floater Class 3C, 1.17% 6/10/42 (k)	1,072		845
Permanent Master Issuer PLC floater Series 2006-1 Class 2C, 0.9094% 7/17/42 (k)	235		177
Provident Funding Mortgage Loan Trust Series 2005-2 Class 3A, 4.2156% 10/25/35 (k)	2,891		2,263
RESI Finance LP/RESI Finance DE Corp. floater:
Series 2003-B:
Class B5, 2.6256% 7/10/35 (e)(k)	1,506		768
Class B6, 3.1256% 7/10/35 (e)(k)	415		193
Series 2004-A:
Class B4, 1.4756% 2/10/36 (e)(k)	342		137
Class B5, 1.9756% 2/10/36 (e)(k)	228		86
Series 2004-B:
Class B4, 1.3756% 2/10/36 (e)(k)	348		112
Class B5, 1.8256% 2/10/36 (e)(k)	317		92
Class B6, 2.2756% 2/10/36 (e)(k)	112		28
Series 2004-C:
Class B4, 1.2256% 9/10/36 (e)(k)	460		151
Class B5, 1.6256% 9/10/36 (e)(k)	510		147
Class B6, 2.0256% 9/10/36 (e)(k)	117		27
Residential Asset Mortgage Products, Inc.:
sequential payer:
Series 2003-SL1 Class A31, 7.125% 4/25/31	946		837
Series 2004-SL3 Class A1, 7% 8/25/16	98		87
Series 2005-AR5 Class 1A1, 4.3273% 9/19/35 (k)	109		69
Residential Funding Securities Corp. floater Series 2003-RP2 Class A1, 0.7156% 6/25/33 (e)(k)	279		197
ResMAE Mortgage Loan Trust floater Series 2006-1 Class A2A, 0.3656% 2/25/36 (e)(k)	2		2
Salomon Brothers Mortgage Securities VII, Inc. Series 2006-C2 Class H, 6.308% 7/18/33 (e)	170		137
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Sequoia Mortgage Trust floater:
Series 2004-6 Class A3B, 1.6013% 7/20/34 (k)	$ 21		$ 14
Series 2004-7 Class A3B, 1.535% 7/20/34 (k)	13		8
Soundview Home Equity Loan Trust floater Series 2006-EQ1 Class M7, 1.0656% 9/25/36 (k)	149		2
Structured Asset Securities Corp. floater Series 2004-NP1 Class A, 0.6656% 9/25/33 (e)(k)	59		28
TBW Mortgage-Backed pass-thru certificates floater Series 2006-4 Class A3, 0.4656% 9/25/36 (k)	1,475		701
WaMu Mortgage pass-thru certificates floater Series 2006-AR11 Class C1B1, 0.3456% 9/25/46 (k)	28		27
Wells Fargo Mortgage Backed Securities Trust:
Series 2004-H Class A1, 4.5272% 6/25/34 (k)	1,379		1,222
Series 2004-T Class A1, 3.954% 9/25/34 (k)	553		473
Series 2005-AR10 Class 2A2, 3.8109% 6/25/35 (k)	950		866
Series 2005-AR12 Class 2A6, 4.046% 7/25/35 (k)	497		431
Series 2005-AR2 Class 2A2, 4.57% 3/25/35	2,804		2,429
Series 2005-AR3 Class 2A1, 3.768% 3/25/35 (k)	1,399		1,167
TOTAL PRIVATE SPONSOR			51,856
U.S. Government Agency - 1.4%
Fannie Mae subordinate REMIC pass-thru certificates:
planned amortization class:
Series 2002-9 Class PC, 6% 3/25/17	480		514
Series 2005-67 Class HD, 5.5% 12/25/30	9,289		9,711
Series 2006-4 Class PB, 6% 9/25/35	6,648		7,103
sequential payer:
Series 2002-56 Class MC, 5.5% 9/25/17	1,600		1,710
Series 2004-3 Class BA, 4% 7/25/17	289		298
Series 2004-86 Class KC, 4.5% 5/25/19	1,299		1,353
Series 2005-41 Class LA, 5.5% 5/25/35	6,571		6,937
Freddie Mac:
planned amortization class Series 2104 Class PG, 6% 12/15/28	2,937		3,130
sequential payer Series 2516 Class AH, 5% 1/15/16	65		65
Freddie Mac Multi-class participation certificates guaranteed:
planned amortization class:
Series 2356 Class GD, 6% 9/15/16	1,679		1,787
Series 2363 Class PF, 6% 9/15/16	2,228		2,369
Series 2425 Class JH, 6% 3/15/17	2,010		2,156
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
U.S. Government Agency - continued
Freddie Mac Multi-class participation certificates guaranteed: - continued
Series 2702 Class WB, 5% 4/15/17	$ 4,786		$ 4,955
Series 3033 Class UD, 5.5% 10/15/30	3,519		3,682
Series 3049 Class DB, 5.5% 6/15/31	8,150		8,576
sequential payer:
Series 2528 Class HN, 5% 11/15/17	5,087		5,352
Series 2809 Class UA, 4% 12/15/14	340		339
TOTAL U.S. GOVERNMENT AGENCY			60,037
TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS (Cost $107,050)		111,893
Commercial Mortgage Securities - 7.4%
Asset Securitization Corp. Series 1997-D5:
Class A-6, 7.2794% 2/14/43 (k)	1,412		1,277
Class A2, 6.9094% 2/14/43 (k)	888		965
Class A3, 6.9594% 2/14/43 (k)	958		1,037
Class PS1, 1.556% 2/14/43 (k)(m)	4,613		162
Banc of America Commercial Mortgage Trust:
sequential payer:
Series 2006-2 Class AAB, 5.7211% 5/10/45 (k)	1,409		1,389
Series 2006-4 Class A1, 5.363% 7/10/46 (k)	682		693
Series 2006-5:
Class A1, 5.185% 9/10/47	858		873
Class A2, 5.317% 9/10/47	4,658		4,662
Class A3, 5.39% 9/10/47	1,683		1,614
Series 2006-6 Class A3, 5.369% 12/10/16	2,414		2,052
Series 2007-2 Class A1, 5.421% 4/10/49	462		470
Series 2007-4 Class A3, 5.8115% 2/10/51 (k)	1,204		1,121
Series 2006-6 Class E, 5.619% 10/10/45 (e)	697		90
Series 2007-3:
Class A3, 5.6581% 6/10/49 (k)	2,016		1,700
Class A4, 5.6581% 6/10/49 (k)	2,516		1,927
Banc of America Commercial Mortgage, Inc.:
sequential payer:
Series 2000-2 Class A2, 7.197% 9/15/32	295		299
Series 2001-1 Class A4, 5.451% 1/15/49	2,643		2,270
Series 2004-2:
Class A2, 3.52% 11/10/38	14		14
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Banc of America Commercial Mortgage, Inc.: - continued
sequential payer:
Class A3, 4.05% 11/10/38	$ 1,633		$ 1,633
Class A4, 4.153% 11/10/38	1,531		1,492
Series 2004-4 Class A3, 4.128% 7/10/42	507		509
Series 2005-1 Class A3, 4.877% 11/10/42	4,159		4,154
Series 2006-1 Class A1, 5.219% 9/10/45 (k)	1,703		1,725
Series 2001-3 Class H, 6.562% 4/11/37 (e)	675		644
Series 2001-PB1:
Class J, 7.166% 5/11/35 (e)	302		199
Class K, 6.15% 5/11/35 (e)	561		431
Series 2002-2 Class XP, 2.0377% 7/11/43 (e)(k)(m)	1,122		7
Series 2003-2 Class XP, 0.4553% 3/11/41 (e)(k)(m)	15,516		51
Series 2005-3 Series A3B, 5.09% 7/10/43 (k)	3,750		3,592
Series 2005-6 Class A3, 5.1791% 9/10/47 (k)	2,173		2,098
Series 2007-1 Class B, 5.543% 1/15/49	727		155
Banc of America Large Loan, Inc. floater:
Series 2005-MIB1:
Class C, 0.5828% 3/15/22 (e)(k)	518		300
Class D, 0.6328% 3/15/22 (e)(k)	525		289
Class E, 0.6728% 3/15/22 (e)(k)	434		226
Class F, 0.7428% 3/15/22 (e)(k)	277		139
Class G, 0.8028% 3/15/22 (e)(k)	179		81
Series 2006-BIX1:
Class C, 0.4528% 10/15/19 (e)(k)	775		519
Class D, 0.4828% 10/15/19 (e)(k)	947		568
Class E, 0.5128% 10/15/19 (e)(k)	878		483
Class F, 0.5828% 10/15/19 (e)(k)	1,724		862
Class G, 0.6028% 10/15/19 (e)(k)	609		274
Bayview Commercial Asset Trust:
floater:
Series 2003-2 Class M1, 1.1156% 12/25/33 (e)(k)	69		35
Series 2004-1:
Class A, 0.6256% 4/25/34 (e)(k)	861		611
Class B, 2.1656% 4/25/34 (e)(k)	97		39
Class M1, 0.8256% 4/25/34 (e)(k)	78		46
Class M2, 1.4656% 4/25/34 (e)(k)	72		36
Series 2004-2:
Class A, 0.6956% 8/25/34 (e)(k)	678		475
Class M1, 0.8456% 8/25/34 (e)(k)	155		78
Series 2004-3:
Class A1, 0.6356% 1/25/35 (e)(k)	1,488		967
Class A2, 0.6856% 1/25/35 (e)(k)	213		132
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bayview Commercial Asset Trust: - continued
floater:
Class M1, 0.7656% 1/25/35 (e)(k)	$ 257		$ 131
Class M2, 1.2656% 1/25/35 (e)(k)	101		44
Series 2005-2A:
Class A1, 0.5756% 8/25/35 (e)(k)	1,138		743
Class M1, 0.6956% 8/25/35 (e)(k)	49		20
Class M2, 0.7456% 8/25/35 (e)(k)	80		30
Class M3, 0.7656% 8/25/35 (e)(k)	44		15
Class M4, 0.8756% 8/25/35 (e)(k)	65		21
Series 2005-3A:
Class A1, 0.5856% 11/25/35 (e)(k)	362		244
Class A2, 0.6656% 11/25/35 (e)(k)	420		252
Class M1, 0.7056% 11/25/35 (e)(k)	68		28
Class M2, 0.7556% 11/25/35 (e)(k)	86		34
Class M3, 0.7756% 11/25/35 (e)(k)	77		28
Class M4, 0.8656% 11/25/35 (e)(k)	96		33
Series 2005-4A:
Class A2, 0.6556% 1/25/36 (e)(k)	844		506
Class B1, 1.6656% 1/25/36 (e)(k)	116		31
Class M1, 0.7156% 1/25/36 (e)(k)	272		128
Class M2, 0.7356% 1/25/36 (e)(k)	130		57
Class M3, 0.7656% 1/25/36 (e)(k)	119		49
Class M4, 0.8756% 1/25/36 (e)(k)	105		39
Class M5, 0.9156% 1/25/36 (e)(k)	105		35
Class M6, 0.9656% 1/25/36 (e)(k)	111		32
Series 2006-1:
Class A2, 0.6256% 4/25/36 (e)(k)	127		73
Class M1, 0.6456% 4/25/36 (e)(k)	72		29
Class M2, 0.6656% 4/25/36 (e)(k)	76		29
Class M3, 0.6856% 4/25/36 (e)(k)	66		24
Class M4, 0.7856% 4/25/36 (e)(k)	37		13
Class M5, 0.8256% 4/25/36 (e)(k)	36		12
Class M6, 0.9056% 4/25/36 (e)(k)	72		22
Series 2006-2A:
Class A1, 0.4956% 7/25/36 (e)(k)	2,760		1,853
Class A2, 0.5456% 7/25/36 (e)(k)	115		67
Class B1, 1.1356% 7/25/36 (e)(k)	68		20
Class B3, 2.9656% 7/25/36 (e)(k)	103		26
Class M1, 0.5756% 7/25/36 (e)(k)	121		49
Class M2, 0.5956% 7/25/36 (e)(k)	135		52
Class M3, 0.6156% 7/25/36 (e)(k)	112		41
Class M4, 0.6856% 7/25/36 (e)(k)	76		26
Class M5, 0.7356% 7/25/36 (e)(k)	93		31
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bayview Commercial Asset Trust: - continued
floater:
Class M6, 0.8056% 7/25/36 (e)(k)	$ 139		$ 43
Series 2006-3A:
Class B1, 1.0656% 10/25/36 (e)(k)	120		18
Class B2, 1.6156% 10/25/36 (e)(k)	87		11
Class B3, 2.8656% 10/25/36 (e)(k)	141		18
Class M4, 0.6956% 10/25/36 (e)(k)	133		31
Class M5, 0.7456% 10/25/36 (e)(k)	159		32
Class M6, 0.8256% 10/25/36 (e)(k)	196		35
Series 2006-4A:
Class A1, 0.4956% 12/25/36 (e)(k)	484		325
Class A2, 0.5356% 12/25/36 (e)(k)	2,564		1,192
Class B1, 0.9656% 12/25/36 (e)(k)	108		23
Class B2, 1.5156% 12/25/36 (e)(k)	111		22
Class B3, 2.7156% 12/25/36 (e)(k)	189		33
Class M1, 0.5556% 12/25/36 (e)(k)	227		76
Class M2, 0.5756% 12/25/36 (e)(k)	151		47
Class M3, 0.6056% 12/25/36 (e)(k)	153		45
Class M4, 0.6656% 12/25/36 (e)(k)	183		51
Class M5, 0.7056% 12/25/36 (e)(k)	167		44
Class M6, 0.7856% 12/25/36 (e)(k)	151		36
Series 2007-1:
Class A2, 0.5356% 3/25/37 (e)(k)	568		278
Class B1, 0.9356% 3/25/37 (e)(k)	238		43
Class B2, 1.4156% 3/25/37 (e)(k)	173		26
Class B3, 3.6156% 3/25/37 (e)(k)	359		43
Class M1, 0.5356% 3/25/37 (e)(k)	209		79
Class M2, 0.5556% 3/25/37 (e)(k)	157		50
Class M3, 0.5856% 3/25/37 (e)(k)	140		42
Class M4, 0.6356% 3/25/37 (e)(k)	112		30
Class M5, 0.6856% 3/25/37 (e)(k)	174		42
Class M6, 0.7656% 3/25/37 (e)(k)	244		52
Series 2007-2A:
Class A1, 0.5356% 7/25/37 (e)(k)	490		284
Class A2, 0.5856% 7/25/37 (e)(k)	459		216
Class B1, 1.8656% 7/25/37 (e)(k)	188		27
Class B2, 2.5156% 7/25/37 (e)(k)	163		22
Class B3, 3.6156% 7/25/37 (e)(k)	182		24
Class M1, 0.6356% 7/25/37 (e)(k)	214		75
Class M2, 0.6756% 7/25/37 (e)(k)	116		35
Class M3, 0.7556% 7/25/37 (e)(k)	117		29
Class M4, 0.9156% 7/25/37 (e)(k)	234		47
Class M5, 1.0156% 7/25/37 (e)(k)	207		37
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bayview Commercial Asset Trust: - continued
floater:
Class M6, 1.2656% 7/25/37 (e)(k)	$ 262		$ 39
Series 2007-3:
Class A2, 0.5556% 7/25/37 (e)(k)	450		222
Class B1, 1.2156% 7/25/37 (e)(k)	171		34
Class B2, 1.8656% 7/25/37 (e)(k)	323		55
Class B3, 4.2656% 7/25/37 (e)(k)	228		34
Class M1, 0.5756% 7/25/37 (e)(k)	153		57
Class M2, 0.6056% 7/25/37 (e)(k)	163		57
Class M3, 0.6356% 7/25/37 (e)(k)	257		84
Class M4, 0.7656% 7/25/37 (e)(k)	305		89
Class M5, 0.8656% 7/25/37 (e)(k)	210		52
Class M6, 1.0656% 7/25/37 (e)(k)	159		37
Series 2007-4A:
Class B1, 2.8156% 9/25/37 (e)(k)	243		32
Class B2, 3.7156% 9/25/37 (e)(k)	667		80
Class M1, 1.2156% 9/25/37 (e)(k)	232		58
Class M2, 1.3156% 9/25/37 (e)(k)	232		49
Class M4, 1.8656% 9/25/37 (e)(k)	452		77
Class M5, 2.0156% 9/25/37 (e)(k)	452		68
Class M6, 2.2156% 9/25/37 (e)(k)	453		61
Series 2004-1 Class IO, 1.25% 4/25/34 (e)(m)	3,444		53
Series 2007-5A Class IO, 1.5496% 10/25/37 (e)(m)	7,431		639
Bear Stearns Commercial Mortgage Securities Trust:
floater:
Series 2006-BBA7:
Class G, 0.7128% 3/15/19 (e)(k)	363		174
Class H, 0.9228% 3/15/19 (e)(k)	244		105
Class J, 1.1228% 3/15/19 (e)(k)	183		70
Series 2007-BBA8:
Class D, 0.5228% 3/15/22 (e)(k)	349		174
Class E, 0.5728% 3/15/22 (e)(k)	1,818		842
Class F, 0.6228% 3/15/22 (e)(k)	1,115		477
Class G, 0.6728% 3/15/22 (e)(k)	376		147
Class H, 0.8228% 3/15/22 (e)(k)	349		126
Class J, 0.9728% 3/15/22 (e)(k)	349		98
sequential payer:
Series 2003-PWR2 Class A3, 4.834% 5/11/39	684		702
Series 2004-PWR3 Class A3, 4.487% 2/11/41	1,498		1,509
Series 2006-PW14 Class A4, 5.201% 12/11/38	1,559		1,390
Series 2006-T24 Class A1, 4.905% 10/12/41 (k)	1,349		1,370
Series 2007-PW16 Class A4, 5.7167% 6/11/40 (k)	706		606
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bear Stearns Commercial Mortgage Securities Trust: - continued
sequential payer:
Series 2007-PW17 Class A1, 5.282% 6/11/50	$ 782		$ 788
Series 2007-T26 Class A1, 5.145% 1/12/45 (k)	415		418
Series 2003-PWR2 Class X2, 0.4648% 5/11/39 (e)(k)(m)	11,310		92
Series 2003-T12 Class X2, 0.4914% 8/13/39 (e)(k)(m)	42,593		439
Series 2006-PW13 Class A3, 5.518% 9/11/41	4,260		4,033
Series 2006-PW14 Class X2, 0.6482% 12/11/38 (e)(k)(m)	17,564		361
Series 2006-T22:
Class A1, 5.415% 4/12/38 (k)	203		206
Class A4, 5.4634% 4/12/38 (k)	151		143
Series 2007-PW15 Class A1, 5.016% 2/11/44	390		392
Series 2007-PW16:
Class B, 5.713% 6/11/40 (e)	193		56
Class C, 5.713% 6/11/40 (e)	161		40
Class D, 5.713% 6/11/40 (e)	161		39
Series 2007-PW18 Class X2, 0.3442% 6/11/50 (e)(k)(m)	120,299		1,618
Series 2007-T28:
Class A1, 5.422% 9/11/42	212		216
Class X2, 0.1821% 9/11/42 (e)(k)(m)	60,445		403
C-BASS Trust floater Series 2006-SC1 Class A, 0.5356% 5/25/36 (e)(k)	467		242
CDC Commercial Mortgage Trust Series 2002-FX1:
Class G, 6.625% 5/15/35 (e)	1,418		1,386
Class XCL, 2.3511% 5/15/35 (e)(k)(m)	19,495		722
Chase Commercial Mortgage Securities Corp.:
Series 1999-2:
Class E, 7.734% 1/15/32	484		483
Class F, 7.734% 1/15/32	262		261
Series 2001-245 Class A2, 6.275% 2/12/16 (e)(k)	1,227		1,280
Citigroup Commercial Mortgage Trust:
floater Series 2006-FL2:
Class F, 0.5828% 8/16/21 (e)(k)	431		129
Class G, 0.6028% 11/15/36 (e)(k)	273		76
Class H, 0.6428% 11/15/36 (e)(k)	218		55
Series 2006-C5 Class AMP2, 5.5005% 10/15/49 (e)	2,052		718
Series 2007-C6:
Class A1, 5.622% 12/10/49 (k)	9,043		9,259
Class A4, 5.6994% 12/10/49 (k)	2,730		2,373
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Citigroup/Deutsche Bank Commercial Mortgage Trust:
sequential payer:
Series 2006-CD2 Class A4, 5.3625% 1/15/46 (k)	$ 503		$ 449
Series 2006-CD3 Class A3, 5.607% 10/15/48	9,450		8,600
Series 2007-CD4:
Class A1, 4.977% 12/11/49	327		331
Class A2A, 5.237% 12/11/49	1,074		1,067
Series 2007-CD4:
Class A3, 5.293% 12/11/49	1,175		1,090
Class C, 5.476% 12/11/49	2,273		170
Cobalt CMBS Commercial Mortgage Trust:
sequential payer:
Series 2006-C1 Class A1, 5.043% 8/15/48	224		225
Series 2007-C2 Class A1, 5.064% 4/15/47 (k)	175		177
Series 2007-C3 Class A3, 5.8202% 5/15/46 (k)	1,207		1,102
Series 2006-C1 Class B, 5.359% 8/15/48	3,621		616
COMM pass-thru certificates:
floater:
Series 2005-F10A:
Class B, 0.5028% 4/15/17 (e)(k)	2,704		1,595
Class C, 0.5428% 4/15/17 (e)(k)	971		563
Class D, 0.5828% 4/15/17 (e)(k)	428		225
Class E, 0.6428% 4/15/17 (e)(k)	136		66
Class F, 0.6828% 4/15/17 (e)(k)	78		35
Class G, 0.8228% 4/15/17 (e)(k)	78		33
Class H, 0.8928% 4/15/17 (e)(k)	78		32
Class J, 1.1228% 4/15/17 (e)(k)	59		24
Series 2005-FL11:
Class C, 0.5728% 11/15/17 (e)(k)	1,904		923
Class D, 0.6128% 11/15/17 (e)(k)	99		53
Class E, 0.6628% 11/15/17 (e)(k)	351		178
Class F, 0.7228% 11/15/17 (e)(k)	173		84
Class G, 0.7728% 11/15/17 (e)(k)	120		55
Series 2006-FL12 Class AJ, 0.4028% 12/15/20 (e)(k)	1,720		868
sequential payer:
Series 2005-C6 Class A2, 4.999% 6/10/44 (k)	113		113
Series 2006-C8:
Class A1, 5.11% 12/10/46	78		78
Class A3, 5.31% 12/10/46	3,439		3,102
Series 2006-CN2A Class A2FX, 5.449% 2/5/19	2,040		1,974
Series 2007-C9 Class A4, 5.8162% 12/10/49 (k)	2,670		2,347
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
COMM pass-thru certificates: - continued
Series 2004-LBN2 Class X2, 0.8704% 3/10/39 (e)(k)(m)	$ 3,159		$ 35
Series 2006-C8:
Class B, 5.44% 12/10/46	2,090		600
Class XP, 0.4956% 12/10/46 (k)(m)	17,387		265
Commercial Mortgage Asset Trust sequential payer Series 1999-C2 Class A2, 7.546% 11/17/32 (k)	415		417
Credit Suisse Commercial Mortgage Trust:
sequential payer:
Series 2006-C5:
Class A1, 5.297% 12/15/39	578		588
Class AJ, 5.373% 12/15/39	2,444		920
Series 2007-C2:
Class A1, 5.269% 1/15/49	1,372		1,393
Class A3, 5.542% 1/15/49 (k)	2,414		1,757
Series 2007-C3:
Class A1, 5.664% 6/15/39 (k)	264		269
Class A4, 5.7229% 6/15/39 (k)	726		532
Series 2006-C4 Class AAB, 5.439% 9/15/39	6,870		6,660
Series 2006-C5 Class ASP, 0.6636% 12/15/39 (k)(m)	11,050		234
Series 2007-C5 Class A4, 5.695% 9/15/40 (k)	1,249		919
Credit Suisse First Boston Mortgage Capital Certificates floater Series 2007-TF2A Class B, 0.6228% 4/15/22 (e)(k)	4,306		1,077
Credit Suisse First Boston Mortgage Securities Corp.:
sequential payer:
Series 2000-C1 Class A2, 7.545% 4/15/62	1,349		1,379
Series 2001-CK6 Class B, 6.582% 8/15/36	1,207		1,216
Series 2002-CP5 Class A1, 4.106% 12/15/35	130		133
Series 2004-C1:
Class A3, 4.321% 1/15/37	407		412
Class A4, 4.75% 1/15/37	562		548
Series 1998-C1 Class D, 7.17% 5/17/40	1,263		1,305
Series 1999-C1 Class E, 8.1143% 9/15/41 (k)	1,247		1,243
Series 2001-CK6 Class AX, 0.9618% 9/15/18 (k)(m)	3,506		56
Series 2001-CKN5 Class AX, 2.0784% 9/15/34 (e)(k)(m)	11,256		335
Series 2003-C4 Class ASP, 0.4415% 8/15/36 (e)(k)(m)	9,940		45
Series 2004-C1 Class ASP, 0.953% 1/15/37 (e)(k)(m)	39,192		524
Series 2006-C1 Class A3, 5.5509% 2/15/39 (k)	6,373		6,221
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Credit Suisse Mortgage Capital Certificates:
floater:
Series 200-TFL1 Class B, 0.4228% 2/15/22 (e)(k)	$ 457		$ 206
Series 2007-TFL1:
Class C:
0.4428% 2/15/22 (e)(k)	840		319
0.5428% 2/15/22 (e)(k)	300		90
Class F, 0.5928% 2/15/22 (e)(k)	600		162
sequential payer Series 2007-C1 Class A1, 5.227% 2/15/40	128		131
Series 2007-C1:
Class ASP, 0.4177% 2/15/40 (k)(m)	23,650		339
Class B, 5.487% 2/15/40 (e)(k)	1,845		268
DLJ Commercial Mortgage Corp. sequential payer Series 2000-CF1 Class A1B, 7.62% 6/10/33	3,324		3,396
First Union National Bank-Bank of America Commercial Mortgage Trust Series 2001-C1:
Class D, 6.484% 3/15/33	430		388
Class G, 6.936% 3/15/33 (e)	794		670
GE Capital Commercial Mortgage Corp.:
sequential payer Series 2007-C1 Class A4, 5.543% 12/10/49	6,001		4,341
Series 2001-1 Class X1, 1.0483% 5/15/33 (e)(k)(m)	12,481		175
Series 2004-C1 Class X2, 1.3053% 11/10/38 (e)(k)(m)	9,519		128
Series 2005-C1 Class B, 4.846% 6/10/48 (k)	345		111
Series 2007-C1 Class XP, 0.2088% 12/10/49 (k)(m)	27,803		199
Ginnie Mae guaranteed Multi-family REMIC pass-thru securities sequential payer Series 2002-35 Class C, 5.8613% 10/16/23 (k)	49		50
GMAC Commercial Mortgage Securities, Inc.:
Series 2003-C3 Class X2, 0.8723% 12/10/38 (e)(k)(m)	10,917		80
Series 2004-C3 Class X2, 0.6224% 12/10/41 (k)(m)	24,478		295
Series 2005-C1 Class X2, 0.6559% 5/10/43 (k)(m)	6,579		82
Greenwich Capital Commercial Funding Corp.:
floater Series 2006-FL4 Class B, 0.4653% 11/5/21 (e)(k)	454		210
sequential payer:
Series 2004-GG1 Class A4, 4.755% 6/10/36	771		777
Series 2007-GG11:
Class A1, 5.358% 12/10/49	1,401		1,425
Class A2, 5.597% 12/10/49	2,414		2,322
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Greenwich Capital Commercial Funding Corp.: - continued
sequential payer:
Series 2007-GG9:
Class A1, 5.233% 3/10/39	$ 354		$ 359
Class A4, 5.444% 3/10/39	3,509		2,994
Series 2003-C1 Class XP, 2.2423% 7/5/35 (e)(k)(m)	5,762		87
Series 2003-C2 Class XP, 1.1772% 1/5/36 (e)(k)(m)	13,124		114
Series 2005-GG3 Class XP, 0.9155% 8/10/42 (e)(k)(m)	24,118		406
Series 2006-GG7:
Class A3, 5.9166% 7/10/38 (k)	3,182		3,023
Class A4, 5.9166% 7/10/38 (k)	4,536		3,961
Series 2007-GG11 Class A1, 0.4798% 12/10/49 (e)(m)	30,418		328
GS Mortgage Securities Corp. II:
floater:
Series 2006-FL8A:
Class C, 0.5156% 6/6/20 (e)(k)	61		45
Class D, 0.5556% 6/6/20 (e)(k)	288		153
Class E, 0.6456% 6/6/20 (e)(k)	334		170
Class F, 0.7156% 6/6/20 (e)(k)	376		173
Series 2007-EOP:
Class C, 0.5956% 3/6/20 (e)(k)	1,355		1,030
Class D, 0.6456% 3/6/20 (e)(k)	2,650		1,988
Class F, 0.7556% 3/6/20 (e)(k)	112		82
Class G, 0.7956% 3/6/20 (e)(k)	56		40
Class H, 0.9256% 3/6/20 (e)(k)	44		30
Class J, 1.1256% 3/6/20 (e)(k)	63		42
sequential payer Series 2004-GG2 Class A4, 4.964% 8/10/38	374		373
Series 2001-LIBA Class C, 6.733% 2/14/16 (e)	597		641
Series 2005-GG4 Class XP, 0.6918% 7/10/39 (e)(k)(m)	27,306		425
Series 2006-GG6 Class A2, 5.506% 4/10/38 (k)	7,078		7,111
GS Mortgage Securities Trust:
sequential payer:
Series 2006-GG8 Class A2, 5.479% 11/10/39	1,811		1,799
Series 2007-GG10:
Class A1, 5.69% 8/10/45	503		516
Class A2, 5.778% 8/10/45	575		573
Class A4, 5.8051% 8/10/45 (k)	366		286
Series 2007-GG10 Class B, 5.8051% 8/10/45 (k)	1,509		326
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
JPMorgan Chase Commercial Mortgage Securities Corp.:
Series 2004-C1 Class X2, 1.1524% 1/15/38 (e)(k)(m)	$ 2,925		$ 33
Series 2004-CB8 Class X2, 1.2614% 1/12/39 (e)(k)(m)	3,050		40
JPMorgan Chase Commercial Mortgage Securities Trust:
floater Series 2006-FLA2:
Class B, 0.4428% 11/15/18 (e)(k)	1,010		536
Class C, 0.4828% 11/15/18 (e)(k)	717		366
Class D, 0.5028% 11/15/18 (e)(k)	242		105
Class E, 0.5528% 11/15/18 (e)(k)	262		113
Class F, 0.6028% 11/15/18 (e)(k)	393		166
Class G, 0.6328% 11/15/18 (e)(k)	341		146
Class H, 0.7728% 11/15/18 (e)(k)	262		93
sequential payer:
Series 2006-CB14 Class A3B, 5.4854% 12/12/44 (k)	3,590		3,239
Series 2006-CB15 Class A3, 5.819% 6/12/43 (k)	1,817		1,680
Series 2006-CB17 Class A4, 5.429% 12/12/43	971		873
Series 2006-LDP8 Class A4, 5.399% 5/15/45	769		639
Series 2006-LDP9 Class A2, 5.134% 5/15/47 (k)	573		543
Series 2007-LD11:
Class A2, 5.7828% 6/15/49 (k)	3,389		3,384
Class A4, 5.7978% 6/15/49 (k)	1,791		1,515
Series 2007-LDP10 Class A1, 5.122% 1/15/49	120		121
Series 2007-LDPX Class A3, 5.412% 1/15/49	3,322		2,788
Series 2004-LDP4 Class D, 5.1236% 10/15/42 (k)	1,086		239
Series 2005-CB13 Class E, 5.3498% 1/12/43 (e)(k)	611		104
Series 2006-CB17 Class A3, 5.45% 12/12/43	344		325
Series 2007-CB19:
Class B, 5.7442% 2/12/49	103		30
Class C, 5.7462% 2/12/49	270		68
Class D, 5.7462% 2/12/49	284		68
Series 2007-LDP10:
Class BS, 5.437% 1/15/49 (k)	231		54
Class CS, 5.466% 1/15/49 (k)	100		23
Class ES, 5.5454% 1/15/49 (e)(k)	624		77
JPMorgan Commercial Mortgage Finance Corp. Series 2000-C9 Class G, 6.25% 10/15/32 (e)	498		493
LB Commercial Conduit Mortgage Trust:
Series 1998-C1 Class D, 6.98% 2/18/30	1,306		1,342
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
LB Commercial Conduit Mortgage Trust: - continued
Series 2007-C3:
Class F, 5.9498% 7/15/44 (k)	$ 240		$ 24
Class G, 6.1497% 7/15/44 (e)(k)	423		40
LB-UBS Commercial Mortgage Trust:
sequential pay Series 2006-C1 Class A4, 5.156% 2/15/31	459		413
sequential payer:
Series 2000-C3 Class A2, 7.95% 1/15/10	1,735		1,755
Series 2001-C2 Class A2, 6.653% 11/15/27	232		243
Series 2001-C3 Class A1, 6.058% 6/15/20	86		88
Series 2006-C1 Class A2, 5.084% 2/15/31	579		578
Series 2006-C3 Class A1, 5.478% 3/15/39	103		105
Series 2006-C6:
Class A1, 5.23% 9/15/39	176		179
Class A2, 5.262% 9/15/39 (k)	2,106		2,116
Series 2006-C7:
Class A1, 5.279% 11/15/38	998		1,017
Class A2, 5.3% 11/15/38	1,328		1,324
Class A3, 5.347% 11/15/38	899		792
Series 2007-C1:
Class A1, 5.391% 2/15/40 (k)	197		200
Class A4, 5.424% 2/15/40	156		118
Series 2007-C2:
Class A1, 5.226% 2/15/40	1,279		1,300
Class A3, 5.43% 2/15/40	582		447
Series 2000-C5 Class E, 7.29% 12/15/32	84		83
Series 2001-C3 Class B, 6.512% 6/15/36	2,333		2,421
Series 2001-C7 Class D, 6.514% 11/15/33	1,328		1,246
Series 2003-C3 Class XCP, 1.2222% 3/11/37 (e)(k)(m)	5,064		37
Series 2004-C2 Class XCP, 1.2332% 3/15/36 (e)(k)(m)	19,155		280
Series 2004-C4 Class A2, 4.567% 6/15/29 (k)	344		345
Series 2005-C3 Class XCP, 0.7261% 7/15/40 (k)(m)	4,069		72
Series 2006-C6 Class XCP, 0.6633% 9/15/39 (k)(m)	7,481		142
Series 2007-C1:
Class C, 5.533% 2/15/40 (k)	2,655		566
Class D, 5.563% 2/15/40 (k)	483		94
Class E, 5.582% 2/15/40 (k)	241		45
Class XCP, 0.4737% 2/15/40 (k)(m)	2,945		42
Series 2007-C6 Class A4, 5.858% 7/15/40 (k)	1,508		1,200
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
LB-UBS Commercial Mortgage Trust: - continued
Series 2007-C7:
Class A3, 5.866% 9/15/45	$ 3,947		$ 3,246
Class XCP, 0.3054% 9/15/45 (k)(m)	99,300		1,167
LB-UBS Westfield Trust Series 2001-WM, 6.754% 7/14/16 (e)	345		344
Leafs CMBS I Ltd./Leafs CMBS I Corp. Series 2002-1A:
Class B, 4.13% 11/20/37 (e)	1,827		1,480
Class C, 4.13% 11/20/37 (e)	5,207		3,541
Lehman Brothers Floating Rate Commercial Mortgage Trust floater Series 2006-LLFA:
Class D, 0.5028% 9/15/21 (e)(k)	387		155
Class E, 0.5628% 9/15/21 (e)(k)	1,395		418
Class F, 0.6128% 9/15/21 (e)(k)	515		142
Class G, 0.6328% 9/15/21 (e)(k)	1,017		254
Class H, 0.6728% 9/15/21 (e)(k)	263		59
Lehman Large Loan Trust Series 1997-LLI Class E, 7.3% 10/12/34	2,142		2,338
Merrill Lynch Mortgage Trust:
sequential payer:
Series 2004-MKB1 Class A2, 4.353% 2/12/42	282		284
Series 2007-C1 Class A1, 4.533% 6/12/50	1,111		1,119
Series 2005-CKI1 Class A3, 5.2398% 11/12/37 (k)	1,982		1,985
Series 2005-LC1 Class F, 5.3781% 1/12/44 (e)(k)	1,050		221
Series 2006-C1 Class A2, 5.6114% 5/12/39 (k)	1,702		1,717
Series 2007-C1 Class A4, 5.8286% 6/12/50 (k)	4,569		3,530
Series 2008-C1 Class A4, 5.69% 2/12/51	2,576		1,987
Merrill Lynch-CFC Commercial Mortgage Trust:
floater Series 2006-4 Class A2FL, 0.4163% 12/12/49 (k)	562		464
sequential payer:
Series 2006-1 CLass A3, 5.671% 2/12/39	1,284		1,206
Series 2006-4 Class ASB, 5.133% 12/12/49 (k)	1,037		932
Series 2007-5:
Class A1, 4.275% 8/12/48	91		91
Class A3, 5.364% 8/12/48	471		398
Class A4, 5.378% 8/12/48	48		35
Class B, 5.479% 2/12/17	3,621		750
Series 2007-6 Class A1, 5.175% 3/12/51	106		107
Series 2007-7 Class A4, 5.7487% 6/12/50 (k)	4,225		3,068
Series 2007-8 Class A1, 4.622% 8/12/49	374		376
Series 2007-9 Class A4, 5.7% 9/12/49	315		239
Series 2006-2 Class A4, 5.9092% 6/12/46 (k)	733		697
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Merrill Lynch-CFC Commercial Mortgage Trust: - continued
Series 2006-4 Class XP, 0.6228% 12/12/49 (k)(m)	$ 27,238		$ 582
Series 2007-6 Class B, 5.635% 3/12/51 (k)	1,207		270
Series 2007-7 Class B, 5.75% 6/12/50	105		24
Series 2007-8 Class A3, 5.957% 8/12/49 (k)	1,041		796
Morgan Stanley Capital I Trust:
floater:
Series 2005-XLF:
Class G, 0.643% 8/15/19 (e)(k)	20		18
Class H, 0.663% 8/15/19 (e)(k)	96		74
Class J, 0.733% 8/15/19 (e)(k)	72		52
Series 2006-XLF:
Class C, 1.473% 7/15/19 (e)(k)	370		37
Class F, 0.593% 7/15/19 (e)(k)	1,162		930
Class G, 0.633% 7/15/19 (e)(k)	660		343
Series 2007-XCLA Class A1, 0.473% 7/17/17 (e)(k)	1,224		673
Series 2007-XLCA Class B, 0.7728% 7/17/17 (e)(k)	1,279		64
Series 2007-XLFA:
Class C, 0.433% 10/15/20 (e)(k)	693		222
Class D, 0.463% 10/15/20 (e)(k)	300		75
Class E, 0.523% 10/15/20 (e)(k)	376		75
Class F, 0.573% 10/15/20 (e)(k)	225		41
Class G, 0.613% 10/15/20 (e)(k)	279		61
Class H, 0.703% 10/15/20 (e)(k)	176		18
Class J, 0.853% 10/15/20 (e)(k)	200		16
Class MHRO, 0.963% 10/15/20 (e)(k)	416		46
Class MJPM, 1.273% 10/15/20 (e)(k)	131		12
Class MSTR, 0.973% 10/15/20 (e)(k)	235		33
Class NHRO, 1.163% 10/15/20 (e)(k)	630		57
Class NSTR, 1.123% 10/15/20 (e)(k)	217		24
sequential payer:
Series 2003-IQ5 Class X2, 0.9799% 4/15/38 (e)(k)(m)	4,101		61
Series 2004-HQ3 Class A2, 4.05% 1/13/41	341		344
Series 2005-IQ9 Class A3, 4.54% 7/15/56	1,792		1,758
Series 2006-HQ10 Class A1, 5.131% 11/12/41	388		394
Series 2006-HQ8 Class A1, 5.124% 3/12/44	30		30
Series 2006-T23 Class A1, 5.682% 8/12/41	1,075		1,100
Series 2007-HQ11:
Class A1, 5.246% 2/12/44	337		342
Class A31, 5.439% 2/12/44 (k)	611		568
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Morgan Stanley Capital I Trust: - continued
sequential payer:
Series 2007-IQ13 Class A1, 5.05% 3/15/44	$ 339		$ 344
Series 2007-IQ14 Class A1, 5.38% 4/15/49	821		836
Series 2007-T25:
Class A1, 5.391% 11/12/49	239		244
Class A2, 5.507% 11/12/49	1,186		1,149
Series 2003-IQ6 Class X2, 0.5812% 12/15/41 (e)(k)(m)	8,736		101
Series 2005-IQ9 Class X2, 1.1689% 7/15/56 (e)(k)(m)	14,759		328
Series 2006-HQ10 Class X2, 0.69% 11/12/41 (e)(k)(m)	8,531		115
Series 2006-HQ8 Class A3, 5.4387% 3/12/16 (k)	1,872		1,818
Series 2006-HQ9 Class B, 5.832% 7/12/44 (k)	1,791		571
Series 2006-IQ11:
Class A3, 5.7345% 10/15/42 (k)	2,003		1,915
Class A4, 5.7705% 10/15/42 (k)	362		309
Series 2006-IQ12 Class B, 5.468% 12/15/43	1,207		354
Series 2006-T23 Class A3, 5.8075% 8/12/41 (k)	616		577
Series 2007-HQ11 Class B, 5.538% 2/20/44 (k)	2,189		603
Series 2007-HQ12 Series A1, 5.519% 4/12/49 (k)	544		556
Series 2007-IQ14:
Class A4, 5.692% 4/15/49 (k)	1,811		1,409
Class B, 5.914% 4/15/49	297		82
Series 2007-XLC1:
Class C, 0.8728% 7/17/17 (e)(k)	1,714		86
Class D, 0.9728% 7/17/17 (e)(k)	807		40
Class E, 1.0728% 7/17/17 (e)(k)	656		33
Morgan Stanley Dean Witter Capital I Trust sequential payer Series 2001-PPM Class A2, 6.4% 2/15/31	33		35
Salomon Brothers Mortgage Securities VII, Inc. sequential payer Series 2000-C3 Class A2, 6.592% 12/18/33	2,050		2,106
SBA CMBS Trust Series 2006-1A Class C, 5.559% 11/15/36 (e)	115		114
STRIPS III Ltd./STRIPS III Corp. floater Series 2004-1A Class A, 0.7475% 3/24/18 (e)(k)	38		34
Structured Asset Securities Corp. Series 1997-LLI Class D, 7.15% 10/12/34	183		195
TrizecHahn Office Properties Trust Series 2001-TZHA Class C4, 6.893% 5/15/16 (e)	1,026		1,085
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Wachovia Bank Commercial Mortgage Trust:
floater:
Series 2005-WL5A Class K, 1.4728% 1/15/18 (e)(k)	$ 575		$ 345
Series 2006-WL7A:
Class E, 0.5528% 9/15/21 (e)(k)	867		260
Class F, 0.6281% 8/11/18 (e)(k)	846		169
Class G, 0.6481% 8/11/18 (e)(k)	801		120
Class J, 0.8881% 8/11/18 (e)(k)	178		18
Series 2007-WHL8:
Class AP1, 0.9728% 6/15/20 (e)(k)	99		20
Class AP2, 1.0728% 6/15/20 (e)(k)	165		25
Class F, 0.7528% 6/15/20 (e)(k)	2,422		484
Class LXR1, 0.9728% 6/15/20 (e)(k)	148		30
Class LXR2, 1.0728% 6/15/20 (e)(k)	1,651		165
sequential payer:
Series 2003-C6 Class A2, 4.498% 8/15/35	396		402
Series 2003-C7 Class A1, 4.241% 10/15/35 (e)	2,682		2,720
Series 2003-C8 Class A3, 4.445% 11/15/35	5,256		5,185
Series 2006-C27 Class A2, 5.624% 7/15/45	1,078		1,078
Series 2006-C29:
Class A1, 5.11% 11/15/48	816		829
Class A3, 5.313% 11/15/48	3,206		2,938
Series 2007-C30:
Class A1, 5.031% 12/15/43	171		173
Class A3, 5.246% 12/15/43	1,036		999
Class A4, 5.305% 12/15/43	355		284
Class A5, 5.342% 12/15/43	1,291		915
Series 2007-C31:
Class A1, 5.14% 4/15/47	189		191
Class A4, 5.509% 4/15/47	2,728		2,061
Series 2007-C32:
Class A2, 5.7355% 6/15/49 (k)	1,448		1,420
Class A3, 5.9289% 6/15/49 (k)	2,049		1,599
Series 2003-C6 Class G, 5.125% 8/15/35 (e)	573		293
Series 2003-C8 Class XP, 0.3689% 11/15/35 (e)(k)(m)	4,779		22
Series 2003-C9 Class XP, 0.4822% 12/15/35 (e)(k)(m)	4,822		29
Series 2004-C15:
Class 180A, 5.3979% 10/15/41 (e)(k)	928		854
Class 180B, 5.3979% 10/15/41 (e)(k)	422		392
Series 2005-C19 Class B, 4.892% 5/15/44	1,207		483
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Wachovia Bank Commercial Mortgage Trust: - continued
Series 2005-C22:
Class B, 5.3549% 12/15/44 (k)	$ 2,676		$ 803
Class F, 5.3549% 12/15/44 (e)(k)	2,013		262
Series 2006-C29 Class E, 5.516% 11/15/48 (k)	1,207		151
Series 2007-C30:
Class C, 5.483% 12/15/43 (k)	3,621		398
Class D, 5.513% 12/15/43 (k)	1,931		193
Class XP, 0.4317% 12/15/43 (e)(k)(m)	14,844		224
Series 2007-C31 Class C, 5.693% 4/15/47 (k)	332		42
Series 2007-C32:
Class D, 5.7405% 6/15/49 (k)	907		100
Class E, 5.7405% 6/15/49 (k)	1,430		150
Wachovia Bank Commercial Mortgage Trust pass-thru certificates:
sequential payer Series 2007-C33 Class A5, 5.9023% 2/15/51 (k)	799		618
Series 2007-C33 Class B, 5.9023% 2/15/51 (k)	2,030		315
TOTAL COMMERCIAL MORTGAGE SECURITIES (Cost $289,931)		309,090
Municipal Securities - 0.2%
California Gen. Oblig. 5.25% 4/1/14 (Cost $9,044)	9,000		9,107
Foreign Government and Government Agency Obligations - 0.1%
Chilean Republic 7.125% 1/11/12 (Cost $3,640)	3,362		3,753
Supranational Obligations - 0.0%
Corporacion Andina de Fomento 5.2% 5/21/13 (Cost $240)	267		272
Bank Notes - 0.1%
National City Bank, Cleveland 0.7675% 3/1/13 (k) (Cost $4,144)	5,490		4,917

Fixed-Income Funds - 12.0%
	Shares		Value (000s)
Fidelity Corporate Bond 1-10 Year Central Fund (l)	4,074,920		$ 413,890
Fidelity Corporate Bond 1-5 Year Central Fund (l)	299,602		30,646
Fidelity Specialized High Income Central Fund (l)	632,749		56,460
TOTAL FIXED-INCOME FUNDS (Cost $501,027)		500,996
Preferred Securities - 0.1%
	Principal Amount (000s)
FINANCIALS - 0.1%
Diversified Financial Services - 0.1%
ING Groep NV 5.775% (k)	$ 1,162		660
MUFG Capital Finance 1 Ltd. 6.346% (k)	4,544		4,202
TOTAL PREFERRED SECURITIES (Cost $3,445)		4,862
Cash Equivalents - 11.2%
	Maturity Amount (000s)
Investments in repurchase agreements in a joint trading account at:
0.2%, dated 8/31/09 due 9/1/09 (Collateralized by U.S. Treasury Obligations) #	$ 354,619		354,617
0.21%, dated 8/31/09 due 9/1/09 (Collateralized by U.S. Government Obligations) # (a)	115,894		115,893
TOTAL CASH EQUIVALENTS (Cost $470,510)		470,510
TOTAL INVESTMENT PORTFOLIO - 105.1% (Cost $4,228,056)			4,394,129
NET OTHER ASSETS - (5.1)%			(213,900)
NET ASSETS - 100%		$ 4,180,229

Swap Agreements
	Expiration Date	Notional Amount (000s)	Value (000s)
Credit Default Swaps
Receive monthly notional amount multiplied by 3.05% and pay Merrill Lynch upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-NC8, Class B3, 7.2913% 9/25/34 (Rating-B1) (i)	Oct. 2034	$ 631	$ (474)
Receive monthly notional amount multiplied by 2.5% and pay Credit Suisse First Boston upon credit event of Ameriquest Mortgage Securities, Inc., par value of the notional amount of Ameriquest Mortgage Securities, Inc. Series 2004-R11 Class M9, 8.03% 11/25/34 (Rating-C) (i)	Dec. 2034	1,282	(1,224)
Receive monthly notional amount multiplied by 3.35% and pay Morgan Stanley, Inc. upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-HE7, Class B3, 9.01% 8/25/34 (Rating-C) (i)	Sept. 2034	610	(576)
Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to UBS upon each credit event of one of the issues of ABX AA 07-1 Index, par value of the proportional notional amount (Rating-C) (Upfront Payment $176,000) (j)	Sept. 2037	787	(767)
Receive monthly notional amount multiplied by .82% and pay UBS upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-NC6 Class M3, 5.6413% 7/25/34 (i)	August 2034	479	(351)
Receive monthly notional amount multiplied by .85% and pay UBS upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-NC8 Class M6, 5.4413% 9/25/34 (i)	Oct. 2034	572	(409)
Receive monthly notional amount multiplied by 2.54% and pay Merrill Lynch upon credit event of Countrywide Home Loans, Inc., par value of the notional amount of Countrywide Home Loans, Inc. Series 2003-BC1 Class B1, 7.6913% 3/25/32 (Rating-Ba1) (i)	April 2032	184	(101)
Swap Agreements - continued
	Expiration Date	Notional Amount (000s)	Value (000s)
Credit Default Swaps - continued
Receive monthly notional amount multiplied by 2.61% and pay Goldman Sachs upon credit event of Fremont Home Loan Trust, par value of the notional amount of Fremont Home Loan Trust Series 2004-1 Class M9, 7.3913% 2/25/34 (Rating-Baa3) (i)	March 2034	$ 43	$ (6)
Receive monthly notional amount multiplied by 2.61% and pay Goldman Sachs upon credit event of Fremont Home Loan Trust, par value of the notional amount of Fremont Home Loan Trust Series 2004-A Class B3, 7.0413% 1/25/34 (Rating-C) (i)	Feb. 2034	4	(4)
TOTAL CREDIT DEFAULT SWAPS		$ 4,592	$ (3,912)
Interest Rate Swaps
Receive quarterly a fixed rate equal to 4.3875% and pay quarterly a floating rate based on 3-month LIBOR with Credit Suisse First Boston	March 2010	35,000	1,025
Receive semi-annually a fixed rate equal to 3.567% and pay quarterly a floating rate based on 3-month LIBOR with Credit Suisse First Boston	May 2011	197,820	10,115
Receive semi-annually a fixed rate equal to 4.449% and pay quarterly a floating rate based on 3-month LIBOR with Credit Suisse First Boston	May 2018	69,309	5,949
Receive semi-annually a fixed rate equal to 4.80% and pay quarterly a floating rate based on 3-month LIBOR with JPMorgan Chase, Inc. (Upfront Payment $(1,497,182))	Dec. 2011	30,000	2,492
Receive semi-annually a fixed rate equal to 4.94% and pay quarterly a floating rate based on 3-month LIBOR with JPMorgan Chase, Inc. (Upfront Payment $(4,235,437))	March 2012	75,000	7,713
Receive semi-annually a fixed rate equal to 5.02% and pay quarterly a floating rate based on 3-month LIBOR with JPMorgan Chase, Inc. (Upfront Payment $(2,261,957))	Nov. 2011	40,000	3,652
Swap Agreements - continued
	Expiration Date	Notional Amount (000s)	Value (000s)
Interest Rate Swaps - continued
Receive semi-annually a fixed rate equal to 5.2605% and pay quarterly a floating rate based on 3-month LIBOR with Deutsche Bank	Sept. 2011	$ 150,000	$ 11,734
TOTAL INTEREST RATE SWAPS		$ 597,129	$ 42,680
		$ 601,721	$ 38,768

Legend

(a) Includes investment made with cash collateral received from securities on loan.

(b) Non-income producing - Issuer is in default.

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

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

(e) 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 $392,098,000 or 9.4% of net assets.

(f) Under the Temporary Liquidity Guarantee Program, the Federal Deposit Insurance Corporation guarantees principal and interest in the event of payment default or bankruptcy until the earlier of maturity date of the debt or until June 30, 2012. At the end of the period these securities amounted to $16,633,000 or 0.4% of net assets.

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

(h) Security or a portion of the security has been segregated as collateral for open swap agreements. At the period end, the value of securities pledged amounted to $3,060,000.

(i) Represents a credit default swap contract in which the fund has sold protection on the underlying reference entity. The value of each credit default swap and the credit rating can be measures of the current payment/performance risk. For the underlying reference entity, ratings disclosed are from Moody's Investor Services, Inc. Where Moody's ratings are not available, S&P ratings are disclosed and are indicated as such. All ratings are as of the report date and do not reflect subsequent changes. Where a credit rating is not disclosed, the value is used as the measure of the payment/performance risk.

(j) Represents a tradable index of credit default swaps on home equity asset-backed debt securities. In addition, the swap represents a contract in which the fund has sold protection on the index of underlying securities. Ratings represent a weighted average of the ratings of all securities included in the index. Ratings used in the weighted average are from Moody's Investor Services, Inc., or S&P where Moody's ratings are not available. All ratings are as of the report date and do not reflect subsequent changes.

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

(l) Affiliated fund that is 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 web site 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, is available at fidelity.com. 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 web site or upon request

(m) 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 held as of the end of the period.

* Amount represents less than $1,000.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty	Value (Amounts in thousands)
$354,617,000 due 9/01/09 at 0.20%
BNP Paribas Securities Corp.	$ 60,976
Banc of America Securities LLC	30,361
Bank of America, NA	75,902
Deutsche Bank Securities, Inc.	33,397
ING Financial Markets LLC	9,768
J.P. Morgan Securities, Inc.	60,721
Mizuho Securities USA, Inc.	30,361
Morgan Stanley & Co., Inc.	15,180
Societe Generale, New York Branch	37,951
	$ 354,617
$115,893,000 due 9/01/09 at 0.21%
J.P. Morgan Securities, Inc.	$ 115,893

Affiliated Central Funds

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

Fund	Income earned (Amounts in thousands)
Fidelity 1-3 Year Duration Securitized Bond Central Fund	$ 6,027
Fidelity Commercial Mortgage-Backed Securities Central Fund	20,193
Fidelity Corporate Bond 1-10 Year Central Fund	72,007
Fidelity Corporate Bond 1-5 Year Central Fund	2,829
Fidelity Specialized High Income Central Fund	9,198
Fidelity Ultra-Short Central Fund	3,111
Total	$ 113,365

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

Fund (Amounts in thousands)	Value, beginning of period	Purchases	Sales Proceeds	Value, end of period	% ownership, end of period
Fidelity 1-3 Year Duration Securitized Bond Central Fund	$ 332,311	$ 4,855	$ 307,802*	$ -	0.0%
Fidelity Commercial Mortgage-Backed Securities Central Fund	663,536	16,857	556,718*	-	0.0%
Fidelity Corporate Bond 1-10 Year Central Fund	2,208,849	59,544	1,753,633*	413,890	14.7%
Fidelity Corporate Bond 1-5 Year Central Fund	96,179	1,894	64,869*	30,646	9.2%
Fidelity Specialized High Income Central Fund	149,427	9,198	89,792*	56,460	13.8%
Fidelity Ultra-Short Central Fund	429,103	-	361,025*	-	0.0%
Total	$ 3,879,405	$ 91,981	$ 3,133,751	$ 500,996

* Includes the value of shares redeemed through in-kind transactions. See Note 7 of the Notes to Financial Statements.

Other Information

The following is a summary of the inputs used, as of August 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description (Amounts in thousands)	Total	Level 1	Level 2	Level 3
Investments in Securities:
Asset-Backed Securities	$ 118,716	$ -	$ 103,684	$ 15,032
Bank Notes	4,917	-	4,917	-
Cash Equivalents	470,510	-	470,510	-
Collateralized Mortgage Obligations	111,893	-	107,614	4,279
Commercial Mortgage Securities	309,090	-	276,116	32,974
Corporate Bonds	1,453,457	-	1,453,457	-
Fixed-Income Funds	500,996	500,996	-	-
Foreign Government and Government Agency Obligations	3,753	-	3,753	-
Municipal Securities	9,107	-	9,107	-
Preferred Securities	4,862	-	4,862	-
Supranational Obligations	272	-	272	-
U.S. Government Agency - Mortgage Securities	450,733	-	450,733	-
U.S. Government and Government Agency Obligations	955,823	-	955,823	-
Total Investments in Securities:	$ 4,394,129	$ 500,996	$ 3,840,848	$ 52,285
Derivative Instruments:
Assets
Swap Agreements	$ 42,680	$ -	$ 42,680	$ -
Liabilities
Swap Agreements	$ (3,912)	$ -	$ (1,526)	$ (2,386)
Total Derivative Instruments:	$ 38,768	$ -	$ 41,154	$ (2,386)

The following is a reconciliation of Investments in Securities and Derivative Instruments for which Level 3 inputs were used in determining value: (Amounts in thousands)
Investments in Securities: Asset-Backed Securities
Beginning Balance	$ 814
Total Realized Gain (Loss)	(2,715)
Total Unrealized Gain (Loss)	4,798
Cost of Purchases	19,845
Proceeds of Sales	(9,508)
Amortization/Accretion	(3,317)
Transfers in/out of Level 3	5,115
Ending Balance	$ 15,032
The change in unrealized gain (loss) attributable to Level 3 securities at August 31, 2009	$ (653)
Collateralized Mortgage Obligations
Beginning Balance	$ 153
Total Realized Gain (Loss)	(272)
Total Unrealized Gain (Loss)	2,733
Cost of Purchases	5,271
Proceeds of Sales	(1,290)
Amortization/Accretion	(2,316)
Transfers in/out of Level 3	-
Ending Balance	$ 4,279
The change in unrealized gain (loss) attributable to Level 3 securities at August 31, 2009	$ 501
Commercial Mortgage Securities
Beginning Balance	$ -
Total Realized Gain (Loss)	2
Total Unrealized Gain (Loss)	(2,462)
Cost of Purchases	42,718
Proceeds of Sales	(7,892)
Amortization/Accretion	608
Transfers in/out of Level 3	-
Ending Balance	$ 32,974
The change in unrealized gain (loss) attributable to Level 3 securities at August 31, 2009	$ (2,462)
Derivative Instruments:
Swap Agreements
Beginning Balance	$ (19,465)
Total Unrealized Gain (loss)	17,048
Transfers in/out of Level 3	31
Ending Balance	$ (2,386)
Realized gain (loss) on Swap Agreements for the period	$ (18,790)
The change in unrealized gain (loss) attributable to Level 3 Swap Agreements at August 31, 2009	$ 307

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities, Derivative Instruments and Other Financial Instruments identified as using Level 3 inputs at either the beginning or the end of the current fiscal period, and includes the value of securities received or delivered through affiliated in-kind transactions. See Note 7 of the Notes to Financial Statements. Transfers in or out of Level 3 represents either the beginning value (for transfer in), or the ending value (for transfer out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by risk exposure as of August 31, 2009. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Risk Exposure / Derivative Type (Amounts in thousands)	Value
	Asset	Liability
Credit Risk
Swap Agreements (a)	$ -	$ (3,912)
Interest Rate Risk
Swap Agreements (a)	42,680	-
Total Value of Derivatives	$ 42,680	$ (3,912)

(a) Value is disclosed on the Statement of Assets and Liabilities in the Unrealized Appreciation and Unrealized Depreciation on Swap Agreements line-items.

Distributions of investments by country of issue, as a percentage of total net assets is as follows: (Unaudited)

United States of America	89.5%
United Kingdom	2.2%
Luxembourg	1.5%
Netherlands	1.3%
Canada	1.2%
Others (individually less than 1%)	4.3%
	100.0%

Income Tax Information

At August 31, 2009, the fund had a capital loss carryforward of approximately $198,601,000 of which $54,135,000, $12,930,000 and $131,536,000 will expire on August 31, 2014, 2016 and 2017, respectively.

The fund intends to elect to defer to its fiscal year ending August 31, 2010 approximately $147,390,000 of losses recognized during the period November 1, 2008 to August 31, 2009.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amount)	August 31, 2009
Assets
Investment in securities, at value (including securities loaned of $113,304 and repurchase agreements of $470,510) - See accompanying schedule: Unaffiliated issuers (cost $3,727,029)	$ 3,893,133
Fidelity Central Funds (cost $501,027)	500,996
Total Investments (cost $4,228,056)		$ 4,394,129
Receivable for investments sold		18,052
Receivable for swap agreements		8
Receivable for fund shares sold		8,932
Interest receivable		30,682
Distributions receivable from Fidelity Central Funds		2,446
Unrealized appreciation on swap agreements		42,680
Other receivables		101
Total assets		4,497,030
Liabilities
Payable to custodian bank	$ 1
Payable for investments purchased Regular delivery	16,278
Delayed delivery	173,011
Payable for swap agreements	11
Payable for fund shares redeemed	5,370
Distributions payable	535
Unrealized depreciation on swap agreements	3,912
Accrued management fee	1,084
Other affiliated payables	452
Other payables and accrued expenses	254
Collateral on securities loaned, at value	115,893
Total liabilities		316,801
Net Assets		$ 4,180,229
Net Assets consist of:
Paid in capital		$ 4,521,934
Undistributed net investment income		23,737
Accumulated undistributed net realized gain (loss) on investments		(564,717)
Net unrealized appreciation (depreciation) on investments		199,275
Net Assets, for 417,238 shares outstanding		$ 4,180,229
Net Asset Value, offering price and redemption price per share ($4,180,229 ÷ 417,238 shares)		$ 10.02

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

Annual Report

Statement of Operations

Amounts in thousands	Year ended August 31, 2009
Investment Income
Dividends		$ 178
Interest		157,239
Income from Fidelity Central Funds		113,365
Total income		270,782
Expenses
Management fee	$ 16,482
Transfer agent fees	5,156
Fund wide operations fee	1,542
Independent trustees' compensation	20
Miscellaneous	176
Total expenses before reductions	23,376
Expense reductions	(36)	23,340
Net investment income		247,442
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	176,712
Redemption in-kind with affiliated entities	(166,829)
Fidelity Central Funds	(672,747)
Swap agreements	(4,054)
Total net realized gain (loss)		(666,918)
Change in net unrealized appreciation (depreciation) on: Investment securities	497,007
Swap agreements	48,713
Total change in net unrealized appreciation (depreciation)		545,720
Net gain (loss)		(121,198)
Net increase (decrease) in net assets resulting from operations		$ 126,244

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Amounts in thousands	Year ended August 31, 2009	Year ended August 31, 2008
Increase (Decrease) in Net Assets
Operations
Net investment income	$ 247,442	$ 367,227
Net realized gain (loss)	(666,918)	(7,274)
Change in net unrealized appreciation (depreciation)	545,720	(184,404)
Net increase (decrease) in net assets resulting from operations	126,244	175,549
Distributions to shareholders from net investment income	(253,119)	(363,567)
Distributions to shareholders from net realized gain	(19,796)	-
Total distributions	(272,915)	(363,567)
Share transactions Proceeds from sales of shares	1,258,789	1,192,534
Reinvestment of distributions	259,207	357,893
Cost of shares redeemed	(4,076,818)	(2,776,563)
Net increase (decrease) in net assets resulting from share transactions	(2,558,822)	(1,226,136)
Total increase (decrease) in net assets	(2,705,493)	(1,414,154)
Net Assets
Beginning of period	6,885,722	8,299,876
End of period (including undistributed net investment income of $23,737 and undistributed net investment income of $26,651, respectively)	$ 4,180,229	$ 6,885,722
Other Information Shares
Sold	133,503	118,070
Issued in reinvestment of distributions	27,949	35,520
Redeemed	(443,397)	(274,858)
Net increase (decrease)	(281,945)	(121,268)

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

Annual Report

Financial Highlights

Years ended August 31,	2009	2008	2007	2006 K	2006 J	2005 J
Selected Per-Share Data
Net asset value, beginning of period	$ 9.85	$ 10.12	$ 10.24	$ 10.14	$ 10.43	$ 10.54
Income from Investment Operations
Net investment income D	.449	.483	.501	.169	.436	.366
Net realized and unrealized gain (loss)	.205 G	(.278)	(.134)	.081	(.295)	(.009)
Total from investment operations	.654	.205	.367	.250	.141	.357
Distributions from net investment income	(.454)	(.475)	(.475)	(.150)	(.421)	(.362)
Distributions from net realized gain	(.030)	-	(.012)	-	(.010)	(.105)
Total distributions	(.484)	(.475)	(.487)	(.150)	(.431)	(.467)
Net asset value, end of period	$ 10.02	$ 9.85	$ 10.12	$ 10.24	$ 10.14	$ 10.43
Total Return B, C	7.13%	2.03%	3.63%	2.48%	1.36%	3.47%
Ratios to Average Net Assets E, H
Expenses before reductions	.45%	.45%	.45%	.45% A	.46%	.62%
Expenses net of fee waivers, if any	.45%	.45%	.45%	.45% A	.46%	.62%
Expenses net of all reductions	.45%	.44%	.44%	.44% A	.46%	.61%
Net investment income	4.80%	4.79%	4.89%	4.96% A	4.22%	3.50%
Supplemental Data
Net assets, end of period (in millions)	$ 4,180	$ 6,886	$ 8,300	$ 7,567	$ 7,658	$ 7,272
Portfolio turnover rate F	66% I	80%	94% I	71% A	44%	74%

^A Annualized

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

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

^D Calculated based on average shares outstanding during the period.

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

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

^G The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

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

^I The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

^J For the period ended April 30.

^K For the four month period ended August 31. The Fund changed its fiscal year end from April 30 to August 31, effective August 31, 2006.

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

Annual Report

Notes to Financial Statements

For the period ended August 31, 2009

(Amounts in thousands except ratios)

1. Organization.

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

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds 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 their investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the Fund. These strategies are consistent with the investment objectives of the Fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the Fund. The following summarizes the Fund's investment in each Fidelity Central Fund.

Fidelity Central Fund	Investment Manager	Investment Objective	Investment Practices
Fidelity Corporate Bond 1-5 Year Central Fund	Fidelity Investment Money Management, Inc. (FIMM)	Seeks a high level of income by normally investing in investment-grade corporate bonds and other corporate debt securities and repurchase agreements for those securities.	Repurchase Agreements Restricted Securities Swap Agreements
Fidelity Corporate Bond 1-10 Year Central Fund	FIMM	Seeks a high level of income by normally investing in investment-grade corporate bonds and other corporate debt securities and repurchase agreements for those securities.	Delayed Delivery & When Issued Securities Repurchase Agreements Restricted Securities Swap Agreements
Fidelity Specialized High Income Central Fund	Fidelity Management & Research Company, Inc. (FMRC)	Seeks a high level of current income by normally investing in income- producing debt securities, with an emphasis on lower-quality debt securities.	Loans & Direct Debt Instruments Repurchase Agreements Restricted Securities

Annual Report

2. Investments in Fidelity Central Funds - continued

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. A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, October 26, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of August 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Debt securities, including restricted securities, are valued based on quotations received from dealers who make markets in such securities or by independent pricing services. For corporate bonds, bank notes, foreign government and government agency obligations, municipal securities, preferred securities, supranational obligations, and U.S.

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Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Security Valuation - continued

government and government agency obligations pricing services generally utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. For asset backed securities, collateralized mortgage obligations, commercial mortgage securities, and U.S. government agency mortgage securities, pricing services generally utilize matrix pricing which considers prepayment speed assumptions, attributes of the collateral, yield or price of bonds of comparable quality, coupon, maturity and types as well as dealer supplied prices. Swaps are marked-to-market daily based on valuations from independent pricing services or dealer-supplied valuations and changes in value are recorded as unrealized appreciation (depreciation). Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value. Actual prices received at disposition may differ.

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

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 regular trading hours on the NASDAQ exchange, 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 the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. 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

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3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

securities. Inflation-indexed bonds are fixed-income securities whose principal value is periodically adjusted to the rate of inflation. Interest is accrued based on the principal value, which is adjusted for inflation. The adjustments to principal due to inflation are reflected as increases or decreases to interest income even though principal is not received until maturity. 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.

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

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. There are no unrecognized tax benefits in the accompanying financial statements. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years.

Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

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Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Book-tax differences are primarily due to swap agreements, market discount, partnerships (including allocations from Fidelity Central Funds), deferred trustees compensation, capital loss carryforwards, losses deferred due to wash sales and excise tax regulations.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation	$ 70,277
Unrealized depreciation	(77,682)
Net unrealized appreciation (depreciation)	$ (7,405)
Undistributed ordinary income	$ 11,793
Capital loss carryforward	$ (198,601)
Cost for federal income tax purposes	$ 4,401,534

The tax character of distributions paid was as follows:

	August 31, 2009	August 31, 2008
Ordinary Income	$ 272,915	$ 363,567

4. Operating Policies.

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

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4. Operating Policies - continued

Delayed Delivery Transactions and When-Issued Securities. The Fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked-to-market daily and equivalent deliverable securities are held for the transaction. The value of the securities purchased on a delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

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

5. Investments in Derivative Instruments.

Objectives and Strategies for Investing in Derivative Instruments. The Fund uses derivative instruments ("derivatives"), including swap agreements, in order to meet its investment objectives. The Fund's strategy is to use derivatives as a risk management tool and as an additional way to gain exposure to certain types of assets. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

While utilizing derivatives in pursuit of its investment objectives, the Fund is exposed to certain financial risks relative to those derivatives. These risks are further explained below:

Credit Risk	Credit risk is the risk that the value of financial instruments will fluctuate as a result of changes in the credit quality of those instruments. Credit risk also includes the risk that the counterparty to a financial instrument will default or be unable to make further principal or interest payments on an obligation or commitment that it has entered into with the Fund.
Interest Rate Risk	Interest rate risk is the risk that the value of interest-bearing financial instruments will fluctuate due to changes in the prevailing levels of market interest rates.

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Notes to Financial Statements - continued

(Amounts in thousands except ratios)

5. Investments in Derivative Instruments - continued

Objectives and Strategies for Investing in Derivative Instruments - continued

The following notes provide more detailed information about each derivative type held by the Fund:

Swap Agreements. The Fund entered into swap agreements, which are contracts between two parties to exchange future cash flows at periodic intervals based on a notional principal amount. Payments are exchanged at specified intervals, accrued daily commencing with the effective date of the contract and recorded as realized gains or losses in the Fund's accompanying Statement of Operations. Gains or losses are realized in the event of an early termination of a swap agreement. Any upfront payments made or received upon entering a swap contract to compensate for differences between stated terms of the agreement and prevailing market conditions (e.g. credit spreads, interest rates or other factors) are recorded as realized gains or losses ratably over the term of the swap in the Fund's accompanying Statement of Operations. Risks of loss may exceed amounts recognized on the Fund's Statement of Asset and Liabilities. In addition, there is the risk of failure by the counterparty to perform under the terms of the agreement and lack of liquidity in the market. Details of swap agreements open at period end are included in the Fund's Schedule of Investments under the caption "Swap Agreements." The total notional amount of all open swap agreements at period end is indicative of the volume of this derivative type. Collateral, in the form of cash or securities, may be required to be held in segregated accounts with a fund's custodian bank in accordance with the swap agreement and, if required, is identified in the Fund's Schedule of Investments. The Fund could experience delays and costs in gaining access to the collateral even though it is held in the Fund's custodian bank.

The Fund entered into interest rate swap agreements to manage its exposure to interest rate changes. Interest rate swaps represent an agreement between counterparties to exchange cash flows based on the difference between two interest rates (e.g. fixed rate, floating rate), applied to a notional principal amount. Risks of loss may include interest rate risk and the possible inability of the counterparty to fulfill its obligations under the agreement. The Fund's maximum risk of loss from counterparty credit risk is the discounted net value of cash flows to be received from/paid to the counterparty over the contract's remaining life, to the extent that amount is positive. This risk is mitigated by the posting of collateral by the counterparty to the Fund to cover the Fund's exposure to the counterparty. Changes in interest rates can have a negative effect on both the value of the Fund's bond holdings as well as the amount of interest income earned. In general, the value of bonds can fall when interest rates rise and can rise when interest rates fall.

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5. Investments in Derivative Instruments - continued

Swap Agreements - continued

The Fund entered into credit default swap agreements to provide a measure of protection against defaults of an issuer ("buyer of protection") and/or to gain credit exposure to an issuer to which it is not otherwise exposed ("seller of protection"). The issuer may be either a single issuer or a "basket" of issuers. As a buyer of protection, the Fund does so when it holds bonds of the issuer or without owning the underlying asset or debt issued by the reference entity. Under the terms of a credit default swap the buyer of protection receives credit protection in exchange for making periodic payments to the seller of protection based on a fixed percentage applied to a notional principal amount. In return for these payments, the seller of protection acts as a guarantor of the creditworthiness of a reference obligation. Periodic payments are made over the life of the contract provided that no credit event occurs.

For credit default swaps on most corporate and sovereign issuers, credit events include bankruptcy, failure to pay, obligation acceleration or repudiation/moratorium. If a credit event were to occur during the term of the contract, the contract is typically settled in a market auction where the difference between the value of the reference obligation received and the notional amount of the swap is recorded as a realized loss by the seller of protection. For credit default swaps on corporate or sovereign issuers, the obligation that may be put to the seller of protection is not limited to the specific reference obligation described in the Fund's Schedule of Investments.

For credit default swaps on asset-backed securities, a credit event may be triggered by events such as failure to pay principal, maturity extension, rating downgrade or write-down. If a credit event were to occur during the term of the contract, upon notification of the buyer of protection, the seller of protection is obligated to take delivery from the buyer of protection the notional amount of a reference obligation, at par. The difference between the value of the reference obligation received and the notional amount paid is recorded as a realized loss by the seller of protection. For credit default swaps on asset-backed securities, the reference obligation described represents the security that may be put to the seller of protection.

Risks of loss includes credit risk. The Fund's maximum risk of loss from counterparty risk, either as a buyer of protection or as a seller of protection, is the value of the contract. This risk is mitigated by the posting of collateral by the counterparty to the Fund to cover the Fund's exposure to the counterparty. The notional amount of credit default swaps is included in the Fund's Schedule of Investments and approximates the maximum potential amount of future payments that the Fund could be required to make if the Fund is the seller of protection and a credit event were to occur. The total notional amount of all credit default swaps open at period end where the Fund is the seller of

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Notes to Financial Statements - continued

(Amounts in thousands except ratios)

5. Investments in Derivative Instruments - continued

Swap Agreements - continued

protection amounted to $4,592 representing 0.1% of net assets. Credit default swaps are considered to have credit-risk contingent features since they require payment by the seller of protection to the buyer of protection upon the occurrence of a defined credit event. The total value of credit default swaps in a net liability position as of period end was $(3,912). The value of assets posted as collateral, net of assets received as collateral, for these swaps was $3,060. If a defined credit event had occurred as of period end, the swaps' credit-risk-related contingent features would have been triggered and the Fund would have been required to pay $1,532 in addition to the collateral to settle these swaps.

Typically, the value of each credit default swap and credit rating disclosed for each reference obligation in the Fund's Schedule of Investments, where the Fund is the seller of protection, can be used as measures of the current payment/performance risk of the swap. As the value of the swap changes as a positive or negative percentage of the total notional amount, the payment/performance risk may decrease or increase, respectively. Any current or future declines in the value of the swap may be partially offset by upfront payments received by the Fund as the seller of protection if applicable. In addition to these measures, FMR monitors a variety of factors including cash flow assumptions, market activity and market sentiment as part of its ongoing process of assessing payment/performance risk.

Realized and Change in Unrealized Gain (Loss) on Derivative Instruments. A summary of the Fund's value of derivatives by primary risk exposure as of period end, if any, is included at the end of the Fund's Schedule of Investments. The table below reflects the Fund's realized gain (loss) and change in unrealized gain (loss) for derivatives during the period.

Risk Exposure / Derivative Type	Realized Gain (Loss)	Change in Unrealized Gain (Loss)
Credit Risk
Swap Agreements	$ (39,256)	$ 36,468
Total Credit Risk	(39,256)	36,468
Interest Rate Risk
Swap Agreements	35,202	12,245
Total Interest Rate Risk	35,202	12,245
Total Derivatives Realized and Change in Unrealized Gain (Loss) (a)(b)	$ (4,054)	$ 48,713

(a) Total derivatives realized gain (loss) included in the Statement of Operations is comprised of $(4,054) for swap agreements.

(b) Total derivatives change in unrealized gain (loss) included in the Statement of Operations is comprised of $48,713 for swap agreements.

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6. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, U.S. government securities and liquidations and redemptions executed in-kind from Affiliated Central Funds, aggregated $419,277 and $2,262,003, respectively.

7. 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 .20% of the Fund's average net assets and a group fee rate that averaged .12% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .32% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives an asset-based fee of .10% of the Fund's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

Fundwide Operations Fee. Pursuant to the Fundwide Operations and Expense Agreement (FWOE), FMR has agreed to provide for fund level expenses (which do not include transfer agent, compensation of the independent Trustees, interest (including commitment fees), taxes or extraordinary expenses, if any) in return for a FWOE fee equal to .35% less the total amount of the management fee. The FWOE paid by the Fund is reduced by an amount equal to the fees and expenses paid to the independent Trustees. For the period, the FWOE fee was equivalent to an annual rate of .03% of average net assets.

Redemption-in-Kind. On March 27, 2009, 230,492 fund shares held by affiliated entities were redeemed in kind for cash and securities with a value of $2,104,389. The realized gain (loss) of $(166,829) on securities delivered through the in-kind redemption is included in the accompanying Statement of Operations and is not taxable to the Fund.

Other Affiliated Transactions. During the period, certain Fidelity Central Funds in which the Fund was invested were each liquidated pursuant to a Plan of Liquidation and Dissolution approved by the Central Fund Board. Under the plan, each Central Fund distributed in-kind all of its net assets to its shareholders pro rata at its net asset value (NAV) per share as of the close of business on the liquidation date. As a result, the Fund received cash and securities, including accrued interest, as noted in the following table.

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Notes to Financial Statements - continued

(Amounts in thousands except ratios)

7. Fees and Other Transactions with Affiliates - continued

Other Affiliated Transactions - continued

Liquidation Date	Central Fund	Value of Cash and Securities Received (including accrued interest)	Shares of Central Fund Redeemed
01/23/09 (a)	Fidelity Ultra-Short Central Fund	$ 215,919	3,453
04/17/09 (b)	Fidelity Commercial Mortgage-Backed Securities Central Fund	$ 285,723	3,964
06/26/09 (b)	Fidelity 1-3 Year Duration Securitized Bond Central Fund	$ 85,637	1,101

(a) The Fund recognized a loss as the transaction was considered taxable to the Fund for federal income tax purposes.

(b) Because the Central Fund was a partnership for federal income tax purposes, the liquidation generally was tax free to the Fund.

On February 20, 2009, the Fund redeemed in-kind 17,133 shares of Fidelity Corporate Bond 1-10 Year Central Fund ("1-10 Year"), a Fidelity Central Fund in which the Fund invests, valued at $1,542,068 by receiving cash and securities of equal value, including accrued interest. Because 1-10 Year was a partnership for federal income tax purposes, the redemption generally was tax free to the Fund.

8. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 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 $26 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

9. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in cash equivalents. The value of

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9. Security Lending - continued

loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of interest income. Net income from lending portfolio securities during the period amounted to $586.

10. Expense Reductions.

Through arrangements with the Fund's custodian and transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's management fee by and transfer agent expenses by $10 and $26 respectively.

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.

Effective after the close of business on September 25, 2009, the Fidelity Corporate Bond 1-5 Year Central Fund ("1-5 Year"), a Fidelity Central Fund in which the Fund invests, was liquidated pursuant to a Plan of Liquidation and Dissolution approved by its Board of Directors. Under the plan, 1-5 Year distributed in-kind all of its net assets to its shareholders pro rata at its net asset value (NAV) per share as of the close of business on the liquidation date. As a result, the Fund received cash and securities, including accrued interest, of $31,054 in return for 300 shares of 1-5 Year. Because 1-5 Year was a partnership for federal income tax purposes, the liquidation generally was tax free to the Fund.

12. Credit Risk.

The Fund invests a portion of its assets, directly or indirectly, in structured securities of issuers backed by residential mortgage loans, credit card receivables and automotive loans. The value and related income of these securities is sensitive to changes in economic conditions, including delinquencies and/or defaults.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Fixed-Income Trust and Shareholders of Fidelity Intermediate Bond Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Intermediate Bond Fund (the Fund), a fund of Fidelity Fixed-Income Trust, including the schedule of investments, as of August 31, 2009, 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 periods presented. 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 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 the Fund's 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 August 31, 2009, 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 Intermediate Bond Fund as of August 31, 2009, 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 its financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

October 26, 2009

Annual Report

Trustees and Officers

The Trustees and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 187 funds advised by FMR or an affiliate. Mr. Curvey oversees 407 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd 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.

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, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation
Abigail P. Johnson (47)
	Year of Election or Appointment: 2009 Ms. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Ms. Johnson serves as President of Personal and Workplace Investing (2005-present). Ms. Johnson is a Director 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.
James C. Curvey (74)
	Year of Election or Appointment: 2007 Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006- 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.

* 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.

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, Age; Principal Occupation
Albert R. Gamper, Jr. (67)
	Year of Election or Appointment: 2006 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. Mr. Gamper currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities), a member of the Board of Trustees, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System. Previously, Mr. Gamper served as Chairman of the Board of Governors, Rutgers University (2004-2007).
Arthur E. Johnson (62)
	Year of Election or Appointment: 2008 Mr. Johnson serves as a member of the Board of Directors of Eaton Corporation (diversified power management, 2009-present) and AGL Resources, Inc. (holding company). Previously, Mr. Johnson served as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor, 1999-2009), and on the Board of Directors of IKON Office Solutions, Inc. (1999-2008). Mr. Arthur E. Johnson and Ms. Abigail P. Johnson are not related.
Michael E. Kenneally (55)
	Year of Election or Appointment: 2009 Mr. Kenneally also serves as Trustee (2009-present) or Member of the Advisory Board (2008-present) of other Fidelity Fixed Income and Asset Allocation Funds. Previously, Mr. Kenneally served as Chairman and Global Chief Executive Officer of Credit Suisse Asset Management (2003-2005). Mr. Kenneally was a Director of The Credit Suisse Funds (U.S. Mutual Fund, 2004-2008) and was awarded the Chartered Financial Analyst (CFA) designation in 1991.
James H. Keyes (68)
	Year of Election or Appointment: 2007 Mr. Keyes serves as a member of the Boards of Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines) and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions). Previously, Mr. Keyes served as a member of the Board of LSI Logic Corporation (semiconductor technologies, 1984-2008).
Marie L. Knowles (62)
	Year of Election or Appointment: 2001 Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. Ms. Knowles currently serves as a Director of McKesson Corporation (healthcare service). Ms. Knowles is an Honorary Trustee of the Brookings Institution and 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 and the Foundation Board of the School of Architecture at the University of Virginia (2007-present). Previously, Ms. Knowles served as a Director of Phelps Dodge Corporation (copper mining and manufacturing, 1994-2007).
Kenneth L. Wolfe (70)
	Year of Election or Appointment: 2005 Mr. Wolfe served as Chairman and a Director (2007-2009) and Chairman and Chief Executive Officer of Hershey Foods Corporation, and as a member of the Boards of Adelphia Communications Corporation (telecommunications, 2003-2006), Bausch & Lomb, Inc. (medical/pharmaceutical, 1993-2007), and Revlon, Inc. (2004-2009).

Annual Report

Executive Officers:

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

Name, Age; Principal Occupation
John R. Hebble (51)
	Year of Election or Appointment: 2008 President and Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Hebble also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments.
Boyce I. Greer (53)
	Year of Election or Appointment: 2005 or 2006 Vice President of Fidelity's Fixed Income Funds (2006) and Asset Allocation Funds (2005). Mr. Greer is also a Trustee of other investment companies advised by FMR. Mr. Greer is President of the Asset Allocation Division (2008-present), President and a Director of Strategic Advisers, Inc. (2008-present), President and a Director of Fidelity Investments Money Management, Inc. (2007-present), and an Executive Vice President of FMR and FMR Co., Inc. (2005-present). Previously, Mr. Greer served as a Director and Managing Director of Strategic Advisers, Inc. (2002-2005).
Christopher P. Sullivan (55)
	Year of Election or Appointment: 2009 Vice President of Fidelity's Bond Funds. Mr. Sullivan also serves as President of Fidelity's Bond Group (2009-present). Previously, Mr. Sullivan served as Managing Director, Co-Head of U.S. Fixed Income at Goldman Sachs Asset Management (2001-2009).
Scott C. Goebel (41)
	Year of Election or Appointment: 2008 Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).
Holly C. Laurent (55)
	Year of Election or Appointment: 2008 Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).
Christine Reynolds (50)
	Year of Election or Appointment: 2008 Chief Financial Officer of the Fidelity 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).
Michael H. Whitaker (42)
	Year of Election or Appointment: 2008 Chief Compliance Officer of Fidelity's Fixed Income and Asset Allocation 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.
Jeffrey S. Christian (47)
	Year of Election or Appointment: 2009 Deputy Treasurer of the Fidelity funds. Mr. Christian also serves as Chief Financial Officer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments. Previously, Mr. Christian served as Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009) and as Vice President of Business Analysis (2003-2004).
Bryan A. Mehrmann (48)
	Year of Election or Appointment: 2005 Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).
Stephanie J. Dorsey (40)
	Year of Election or Appointment: 2008 Deputy Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Ms. Dorsey is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.
Paul M. Murphy (62)
	Year of Election or Appointment: 2007 Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).
Kenneth B. Robins (40)
	Year of Election or Appointment: 2009 Assistant Treasurer of the Fidelity Fixed Income and Asset Allocation Funds. Mr. Robins also serves as President and Treasurer of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).
Gary W. Ryan (51)
	Year of Election or Appointment: 2005 Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

A total of 1.62% 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 $194,378,442 of distributions paid during the period January 1, 2009 to August 31, 2009 as qualifying to be taxed as interest-related dividends for nonresident alien shareholders.

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on July 15, 2009. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1
To elect a Board of Trustees.A
	# of Votes	% of Votes
James C. Curvey
Affirmative	29,535,490,304.51	95.434
Withheld	1,412,983,688.53	4.566
TOTAL	30,948,473,993.04	100.000
Albert R. Gamper, Jr.
Affirmative	29,631,645,146.15	95.745
Withheld	1,316,828,846.89	4.255
TOTAL	30,948,473,993.04	100.000
Abigail P. Johnson
Affirmative	29,481,082,358.76	95.259
Withheld	1,467,391,634.28	4.741
TOTAL	30,948,473,993.04	100.000
Arthur E. Johnson
Affirmative	29,601,580,051.86	95.648
Withheld	1,346,893,941.18	4.352
TOTAL	30,948,473,993.04	100.000
Michael E. Kenneally
Affirmative	29,688,902,929.52	95.930
Withheld	1,259,571,063.52	4.070
TOTAL	30,948,473,993.04	100.000
James H. Keyes
Affirmative	29,647,356,020.99	95.796
Withheld	1,301,117,972.05	4.204
TOTAL	30,948,473,993.04	100.000
Marie L. Knowles
Affirmative	29,665,215,088.51	95.854
Withheld	1,283,258,904.53	4.146
TOTAL	30,948,473,993.04	100.000
Kenneth L. Wolfe
Affirmative	29,580,330,647.68	95.579
Withheld	1,368,143,345.36	4.421
TOTAL	30,948,473,993.04	100.000
PROPOSAL 2
To amend the Declaration of Trust to reduce the required quorum for future shareholder meetings.A
	# of Votes	% of Votes
Affirmative	22,342,326,668.95	72.192
Against	5,700,226,054.43	18.418
Abstain	2,112,037,717.17	6.825
Broker Non-Votes	793,883,552.49	2.565
TOTAL	30,948,473,993.04	100.000
PROPOSAL 3
A shareholder proposal concerning "procedures to prevent holding investments in companies that, in the judgment of the Board, substantially contribute to genocide or crimes against humanity, the most egregious violations of human rights." The fund did not achieve quorum with respect to this proposal, and therefore no action was taken at the meeting and subsequent adjournments. Because sufficient votes in favor of the proposal were not received, on August 14, 2009, the proxies in their discretion determined not to adjourn the meeting further on this item.
A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Intermediate Bond Fund

On May 21, 2009, the Board of Trustees, including the Independent Trustees (together, the Board), voted to continue the management contract and subadvisory agreements (together, the Advisory Contracts) for the fund for four months, through September 30, 2009, in connection with the reorganization of the Board's new meeting schedule. The Board considered that the contractual terms of and fees payable under the fund's Advisory Contracts involve no changes in (i) the investment process or strategies employed in the management of the fund's assets; (ii) the nature or level of services provided under the fund's Advisory Contracts; or (iii) the day-to-day management of the fund or the persons primarily responsible for such management. The Board concluded that the fund's Advisory Contracts are fair and reasonable, and that the fund's Advisory Contracts should be renewed, without modification, through September 30, 2009, with the understanding that the Board will consider their renewal in September 2009.

Annual Report

Managing Your Investments

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

By Phone

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

(phone_graphic)

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

Press

For mutual fund and brokerage trading.

For quotes.*

For account balances and holdings.

To review orders and mutual
fund activity.

To change your PIN.

To speak to a Fidelity representative.

By PC

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

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

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

Annual Report

To Write Fidelity

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

(letter_graphic)

Making Changes
To Your Account

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

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

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

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

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

Selling shares

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

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

General Correspondence

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

(letter_graphic)

For Retirement
Accounts

Buying shares

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

Selling shares

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

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

General Correspondence

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

Annual Report

To Visit Fidelity

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

Arizona

7001 West Ray Road
Chandler, AZ

15445 N. Scottsdale Road
Scottsdale, AZ

California

815 East Birch Street
Brea, CA

1411 Chapin Avenue
Burlingame, CA

851 East Hamilton Avenue
Campbell, CA

19200 Von Karman Avenue
Irvine, CA

601 Larkspur Landing Circle
Larkspur, CA

2000 Avenue of the Stars
Los Angeles, CA

27101 Puerta Real
Mission Viejo, CA

73-575 El Paseo
Palm Desert, CA

251 University Avenue
Palo Alto, CA

123 South Lake Avenue
Pasadena, CA

16656 Bernardo Ctr. Drive
Rancho Bernardo, CA

1220 Roseville Parkway
Roseville, CA

1740 Arden Way
Sacramento, CA

7676 Hazard Center Drive
San Diego, CA

11943 El Camino Real
San Diego, CA

8 Montgomery Street
San Francisco, CA

3793 State Street
Santa Barbara, CA

1200 Wilshire Boulevard
Santa Monica, CA

398 West El Camino Real
Sunnyvale, CA

111 South Westlake Blvd
Thousand Oaks, CA

21701 Hawthorne Boulevard
Torrance, CA

2001 North Main Street
Walnut Creek, CA

6326 Canoga Avenue
Woodland Hills, CA

Colorado

281 East Flatiron Circle
Broomfield, CO

1625 Broadway
Denver, CO

9185 Westview Road
Lone Tree, CO

Connecticut

48 West Putnam Avenue
Greenwich, CT

265 Church Street
New Haven, CT

300 Atlantic Street
Stamford, CT

29 South Main Street
West Hartford, CT

Delaware

400 Delaware Avenue
Wilmington, DE

Florida

175 East Altamonte Drive
Altamonte Springs, FL

4400 N. Federal Highway
Boca Raton, FL

121 Alhambra Plaza
Coral Gables, FL

2948 N. Federal Highway
Ft. Lauderdale, FL

4671 Town Center Parkway
Jacksonville, FL

8880 Tamiami Trail, North
Naples, FL

230 Royal Palm Way
Palm Beach, FL

3501 PGA Boulevard
Palm Beach Gardens, FL

3550 Tamiami Trail, South
Sarasota, FL

1502 N. Westshore Blvd.
Tampa, FL

2465 State Road 7
Wellington, FL

Georgia

3445 Peachtree Road, N.E.
Atlanta, GA

1000 Abernathy Road
Atlanta, GA

Illinois

One North LaSalle Street
Chicago, IL

401 North Michigan Avenue
Chicago, IL

One Skokie Valley Road
Highland Park, IL

1415 West 22nd Street
Oak Brook, IL

15105 S LaGrange Road
Orland Park, IL

1572 East Golf Road
Schaumburg, IL

Indiana

4729 East 82nd Street
Indianapolis, IN

8480 Keystone Crossing
Indianapolis, IN

Kansas

5400 College Boulevard
Overland Park, KS

Maine

Three Canal Plaza
Portland, ME

Maryland

7315 Wisconsin Avenue
Bethesda, MD

610 York Road
Towson, MD

Massachusetts

801 Boylston Street
Boston, MA

155 Congress Street
Boston, MA

300 Granite Street
Braintree, MA

44 Mall Road
Burlington, MA

238 Main Street
Cambridge, MA

200 Endicott Street
Danvers, MA

Annual Report

405 Cochituate Road
Framingham, MA

551 Boston Turnpike
Shrewsbury, MA

Michigan

500 E. Eisenhower Pkwy.
Ann Arbor, MI

280 Old N. Woodward Ave.
Birmingham, MI

30200 Northwestern Hwy.
Farmington Hills, MI

43420 Grand River Avenue
Novi, MI

Minnesota

7740 France Avenue South
Edina, MN

8342 3rd Street North
Oakdale, MN

Missouri

1524 South Lindbergh Blvd.
St. Louis, MO

Nevada

2225 Village Walk Drive
Henderson, NV

New Jersey

501 Route 73 South
Marlton, NJ

150 Essex Street
Millburn, NJ

35 Morris Street
Morristown, NJ

396 Route 17, North
Paramus, NJ

3518 Route 1 North
Princeton, NJ

530 Broad Street
Shrewsbury, NJ

New Mexico

2261 Q Street NE
Albuquerque, NM

New York

1130 Franklin Avenue
Garden City, NY

37 West Jericho Turnpike
Huntington Station, NY

1271 Avenue of the Americas
New York, NY

980 Madison Avenue
New York, NY

61 Broadway
New York, NY

350 Park Avenue
New York, NY

200 Fifth Avenue
New York, NY

733 Third Avenue
New York, NY

11 Penn Plaza
New York, NY

2070 Broadway
New York, NY

1075 Northern Blvd.
Roslyn, NY

799 Central Park Avenue
Scarsdale, NY

North Carolina

4611 Sharon Road
Charlotte, NC

7011 Fayetteville Road
Durham, NC

Ohio

3805 Edwards Road
Cincinnati, OH

1324 Polaris Parkway
Columbus, OH

1800 Crocker Road
Westlake, OH

28699 Chagrin Boulevard
Woodmere Village, OH

Oregon

7493 SW Bridgeport Road
Tigard, OR

Pennsylvania

600 West DeKalb Pike
King of Prussia, PA

1735 Market Street
Philadelphia, PA

12001 Perry Highway
Wexford, PA

Rhode Island

10 Memorial Boulevard
Providence, RI

Tennessee

3018 Peoples Street
Johnson City, TN

7628 West Farmington Blvd.
Germantown, TN

2035 Mallory Lane
Franklin, TN

Texas

10000 Research Boulevard
Austin, TX

4001 Northwest Parkway
Dallas, TX

12532 Memorial Drive
Houston, TX

2701 Drexel Drive
Houston, TX

6560 Fannin Street
Houston, TX

1701 Lake Robbins Drive
The Woodlands, TX

6500 N. MacArthur Blvd.
Irving, TX

6005 West Park Boulevard
Plano, TX

14100 San Pedro
San Antonio, TX

1576 East Southlake Blvd.
Southlake, TX

Utah

279 West South Temple
Salt Lake City, UT

Virginia

1861 International Drive
McLean, VA

Washington

10500 NE 8th Street
Bellevue, WA

1518 6th Avenue
Seattle, WA

Washington, DC

1900 K Street, N.W.
Washington, DC

Wisconsin

16020 West Bluemound Road
Brookfield, WI

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

Annual Report

Investment Adviser

Fidelity Management & Research
Company
Boston, MA

Investment Sub-Advisers

Fidelity Investments Money
Management, Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investment Advisors (U.K.) Ltd.

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

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

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®) 1-800-544-5555

Automated line for quickest service

IBF-UANN-1009
1.784721.107

Fidelity®
Investment Grade Bond
Fund

Annual Report

August 31, 2009

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message	<Click Here>	The Chairman's message to shareholders.
Performance	<Click Here>	How the fund has done over time.
Management's Discussion	<Click Here>	The manager's review of fund performance, strategy and outlook
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>
Proxy Voting Results	<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.

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Abigail_P_Johnson)

Dear Shareholder:

We've seen a welcome uptick in the global equity markets this spring and summer, as signs of stabilization in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

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

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

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

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

Sincerely,

/s/Abigail P. Johnson

Abigail P. Johnson

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' 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 August 31, 2009	Past 1 year	Past 5 years	Past 10 years
Investment Grade Bond	5.39%	3.12%	5.29%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Investment Grade Bond, a class of the fund, on August 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the Barclays Capital U.S. Aggregate Bond Index performed over the same period.

Annual Report

Management's Discussion of Fund Performance

Market Recap: While the positive returns of taxable bonds were more encouraging than the negative returns posted by major equity indexes for the year ending August 31, 2009, fixed-income securities rode their own wave of volatility. As the credit crisis resulting from a meltdown in the subprime mortgage market deepened in the beginning of the period, bond investors fled from lower-quality debt instruments and flocked to those with backing from the U.S. government. With government interventions around the world beginning to take root in the later months of the period, however, credit conditions improved and signs of stabilization among certain economic indicators emerged, eliciting greater demand for risk. Consequently, bonds further out on the risk spectrum boasted the largest returns. For the year overall, U.S. investment-grade bonds gained 7.94%, as measured by the Barclays Capital U.S. Aggregate Bond Index.

Comments from Jeffrey Moore, Portfolio Manager of Fidelity® Investment Grade Bond Fund: The fund trailed its benchmark for the year, although very strong results thus far in 2009 helped us close much of the gap. For the 12 months ending August 31, 2009, the fund's Retail Class shares gained 5.39%, lagging the Barclays Capital U.S. Aggregate Bond Index. As I review performance, I'll address the aggregate of my direct investments and those I made in Fidelity's fixed-income central funds. The biggest detractor by far from relative performance versus the index was an allocation to Fidelity Ultra-Short Central Fund - an internal pool of short-term assets, including poorly performing securitized products - during the first half of the period. Disappointing security selection in mortgage-backed securities detracted as well. The fund benefited from an underweighting in conventional U.S. Treasury bonds, which lagged the index, even though my investment in Treasury Inflation-Protected Bonds (TIPS) proved too early in terms of inflation expectations. Two significant positives for the fund were favorable security selection and a large overweighting in corporate bonds. This sector benefited as credit spreads narrowed from all-time wide levels - indicating investors' increased willingness to assume risk - during the second half of the period. An out-of-index allocation to collateralized mortgage obligations also contributed. Lastly, in terms of the fund's structure, we significantly reduced our exposure to Fidelity's central funds during the period - including no longer owning Ultra-Short Central - while still maintaining many of the same securities via direct holdings.

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, 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 (March 1, 2009 to August 31, 2009).

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. 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. 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	Beginning Account Value March 1, 2009	Ending Account Value August 31, 2009	Expenses Paid During Period* March 1, 2009 to August 31, 2009
Class A	.79%
Actual		$ 1,000.00	$ 1,117.00	$ 4.22
HypotheticalA		$ 1,000.00	$ 1,021.22	$ 4.02
Class T	.81%
Actual		$ 1,000.00	$ 1,118.50	$ 4.33
HypotheticalA		$ 1,000.00	$ 1,021.12	$ 4.13
Class B	1.51%
Actual		$ 1,000.00	$ 1,112.80	$ 8.04
HypotheticalA		$ 1,000.00	$ 1,017.59	$ 7.68
Class C	1.53%
Actual		$ 1,000.00	$ 1,112.70	$ 8.15
HypotheticalA		$ 1,000.00	$ 1,017.49	$ 7.78
Investment Grade Bond	.47%
Actual		$ 1,000.00	$ 1,118.70	$ 2.51
HypotheticalA		$ 1,000.00	$ 1,022.84	$ 2.40
Institutional Class	.53%
Actual		$ 1,000.00	$ 1,118.20	$ 2.83
HypotheticalA		$ 1,000.00	$ 1,022.53	$ 2.70

^A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (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.

Annual Report

Investment Changes (Unaudited)

Quality Diversification (% of fund's net assets)
As of August 31, 2009		As of February 28, 2009
	U.S. Government and U.S. Government Agency Obligations 63.9%		U.S. Government and U.S. Government Agency Obligations 64.2%
	AAA 8.2%		AAA 10.8%
	AA 3.0%		AA 3.2%
	A 11.0%		A 8.8%
	BBB 19.3%		BBB 17.8%
	BB and Below 5.5%		BB and Below 5.1%
	Not Rated 0.1%		Not Rated 0.3%
	Short-Term Investments and Net Other Assets† (11.0)%		Short-Term Investments and Net Other Assets† (10.2)%

We have used ratings from Moody's® Investors Services, Inc. Where Moody's ratings are not available, we have used S&P® ratings. All ratings are as of the report date and do not reflect subsequent downgrades. The information in the above table is based on the combined investments of the fund and its pro-rata share of the investments in each non-money market Fidelity Central Fund.

Weighted Average Maturity as of August 31, 2009
		6 months ago
Years	5.9	6.1

The weighted average maturity is based on the dollar-weighted average length of time until principal payments are expected or until securities reach maturity, taking into account any maturity shortening feature such as a call, refunding or redemption provision.

Duration as of August 31, 2009
		6 months ago
Years	4.1	3.8

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

Asset Allocation (% of fund's net assets)
As of August 31, 2009*			As of February 28, 2009**
	Corporate Bonds 34.1%			Corporate Bonds 30.7%
	U.S. Government and U.S. Government Agency Obligations 63.9%			U.S. Government and U.S. Government Agency Obligations 64.2%
	Asset-Backed Securities 2.2%			Asset-Backed Securities 4.5%
	CMOs and Other Mortgage Related Securities 9.7%			CMOs and Other Mortgage Related Securities 10.6%
	Municipal Bonds 0.8%			Municipal Bonds 0.0%
	Other Investments 0.3%			Other Investments 0.2%
	Short-Term Investments and Net Other Assets† (11.0)%			Short-Term Investments and Net Other Assets† (10.2)%
* Foreign investments		7.1%	** Foreign investments		6.4%
* Futures and Swaps		3.7%	** Futures and Swaps		1.4%

^†Short-Term Investments and Net Other Assets are not included in the pie chart.

A holdings listing for the Fund, which presents direct holdings as well as the pro-rata share of any securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at fidelity.com and/or advisor.fidelity.com, as applicable.

Annual Report

Investments August 31, 2009

Showing Percentage of Net Assets

Nonconvertible Bonds - 30.0%
	Principal Amount (000s)		Value (000s)
CONSUMER DISCRETIONARY - 2.4%
Diversified Consumer Services - 0.2%
Cornell University 5.45% 2/1/19	$ 8,260		$ 9,006
Trustees of Dartmouth College 4.75% 6/1/19	1		1
			9,007
Household Durables - 0.1%
Fortune Brands, Inc.:
5.875% 1/15/36	1,620		1,355
6.375% 6/15/14	7,400		7,562
			8,917
Media - 2.1%
AOL Time Warner, Inc. 6.75% 4/15/11	13,204		14,037
Comcast Corp.:
4.95% 6/15/16	9,366		9,499
6.55% 7/1/39	6,000		6,496
COX Communications, Inc.:
6.25% 6/1/18 (f)	1,496		1,592
6.45% 12/1/36 (f)	8,387		8,604
6.95% 6/1/38 (f)	4,154		4,539
Liberty Media Corp.:
5.7% 5/15/13	5,015		4,764
8.25% 2/1/30	11,272		8,567
News America Holdings, Inc. 7.75% 12/1/45	3,549		3,717
News America, Inc.:
6.15% 3/1/37	3,755		3,627
6.2% 12/15/34	2,696		2,616
6.9% 3/1/19 (f)	16,509		18,598
Time Warner Cable, Inc.:
5.85% 5/1/17	21,110		22,169
6.75% 7/1/18	4,588		5,068
Viacom, Inc.:
4.375% 9/15/14	7,082		7,093
6.125% 10/5/17	5,422		5,731
6.75% 10/5/37	5,000		5,237
			131,954
TOTAL CONSUMER DISCRETIONARY			149,878
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
CONSUMER STAPLES - 1.5%
Beverages - 0.6%
Anheuser-Busch InBev Worldwide, Inc.:
5.375% 11/15/14 (f)	$ 5,675		$ 6,044
6.875% 11/15/19 (f)	10,600		11,857
8.2% 1/15/39 (f)	6,431		8,159
Diageo Capital PLC 5.2% 1/30/13	1,782		1,903
FBG Finance Ltd. 5.125% 6/15/15 (f)	6,502		6,660
			34,623
Food & Staples Retailing - 0.1%
CVS Caremark Corp. 6.302% 6/1/37 (l)	8,461		6,684
Food Products - 0.2%
Kraft Foods, Inc.:
4.125% 11/12/09	3,752		3,778
6% 2/11/13	5,827		6,339
6.25% 6/1/12	3,588		3,946
			14,063
Tobacco - 0.6%
Altria Group, Inc.:
9.25% 8/6/19	6,587		7,950
9.7% 11/10/18	6,979		8,537
Reynolds American, Inc.:
6.75% 6/15/17	8,918		9,087
7.25% 6/15/37	13,136		12,634
			38,208
TOTAL CONSUMER STAPLES			93,578
ENERGY - 3.7%
Energy Equipment & Services - 0.5%
BJ Services Co. 6% 6/1/18	8,410		8,297
DCP Midstream LLC:
6.75% 9/15/37 (f)	4,304		4,031
9.75% 3/15/19 (f)	3,394		4,035
Transocean Ltd. 6% 3/15/18	2,950		3,142
Weatherford International Ltd.:
6% 3/15/18	3,333		3,400
9.625% 3/1/19	4,130		5,017
			27,922
Oil, Gas & Consumable Fuels - 3.2%
Anadarko Finance Co. 6.75% 5/1/11	4,328		4,592
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
ENERGY - continued
Oil, Gas & Consumable Fuels - continued
Anadarko Petroleum Corp. 5.95% 9/15/16	$ 17,384		$ 18,078
Canadian Natural Resources Ltd.:
5.7% 5/15/17	4,230		4,430
5.9% 2/1/18	1,670		1,772
ConocoPhillips:
4.4% 5/15/13	29,500		30,985
5.75% 2/1/19	12,019		13,161
Duke Energy Field Services 7.875% 8/16/10	4,472		4,683
Nakilat, Inc. 6.067% 12/31/33 (f)	7,325		6,099
National Gas Co. of Trinidad & Tobago Ltd. 6.05% 1/15/36 (f)	3,531		2,755
Nexen, Inc.:
5.05% 11/20/13	2,950		3,030
5.875% 3/10/35	6,230		5,479
6.4% 5/15/37	4,561		4,220
Pemex Project Funding Master Trust 1.25% 12/3/12 (f)(l)	7,003		6,688
Petro-Canada:
6.05% 5/15/18	2,460		2,549
6.8% 5/15/38	6,080		6,435
Petroleos Mexicanos 8% 5/3/19 (f)	452		509
Ras Laffan Liquid Natural Gas Co. Ltd. III:
4.5% 9/30/12 (f)	3,501		3,588
5.5% 9/30/14 (f)	4,894		5,064
6.75% 9/30/19 (f)	3,203		3,348
Spectra Energy Capital, LLC 5.65% 3/1/20	4,574		4,635
Suncor Energy, Inc.:
6.1% 6/1/18	7,564		7,923
6.5% 6/15/38	1,513		1,538
6.85% 6/1/39	6,652		7,108
Talisman Energy, Inc. yankee 6.25% 2/1/38	6,626		6,510
TEPPCO Partners LP:
6.65% 4/15/18	6,856		7,391
7.55% 4/15/38	5,906		6,896
Texas Eastern Transmission LP 6% 9/15/17 (f)	13,001		13,986
Transcontinental Gas Pipe Line Corp. 6.4% 4/15/16	2,389		2,613
Valero Energy Corp. 6.625% 6/15/37	3,387		2,944
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
ENERGY - continued
Oil, Gas & Consumable Fuels - continued
XTO Energy, Inc.:
5.9% 8/1/12	$ 3,748		$ 4,054
6.25% 8/1/17	5,897		6,344
			199,407
TOTAL ENERGY			227,329
FINANCIALS - 13.1%
Capital Markets - 3.2%
Bear Stearns Companies, Inc. 6.95% 8/10/12	12,738		14,232
BlackRock, Inc. 6.25% 9/15/17	7,576		7,969
Goldman Sachs Group, Inc.:
5.45% 11/1/12	2,879		3,069
5.95% 1/18/18	6,036		6,284
6% 5/1/14	9,400		10,135
6.15% 4/1/18	5,599		5,910
6.75% 10/1/37	11,200		11,213
7.5% 2/15/19	8,466		9,747
Janus Capital Group, Inc. 6.125% 9/15/11 (d)	968		959
JPMorgan Chase Capital XVII 5.85% 8/1/35	2,280		1,924
JPMorgan Chase Capital XX 6.55% 9/29/36	57,053		49,725
Lazard Group LLC:
6.85% 6/15/17	3,068		3,002
7.125% 5/15/15	9,694		9,738
Merrill Lynch & Co., Inc. 6.875% 4/25/18	14,040		14,336
Morgan Stanley:
0.8375% 1/9/14 (l)	23,857		22,075
6% 5/13/14	5,820		6,171
6.625% 4/1/18	10,000		10,685
7.3% 5/13/19	5,986		6,666
Northern Trust Corp. 4.625% 5/1/14	1,322		1,404
State Street Corp. 4.3% 5/30/14	1,120		1,174
			196,418
Commercial Banks - 1.6%
Bank of America NA:
5.3% 3/15/17	4,800		4,416
6% 10/15/36	4,808		4,451
Barclays Bank PLC 6.75% 5/22/19	7,265		7,960
BB&T Capital Trust IV 6.82% 6/12/77 (l)	720		598
Credit Suisse (Guernsey) Ltd. 5.86%	7,977		5,664
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Commercial Banks - continued
Credit Suisse First Boston 6% 2/15/18	$ 10,531		$ 10,831
Credit Suisse First Boston New York Branch 5% 5/15/13	5,741		6,095
Credit Suisse New York Branch 5.5% 5/1/14	7,054		7,581
DBS Bank Ltd. (Singapore) 0.66% 5/16/17 (f)(l)	800		712
Export-Import Bank of Korea 5.25% 2/10/14 (f)	4,263		4,256
Fifth Third Bancorp:
4.5% 6/1/18	2,092		1,546
8.25% 3/1/38	1,713		1,522
HBOS PLC 6.75% 5/21/18 (f)	3,829		3,193
HSBC Holdings PLC:
0.7775% 10/6/16 (l)	907		840
6.5% 5/2/36	6,767		6,978
6.5% 9/15/37	2,956		3,057
KeyBank NA 5.8% 7/1/14	1,725		1,662
Korea Development Bank 5.75% 9/10/13	4,034		4,115
Manufacturers & Traders Trust Co. 2.0969% 4/1/13 (f)(l)	572		465
PNC Funding Corp. 6.7% 6/10/19	3,985		4,365
Regions Bank 6.45% 6/26/37	1,888		1,344
Santander Issuances SA Unipersonal 0.9688% 6/20/16 (f)(l)	2,581		2,375
Sovereign Bank 2.1931% 8/1/13 (l)	1,297		1,233
Standard Chartered Bank 6.4% 9/26/17 (f)	13,386		13,016
Wachovia Corp. 4.875% 2/15/14	1,057		1,079
			99,354
Consumer Finance - 0.9%
Capital One Bank USA NA 8.8% 7/15/19	7,970		8,539
Capital One Financial Corp. 5.7% 9/15/11	3,508		3,620
Discover Financial Services 10.25% 7/15/19	4,681		5,127
SLM Corp.:
0.6638% 7/26/10 (l)	38,055		34,818
0.7338% 10/25/11 (l)	2,316		1,834
0.8038% 1/27/14 (l)	1,322		839
0.8294% 3/15/11 (l)	667		575
4.5% 7/26/10	1,372		1,313
5% 10/1/13	490		359
			57,024
Diversified Financial Services - 1.3%
Bank of America Corp. 5.75% 12/1/17	9,673		9,409
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Diversified Financial Services - continued
Citigroup, Inc.:
5.3% 10/17/12	$ 5,103		$ 5,155
5.5% 4/11/13	25,084		24,967
6.125% 5/15/18	11,840		11,133
8.5% 5/22/19	5,000		5,465
CME Group, Inc. 5.75% 2/15/14	2,967		3,243
Prime Property Funding, Inc.:
5.125% 6/1/15 (f)	7,691		5,449
5.5% 1/15/14 (f)	5,204		3,977
TECO Finance, Inc. 7% 5/1/12	6,735		7,112
ZFS Finance USA Trust II 6.45% 12/15/65 (f)(l)	4,425		3,850
ZFS Finance USA Trust IV 5.875% 5/9/62 (f)(l)	704		564
ZFS Finance USA Trust V 6.5% 5/9/67 (f)(l)	2,033		1,586
			81,910
Insurance - 2.3%
Allstate Corp.:
6.2% 5/16/14	7,535		8,205
7.45% 5/16/19	5,694		6,579
Assurant, Inc. 5.625% 2/15/14	5,039		5,153
Axis Capital Holdings Ltd. 5.75% 12/1/14	7,868		7,959
Great-West Life & Annuity Insurance Co. 7.153% 5/16/46 (f)(l)	13,028		10,292
Liberty Mutual Group, Inc.:
6.7% 8/15/16 (f)	9,346		8,606
10.75% 6/15/88 (f)(l)	5,039		4,434
Lincoln National Corp. 7% 5/17/66 (l)	1,398		923
Massachusetts Mutual Life Insurance Co. 8.875% 6/1/39 (f)	7,055		7,917
Merna Reinsurance Ltd. Series 2007-1 Class B, 2.3475% 6/30/12 (f)(l)	11,269		10,843
MetLife, Inc. 6.75% 6/1/16	5,620		6,148
Metropolitan Life Global Funding I:
5.125% 11/9/11 (f)	4,449		4,620
5.125% 4/10/13 (f)	7,041		7,244
5.125% 6/10/14 (f)	4,961		5,170
Monumental Global Funding II 5.65% 7/14/11 (f)	4,316		4,411
New York Life Global Funding 4.65% 5/9/13 (f)	5,732		5,937
Pacific Life Global Funding 5.15% 4/15/13 (f)	5,929		5,984
Pacific Life Insurance Co. 9.25% 6/15/39 (f)	9,450		10,024
Prudential Financial, Inc. 7.375% 6/15/19	2,170		2,358
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Insurance - continued
QBE Insurance Group Ltd. 5.647% 7/1/23 (f)(l)	$ 11,077		$ 8,964
Symetra Financial Corp. 6.125% 4/1/16 (f)	6,139		4,965
The Chubb Corp. 6.5% 5/15/38	2,676		3,047
			139,783
Real Estate Investment Trusts - 2.7%
AMB Property LP:
5.9% 8/15/13	5,685		5,296
6.3% 6/1/13	5,773		5,599
AvalonBay Communities, Inc.:
5.375% 4/15/14	1,839		1,849
5.5% 1/15/12	1,650		1,713
6.125% 11/1/12	2,759		2,917
Brandywine Operating Partnership LP:
5.625% 12/15/10	11,741		11,700
5.7% 5/1/17	810		678
5.75% 4/1/12	3,961		3,862
Camden Property Trust 5.875% 11/30/12	3,797		3,902
Colonial Properties Trust:
4.8% 4/1/11	451		436
5.5% 10/1/15	7,511		6,640
6.875% 8/15/12	2,950		2,913
Colonial Realty LP 6.05% 9/1/16	5,558		4,856
Developers Diversified Realty Corp.:
4.625% 8/1/10	575		556
5% 5/3/10	4,036		3,922
5.25% 4/15/11	4,835		4,569
5.375% 10/15/12	3,236		2,939
Duke Realty LP:
5.4% 8/15/14	6,313		5,936
5.5% 3/1/16	6,313		5,600
5.625% 8/15/11	2,867		2,896
5.875% 8/15/12	711		713
5.95% 2/15/17	1,643		1,478
6.25% 5/15/13	4,560		4,583
6.5% 1/15/18	6,346		5,838
Equity One, Inc.:
6% 9/15/17	4,047		3,545
6.25% 1/15/17	2,676		2,419
Federal Realty Investment Trust:
5.4% 12/1/13	2,879		2,834
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Real Estate Investment Trusts - continued
Federal Realty Investment Trust: - continued
6% 7/15/12	$ 1,979		$ 2,041
6.2% 1/15/17	1,522		1,425
HRPT Properties Trust:
5.75% 11/1/15	1,726		1,501
6.65% 1/15/18	3,835		3,350
Liberty Property LP:
5.5% 12/15/16	3,932		3,459
6.375% 8/15/12	2,724		2,811
6.625% 10/1/17	3,918		3,614
Mack-Cali Realty LP:
5.05% 4/15/10	5,396		5,412
7.75% 2/15/11	637		670
Reckson Operating Partnership LP:
5.15% 1/15/11	1,646		1,573
6% 3/31/16	1,534		1,245
Simon Property Group LP:
4.6% 6/15/10	4,956		5,054
5.1% 6/15/15	3,937		3,886
5.375% 6/1/11	2,103		2,163
5.75% 5/1/12	2,369		2,485
7.75% 1/20/11	1,327		1,399
Tanger Properties LP 6.15% 11/15/15	10,207		9,600
UDR, Inc. 5.5% 4/1/14	6,325		6,102
United Dominion Realty Trust, Inc. 5.25% 1/15/15	2,151		2,015
Washington (REIT) 5.95% 6/15/11	6,289		6,211
			166,205
Real Estate Management & Development - 0.5%
ERP Operating LP:
5.375% 8/1/16	1,769		1,696
5.5% 10/1/12	7,317		7,636
5.75% 6/15/17	9,030		8,751
6.625% 3/15/12	1,392		1,471
Post Apartment Homes LP 6.3% 6/1/13	6,814		6,663
Regency Centers LP 6.75% 1/15/12	7,337		7,309
			33,526
Thrifts & Mortgage Finance - 0.6%
Bank of America Corp.:
6.5% 8/1/16	6,800		7,007
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Thrifts & Mortgage Finance - continued
Bank of America Corp.: - continued
7.375% 5/15/14	$ 24,420		$ 26,774
7.625% 6/1/19	4,600		5,065
Independence Community Bank Corp. 2.6688% 6/20/13 (l)	1,646		1,497
			40,343
TOTAL FINANCIALS			814,563
HEALTH CARE - 0.2%
Health Care Providers & Services - 0.2%
Express Scripts, Inc.:
5.25% 6/15/12	5,308		5,630
6.25% 6/15/14	3,144		3,436
7.25% 6/15/19	2,036		2,361
			11,427
INDUSTRIALS - 1.1%
Airlines - 1.0%
American Airlines, Inc. pass-thru trust certificates:
7.324% 4/15/11	7,983		7,983
7.858% 4/1/13	15,375		14,683
Continental Airlines, Inc. 6.545% 8/2/20	1,941		1,844
Delta Air Lines, Inc. pass-thru trust certificates:
6.821% 8/10/22	7,749		6,936
7.57% 11/18/10	12,844		12,523
U.S. Airways pass-thru trust certificates:
6.85% 7/30/19	3,912		3,012
8.36% 7/20/20	11,912		9,887
United Air Lines, Inc. pass-thru trust certificates:
6.071% 9/1/14	92		92
6.602% 9/1/13	165		162
7.032% 4/1/12	756		748
7.186% 10/1/12	1,878		1,854
7.811% 4/1/11	2,897		3,476
			63,200
Building Products - 0.0%
Masco Corp. 0.9388% 3/12/10 (l)	2,119		2,081
Road & Rail - 0.0%
Canadian Pacific Railway Co. 5.95% 5/15/37	584		559
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
INDUSTRIALS - continued
Transportation Infrastructure - 0.1%
BNSF Funding Trust I 6.613% 12/15/55 (l)	$ 3,739		$ 3,290
TOTAL INDUSTRIALS			69,130
INFORMATION TECHNOLOGY - 0.5%
Communications Equipment - 0.1%
Cisco Systems, Inc. 4.95% 2/15/19	1,557		1,625
Electronic Equipment & Components - 0.2%
Tyco Electronics Group SA:
5.95% 1/15/14	5,883		5,975
6.55% 10/1/17	5,174		5,141
7.125% 10/1/37	2,599		2,599
			13,715
Semiconductors & Semiconductor Equipment - 0.2%
Chartered Semiconductor Manufacturing Ltd.:
5.75% 8/3/10	5,797		5,741
6.375% 8/3/15	6,283		5,701
National Semiconductor Corp. 0.8794% 6/15/10 (l)	2,459		2,369
			13,811
TOTAL INFORMATION TECHNOLOGY			29,151
MATERIALS - 1.6%
Chemicals - 0.6%
Dow Chemical Co.:
7.6% 5/15/14	20,383		22,010
8.55% 5/15/19	8,100		8,823
9.4% 5/15/39	8,297		10,069
			40,902
Metals & Mining - 1.0%
Anglo American Capital PLC 9.375% 4/8/19 (f)	5,678		6,643
BHP Billiton Financial USA Ltd.:
5.5% 4/1/14	4,311		4,694
6.5% 4/1/19	4,311		4,915
Corporacion Nacional del Cobre (Codelco) 6.375% 11/30/12 (f)	5,241		5,726
Rio Tinto Finance (USA) Ltd.:
5.875% 7/15/13	7,171		7,619
6.5% 7/15/18	11,920		12,832
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
MATERIALS - continued
Metals & Mining - continued
Rio Tinto Finance (USA) Ltd.: - continued
7.125% 7/15/28	$ 10,526		$ 11,135
8.95% 5/1/14	6,462		7,531
			61,095
TOTAL MATERIALS			101,997
TELECOMMUNICATION SERVICES - 2.3%
Diversified Telecommunication Services - 1.6%
AT&T, Inc. 6.8% 5/15/36	10,394		11,561
BellSouth Capital Funding Corp. 7.875% 2/15/30	7,524		9,038
Deutsche Telekom International Financial BV:
5.25% 7/22/13	4,127		4,396
5.875% 8/20/13	6,186		6,716
6.75% 8/20/18	3,463		3,910
Sprint Capital Corp.:
6.875% 11/15/28	5,823		4,236
7.625% 1/30/11	4,304		4,309
Telecom Italia Capital SA:
4.95% 9/30/14	6,637		6,850
5.25% 10/1/15	3,019		3,132
Telefonica Emisiones SAU:
5.855% 2/4/13	1,612		1,747
5.877% 7/15/19	4,972		5,409
6.221% 7/3/17	1,964		2,171
Verizon Communications, Inc.:
5.25% 4/15/13	4,363		4,703
6.1% 4/15/18	5,800		6,305
6.35% 4/1/19	25,295		28,089
			102,572
Wireless Telecommunication Services - 0.7%
Sprint Nextel Corp. 6% 12/1/16	12,603		10,587
Verizon Wireless Capital LLC 3.75% 5/20/11 (f)	28,041		28,954
Vodafone Group PLC 5.625% 2/27/17	1,742		1,837
			41,378
TOTAL TELECOMMUNICATION SERVICES			143,950
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
UTILITIES - 3.6%
Electric Utilities - 2.0%
AmerenUE 6.4% 6/15/17	$ 6,291		$ 6,895
Baltimore Gas & Electric Co. 6.125% 7/1/13	4,726		5,098
Cleveland Electric Illuminating Co. 5.65% 12/15/13	6,779		7,149
Commonwealth Edison Co. 5.4% 12/15/11	10,787		11,519
Duke Energy Carolinas LLC 6% 1/15/38	5,746		6,392
EDP Finance BV 6% 2/2/18 (f)	14,961		16,136
Exelon Corp. 4.9% 6/15/15	18,546		18,834
FirstEnergy Corp. 6.45% 11/15/11	2,835		3,097
Nevada Power Co. 6.5% 5/15/18	9,605		10,468
Oncor Electric Delivery Co. 6.375% 5/1/12	20,436		22,254
Pennsylvania Electric Co. 6.05% 9/1/17	6,168		6,569
PPL Capital Funding, Inc. 6.7% 3/30/67 (l)	9,216		7,188
			121,599
Gas Utilities - 0.1%
Southern Natural Gas Co. 5.9% 4/1/17 (f)	3,626		3,714
Independent Power Producers & Energy Traders - 0.5%
Duke Capital LLC 5.668% 8/15/14	7,906		8,246
Exelon Generation Co. LLC 5.35% 1/15/14	14,041		14,684
PPL Energy Supply LLC:
6.2% 5/15/16	3,175		3,298
6.5% 5/1/18	6,705		7,067
			33,295
Multi-Utilities - 1.0%
Dominion Resources, Inc.:
5.2% 8/15/19	6,231		6,426
7.5% 6/30/66 (l)	7,145		5,859
National Grid PLC 6.3% 8/1/16	15,626		16,894
NiSource Finance Corp.:
0.9769% 11/23/09 (l)	5,826		5,795
5.4% 7/15/14	1,746		1,747
5.45% 9/15/20	6,378		5,781
6.4% 3/15/18	10,710		10,764
Wisconsin Energy Corp. 6.25% 5/15/67 (l)	11,838		9,352
			62,618
TOTAL UTILITIES			221,226
TOTAL NONCONVERTIBLE BONDS (Cost $1,838,746)		1,862,229
U.S. Government and Government Agency Obligations - 24.2%
	Principal Amount (000s)		Value (000s)
U.S. Government Agency Obligations - 3.2%
Fannie Mae:
1.375% 4/28/11 (e)	$ 68,024		$ 68,527
2.5% 5/15/14 (e)	43,474		43,234
Freddie Mac:
1.625% 4/26/11	52,500		53,113
2.125% 3/23/12	29,913		30,350
TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS			195,224
U.S. Treasury Inflation Protected Obligations - 7.1%
U.S. Treasury Inflation-Indexed Notes:
0.625% 4/15/13	117,851		116,010
2% 4/15/12	6,147		6,288
2% 1/15/14 (i)	24,157		24,610
2.125% 1/15/19 (e)	65,283		67,200
2.375% 1/15/17 (i)	184,630		192,650
2.375% 1/15/27 (i)	2,299		2,354
2.625% 7/15/17	31,131		33,126
TOTAL U.S. TREASURY INFLATION PROTECTED OBLIGATIONS			442,238
U.S. Treasury Obligations - 13.9%
U.S. Treasury Bonds 6.25% 5/15/30	72,500		93,593
U.S. Treasury Notes:
1.75% 8/15/12	4,162		4,195
1.875% 6/15/12	8,170		8,277
2.625% 7/31/14	97,970		99,133
2.75% 10/31/13	396,418		407,577
2.75% 2/15/19	95,000		89,931
3.625% 8/15/19	36,500		37,184
4% 8/15/18	119,291		124,920
TOTAL U.S. TREASURY OBLIGATIONS			864,810
TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS (Cost $1,489,454)		1,502,272
U.S. Government Agency - Mortgage Securities - 21.7%
	Principal Amount (000s)		Value (000s)
Fannie Mae - 18.4%
4% 9/17/24 (g)	$ 2,000		$ 2,018
4% 9/1/39 (g)	19,000		18,572
4.019% 9/1/33 (l)	3,352		3,457
4.046% 8/1/35 (l)	1,974		2,026
4.275% 6/1/36 (l)	443		460
4.491% 11/1/35 (l)	16,563		17,277
4.5% 4/1/23	130		133
4.5% 9/17/24 (g)	20,000		20,555
4.5% 9/1/39 (g)	19,000		19,088
4.5% 9/14/39 (g)	58,000		58,270
4.601% 10/1/34 (l)	11,838		12,261
4.602% 5/1/35 (l)	16,049		16,706
4.62% 2/1/35 (l)	6,408		6,659
4.62% 9/1/35 (l)	5,849		6,040
5% 4/1/18 to 6/1/38 (h)	154,653		159,671
5% 9/17/24 (g)	33,000		34,382
5% 9/1/39 (g)(h)	30,000		30,776
5.175% 4/1/36 (l)	10,949		11,396
5.5% 9/17/24 (g)	13,000		13,675
5.5% 12/1/30 to 12/1/38 (h)	291,841		305,019
5.5% 9/1/39 (g)(h)	74,000		76,982
5.564% 7/1/37 (l)	1,425		1,493
5.82% 7/1/46 (l)	17,491		18,393
6% 3/1/16 to 11/1/38	65,658		69,286
6% 9/14/39 (g)(h)	175,000		184,078
6.004% 4/1/36 (l)	1,020		1,075
6.106% 4/1/36 (l)	2,507		2,651
6.319% 4/1/36 (l)	1,104		1,172
6.5% 9/1/39 (g)	1,000		1,069
6.5% 9/14/39 (g)	41,000		43,842
TOTAL FANNIE MAE			1,138,482
Freddie Mac - 0.8%
3.908% 8/1/35 (l)	9,451		9,693
4.472% 10/1/34 (l)	5,021		5,187
4.549% 4/1/35 (l)	13,275		13,729
4.638% 4/1/35 (l)	10,579		10,931
4.661% 1/1/36 (l)	2,990		3,088
4.727% 7/1/35 (l)	3,842		3,959
5.669% 10/1/35 (l)	739		782
U.S. Government Agency - Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Freddie Mac - continued
5.919% 6/1/36 (l)	$ 2,463		$ 2,580
6.103% 6/1/36 (l)	1,212		1,269
TOTAL FREDDIE MAC			51,218
Government National Mortgage Association - 2.5%
5.5% 12/20/28 to 12/20/38	148,814		156,083
5.5% 9/21/39 (g)	1,000		1,044
TOTAL GOVERNMENT NATIONAL MORTGAGE ASSOCIATION			157,127
TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES (Cost $1,310,645)		1,346,827
Asset-Backed Securities - 2.2%
Accredited Mortgage Loan Trust Series 2005-1 Class M1, 0.7356% 4/25/35 (l)	1,444		767
ACE Securities Corp. Series 2006-NC2:
Class M7, 1.0156% 7/25/36 (l)	661		1
Class M8, 1.1156% 7/25/36 (l)	29		0*
ACE Securities Corp. Home Equity Loan Trust:
Series 2004-HE1:
Class M1, 0.7656% 2/25/34 (l)	223		204
Class M2, 1.3656% 2/25/34 (l)	275		109
Series 2005-HE2 Class M2, 0.7156% 4/25/35 (l)	208		180
Series 2005-SD1 Class A1, 0.6656% 11/25/50 (l)	20		19
Series 2006-HE2:
Class M3, 0.6056% 5/25/36 (l)	287		5
Class M4, 0.6656% 5/25/36 (l)	86		1
Series 2006-OP1:
Class M4, 0.6356% 4/25/36 (l)	135		4
Class M5, 0.6556% 4/25/36 (l)	128		3
Advanta Business Card Master Trust:
Series 2006-A6 Class A6, 0.3025% 9/20/13 (l)	2,141		2,056
Series 2006-C1 Class C1, 0.7525% 10/20/14 (l)	471		14
Series 2007-A4 Class A4, 0.3025% 4/22/13 (l)	1,907		1,830
Series 2007-D1 Class D, 1.6725% 1/22/13 (f)(l)	6,136		123
Airspeed Ltd. Series 2007-1A Class C1, 2.7728% 6/15/32 (f)(l)	6,435		2,477
ALG Student Loan Trust I Series 2006-1 Class A1, 1.0825% 10/28/18 (f)(l)	517		515
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
AmeriCredit Automobile Receivables Trust:
Series 2005-DA Class A4, 5.02% 11/6/12	$ 183		$ 185
Series 2006-1 Class B1, 5.2% 3/6/11	50		50
AmeriCredit Prime Automobile Receivables Trust:
Series 2007-1:
Class D, 5.62% 9/30/14	812		447
Class E, 6.96% 3/31/16 (f)	3,214		1,607
Series 2007-2M Class A3, 5.22% 4/8/10	210		214
Ameriquest Mortgage Securities, Inc. pass-thru certificates:
Series 2003-10 Class M1, 0.9656% 12/25/33 (l)	96		69
Series 2004-R11 Class M1, 0.9256% 11/25/34 (l)	454		210
Series 2004-R2 Class M3, 0.8156% 4/25/34 (l)	124		52
Series 2005-R2 Class M1, 0.7156% 4/25/35 (l)	1,638		1,160
Argent Securities, Inc. pass-thru certificates:
Series 2003-W7 Class A2, 0.6556% 3/1/34 (l)	38		10
Series 2004-W7:
Class M1, 0.8156% 5/25/34 (l)	1,012		488
Class M2, 0.8656% 5/25/34 (l)	851		599
Series 2006-W4 Class A2C, 0.4256% 5/25/36 (l)	1,231		375
Asset Backed Funding Corp. Series 2006-OPT2 Class M7, 1.0456% 10/25/36 (l)	948		15
Asset Backed Securities Corp. Home Equity Loan Trust:
Series 2004-HE2 Class M1, 0.8156% 4/25/34 (l)	2,117		1,120
Series 2004-HE6 Class A2, 0.6256% 6/25/34 (l)	331		169
Series 2006-HE2 Class M1, 0.6356% 3/25/36 (l)	149		5
Axon Financial Funding Ltd. Series 2007-1A Class A1, 5.96% 4/4/17 (c)(f)(l)	5,160		0*
Bank of America Credit Card Master Trust Series 2006-HE7 Class B4, 0.3528% 3/15/12 (l)	2,723		2,717
Bear Stearns Asset Backed Securities I Trust Series 2005-3 Class A1, 0.7156% 9/25/35 (l)	74		54
BMW Floorplan Master Owner Trust Series 2006-1A Class B, 0.3628% 9/17/11 (f)(l)	212		212
Brazos Higher Education Authority, Inc. Student Loan Rev. Series 2006 A2R, 5.03% 12/1/41	998		878
Brazos Higher Education Authority, Inc. Series 2006-2 Class A9, 0.6175% 12/26/24 (l)	1,821		1,702
C-BASS Trust Series 2006-CB7 Class A2, 0.3256% 10/25/36 (l)	556		505
Capital Auto Receivables Asset Trust:
Series 2006-1:
Class B, 5.26% 10/15/10	364		365
Class D, 7.16% 1/15/13 (f)	2,475		2,277
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Capital Auto Receivables Asset Trust: - continued
Series 2006-2:
Class B, 5.07% 12/15/11	$ 1,265		$ 1,282
Class C, 5.31% 6/15/12	930		907
Series 2007-1 Class C, 5.38% 11/15/12	331		266
Series 2007-SN1 Class D, 6.05% 1/17/12	162		150
Capital One Auto Finance Trust:
Series 2005-BSS Class D, 4.8% 9/15/12	685		686
Series 2006-C:
Class A3A, 5.07% 7/15/11	17		17
Class A3B, 0.2828% 7/15/11 (l)	60		60
Series 2007-B Class A3A, 5.03% 4/15/12	426		430
Capital One Multi-Asset Execution Trust Series 2007-C3 Class C3, 0.5628% 4/15/13 (f)(l)	2,306		2,217
Capital Trust Ltd. Series 2004-1:
Class A2, 0.7225% 7/20/39 (f)(l)	363		73
Class B, 1.0225% 7/20/39 (f)(l)	355		43
Class C, 1.3725% 7/20/39 (f)(l)	456		36
CarMax Auto Owner Trust Series 2007-2 Class C, 5.61% 11/15/13	670		603
Carrington Mortgage Loan Trust:
Series 2006-FRE1 Class M1, 0.5656% 7/25/36 (l)	905		32
Series 2006-NC2 Class M7, 1.1156% 6/25/36 (l)	572		10
Series 2006-NC3 Class M10, 2.2656% 8/25/36 (f)(l)	855		14
Series 2006-NC4 Class M1, 0.5656% 10/25/36 (l)	127		4
Series 2006-RFC1 Class M9, 2.1356% 5/25/36 (l)	251		6
Series 2007-RFC1 Class A3, 0.4056% 12/25/36 (l)	1,429		376
Cendant Timeshare Receivables Funding LLC:
Series 2005 1A Class 2A2, 0.4525% 5/20/17 (f)(l)	176		141
Series 2005-1A Class A1, 4.67% 5/20/17 (f)	398		311
Chase Issuance Trust Series 2004-3 Class C, 0.7428% 6/15/12 (l)	421		419
CIT Equipment Collateral Trust Series 2006-VT2 Class D, 5.46% 4/20/14	217		193
Citigroup Mortgage Loan Trust Series 2007-AMC4 Class M1, 0.5356% 5/25/37 (l)	607		19
Countrywide Asset-Backed Certificates Trust:
Series 2006-13 Class 1AF1, 0.3856% 1/25/37 (l)	4		4
Series 2007-11 Class 2A1, 0.3256% 6/25/47 (l)	91		87
Series 2007-4 Class A1A, 0.3856% 9/25/37 (l)	535		503
Countrywide Home Loan Trust Series 2006-13 Class N, 7% 8/25/37 (f)	1,666		0*
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Countrywide Home Loans, Inc.:
Series 2004-3:
Class M1, 0.7656% 6/25/34 (l)	$ 687		$ 377
Class M4, 1.2356% 4/25/34 (l)	127		64
Series 2004-4 Class M2, 0.7956% 6/25/34 (l)	467		299
Series 2005-3 Class MV1, 0.6856% 8/25/35 (l)	1,621		1,474
Series 2005-AB1 Class A2, 0.4756% 8/25/35 (l)	286		263
CPS Auto Receivables Trust:
Series 2006-D:
Class A3, 5.157% 5/15/11 (f)	31		31
Class A4, 5.115% 8/15/13 (f)	731		716
Series 2007-B Class A3, 5.47% 11/15/11 (f)	210		210
Series 2007-C Class A3, 5.43% 5/15/12 (f)	169		169
DB Master Finance LLC Series 2006-1 Class M1, 8.285% 6/20/31 (f)	3,272		2,865
Discover Card Master Trust I Series 2007-1 Class B, 0.3728% 8/15/12 (l)	2,306		2,263
Drive Auto Receivables Trust Series 2006-1 Class A4, 5.54% 12/16/13 (f)	1,480		1,463
Fannie Mae subordinate REMIC pass-thru certificates Series 2004-T5 Class AB3, 0.6603% 5/28/35 (l)	31		17
Fieldstone Mortgage Investment Corp.:
Series 2004-3 Class M5, 2.4406% 8/25/34 (l)	231		47
Series 2006-3 Class 2A3, 0.4256% 11/25/36 (l)	4,467		1,357
First Franklin Mortgage Loan Trust:
Series 2004-FF2 Class M3, 1.0906% 3/25/34 (l)	22		11
Series 2005-FF9 Class A3, 0.5456% 10/25/35 (l)	4,053		3,399
Series 2006-FF12 Class A2, 0.3056% 9/25/36 (l)	208		203
Series 2006-FF5 Class 2A2, 0.3756% 4/25/36 (l)	56		54
Ford Credit Auto Owner Trust:
Series 2006-B Class D, 7.26% 2/15/13 (f)	3,428		3,184
Series 2006-C:
Class B, 5.3% 6/15/12	409		414
Class D, 6.89% 5/15/13 (f)	2,428		2,114
Series 2007-A Class D, 7.05% 12/15/13 (f)	1,378		1,213
Ford Credit Floorplan Master Owner Trust Series 2006-4 Class B, 0.8228% 6/15/13 (l)	613		398
Franklin Auto Trust:
Series 2006-1:
Class B, 5.14% 7/21/14	41		33
Class C, 5.41% 7/21/14	363		182
Series 2007-1:
Class A4, 5.03% 2/16/15	286		294
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Franklin Auto Trust: - continued
Series 2007-1:
Class C, 5.43% 2/16/15	$ 350		$ 167
Fremont Home Loan Trust:
Series 2004-1:
Class M1, 0.9406% 2/25/34 (l)	57		26
Class M2, 1.0156% 2/25/34 (l)	98		76
Series 2005-A:
Class M3, 0.7556% 1/25/35 (l)	752		176
Class M4, 0.9456% 1/25/35 (l)	289		53
Series 2006-A Class M4, 0.6656% 5/25/36 (l)	462		4
Series 2006-D Class M1, 0.4956% 11/25/36 (l)	184		3
GCO Education Loan Funding Master Trust II Series 2007-1A Class C1L, 1.0413% 9/25/30 (f)(l)	2,174		1,626
GCO Slims Trust Series 2006-1A, 5.72% 3/1/22 (f)	1,961		1,569
GE Business Loan Trust:
Series 2003-1 Class A, 0.7028% 4/15/31 (f)(l)	274		183
Series 2006-2A:
Class A, 0.4528% 11/15/34 (f)(l)	1,617		970
Class B, 0.5528% 11/15/34 (f)(l)	586		170
Class C, 0.6528% 11/15/34 (f)(l)	970		213
Class D, 1.0228% 11/15/34 (f)(l)	370		59
GE Capital Credit Card Master Note Trust:
Series 2006-1:
Class B, 0.3828% 9/17/12 (l)	705		684
Class C, 0.5128% 9/17/12 (l)	549		516
Series 2007-1 Class C, 0.5428% 3/15/13 (l)	3,765		3,449
GE Equipment Midticket LLC Series 2006-1 Class B, 0.4228% 9/15/17 (l)	751		608
Goal Capital Funding Trust Series 2007-1 Class C1, 1.0075% 6/25/42 (l)	421		253
GS Auto Loan Trust:
Series 2006-1 Class D, 6.25% 1/15/14 (f)	845		719
Series 2007-1:
Class B, 5.53% 12/15/14	55		48
Class C, 5.74% 12/15/14	118		94
GSAMP Trust:
Series 2004-AR1:
Class B4, 5% 6/25/34 (f)(l)	626		46
Class M1, 0.9156% 6/25/34 (l)	2,042		1,076
Series 2007-HE1 Class M1, 0.5156% 3/25/47 (l)	827		32
GSR Mortgage Loan Trust:
Series 2004-OPT Class A1, 0.6056% 11/25/34 (l)	13		6
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
GSR Mortgage Loan Trust: - continued
Series 2005-MTR1 Class A1, 0.4056% 10/25/35 (l)	$ 62		$ 62
Series 2006-FM1 Class M3, 0.6156% 4/25/36 (l)	342		4
Guggenheim Structured Real Estate Funding Ltd.:
Series 2005-1 Class C, 1.3456% 5/25/30 (f)(l)	523		79
Series 2006-3:
Class B, 0.6656% 9/25/46 (f)(l)	519		78
Class C, 0.8156% 9/25/46 (f)(l)	1,211		121
Home Equity Asset Trust:
Series 2002-3 Class A5, 1.1456% 2/25/33 (l)	0*		0*
Series 2003-2 Class M1, 1.5856% 8/25/33 (l)	292		142
Series 2003-3 Class M1, 1.5556% 8/25/33 (l)	714		344
Series 2003-5 Class A2, 0.9656% 12/25/33 (l)	26		10
Series 2003-7 Class A2, 1.0256% 3/25/34 (l)	1		1*
Series 2004-3 Class M2, 1.9656% 8/25/34 (l)	238		138
Series 2004-7 Class A3, 0.6556% 1/25/35 (l)	0*		0*
Series 2005-5 Class 2A2, 0.5156% 11/25/35 (l)	216		203
Series 2006-1 Class 2A3, 0.4906% 4/25/36 (l)	2,523		2,320
Series 2006-8 Class 2A1, 0.3156% 3/25/37 (l)	12		11
HSBC Credit Card Master Note Trust I Series 2006-1 Class B, 0.4128% 6/15/12 (l)	1,784		1,772
HSBC Home Equity Loan Trust Series 2006-2:
Class M1, 0.5425% 3/20/36 (l)	465		267
Class M2, 0.5625% 3/20/36 (l)	770		373
HSI Asset Securitization Corp. Trust Series 2007-HE1 Class 2A3, 0.4556% 1/25/37 (l)	1,144		336
Hyundai Auto Receivables Trust Series 2006-1:
Class B, 5.29% 11/15/12	75		75
Class C, 5.34% 11/15/12	97		98
JPMorgan Mortgage Acquisition Trust:
Series 2006-NC2 Class M2, 0.5656% 7/25/36 (l)	116		2
Series 2007-CH1:
Class AV4, 0.3956% 11/25/36 (l)	1,144		514
Class MV1, 0.4956% 11/25/36 (l)	928		95
Series 2007-CH3 Class M1, 0.5656% 3/25/37 (l)	326		11
Keycorp Student Loan Trust:
Series 1999-A Class A2, 1.5575% 12/27/09 (l)	804		639
Series 2006-A:
Class 2A1, 1.2575% 9/27/21 (l)	303		301
Class 2C, 2.3775% 3/27/42 (l)	2,011		328
Lancer Funding Ltd. Series 2006-1A Class A3, 2.2775% 4/6/46 (f)(l)	367		0*
Long Beach Auto Receivables Trust Series 2007-A Class A4, 5.025% 1/15/14	2,274		2,092
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Long Beach Mortgage Loan Trust:
Series 2004-2 Class M2, 1.3456% 6/25/34 (l)	$ 267		$ 205
Series 2006-8 Class 2A1, 0.3056% 9/25/36 (l)	17		17
Marriott Vacation Club Owner Trust Series 2006-2A:
Class B, 5.442% 10/20/28 (f)	20		11
Class C, 5.691% 10/20/28 (f)	9		5
Class D, 6.01% 10/20/28 (f)	108		48
MASTR Asset Backed Securities Trust:
Series 2006-AM3 Class M1, 0.5256% 10/25/36 (l)	410		11
Series 2007-HE1 Class M1, 0.5656% 5/25/37 (l)	622		22
Meritage Mortgage Loan Trust Series 2004-1 Class M1, 1.0156% 7/25/34 (l)	125		56
Merrill Auto Trust Securitization Series 2007-1 Class B, 5.79% 12/16/13	238		227
Merrill Lynch Mortgage Investors Trust:
Series 2003-OPT1 Class M1, 0.9156% 7/25/34 (l)	564		400
Series 2006-FM1 Class A2B, 0.3756% 4/25/37 (l)	2,004		1,458
Series 2006-MLN1 Class A2A, 0.3356% 7/25/37 (l)	44		42
Series 2006-OPT1 Class A1A, 0.5256% 6/25/35 (l)	2,359		1,158
Morgan Stanley ABS Capital I Trust:
Series 2004-HE6 Class A2, 0.6056% 8/25/34 (l)	45		9
Series 2005-HE1 Class M2, 0.7356% 12/25/34 (l)	387		259
Series 2005-HE2 Class M1, 0.6656% 1/25/35 (l)	350		133
Series 2005-NC1 Class M1, 0.7056% 1/25/35 (l)	317		127
Series 2005-NC2 Class B1, 1.4356% 3/25/35 (l)	331		52
Series 2006-HE6 Class A2A, 0.3056% 9/25/36 (l)	250		245
Series 2006-NC4 Class M4, 0.6156% 6/25/36 (l)	254		1
Series 2007-HE2 Class M1, 0.5156% 1/25/37 (l)	150		3
Morgan Stanley Dean Witter Capital I Trust Series 2002-NC3 Class A3, 0.9456% 8/25/32 (l)	27		6
Morgan Stanley Home Equity Loans Trust Series 2007-2 Class A1, 0.3656% 4/25/37 (l)	726		593
Morgan Stanley IXIS Real Estate Capital Trust Series 2006-2 Class A1, 0.3156% 11/25/36 (l)	11		10
National Collegiate Funding LLC Series 2004-GT1 Class IO1, 7.87% 6/25/10 (f)(l)(n)	2,480		223
National Collegiate Student Loan Trust:
Series 2004-2 Class AIO, 9.75% 10/25/14 (n)	3,249		650
Series 2005-GT1 Class AIO, 6.75% 12/25/09 (n)	1,844		51
Series 2006-1 Class AIO, 5.5% 4/25/11 (n)	265		17
Series 2006-2 Class AIO, 6% 8/25/11 (n)	132		13
Series 2006-3:
Class A1, 0.2956% 9/25/19 (l)	556		548
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
National Collegiate Student Loan Trust: - continued
Series 2006-3:
Class AIO, 7.1% 1/25/12 (n)	$ 212		$ 30
Series 2006-4:
Class A1, 0.2956% 3/25/25 (l)	611		587
Class AIO, 6.35% 2/27/12 (n)	673		88
Class D, 1.3656% 5/25/32 (l)	1,537		37
Series 2007-1 Class AIO, 7.27% 4/25/12 (n)	905		150
Series 2007-2 Class AIO, 6.7% 7/25/12 (n)	769		123
New Century Home Equity Loan Trust:
Series 2005-4 Class M2, 0.7756% 9/25/35 (l)	1,132		227
Series 2005-D Class M2, 0.7356% 2/25/36 (l)	538		32
Nomura Home Equity Loan Trust Series 2006-HE2 Class A2, 0.3856% 3/25/36 (l)	386		368
NovaStar Mortgage Funding Trust Series 2006-6 Class A2A, 0.3356% 1/25/37 (l)	11		11
Ocala Funding LLC:
Series 2005-1A Class A, 1.7725% 3/20/10 (f)(l)	449		175
Series 2006-1A Class A, 1.6725% 3/20/11 (f)(l)	933		345
Option One Mortgage Loan Trust:
Series 2004-3 Class M3, 0.9156% 11/25/34 (l)	272		214
Series 2007-5 Class 2A1, 0.3556% 5/25/37 (l)	135		125
Series 2007-6 Class 2A1, 0.3256% 7/25/37 (l)	185		172
Park Place Securities, Inc.:
Series 2004-WCW1:
Class M2, 0.9456% 9/25/34 (l)	221		156
Class M3, 1.5156% 9/25/34 (l)	422		111
Class M4, 1.7156% 9/25/34 (l)	542		78
Series 2004-WCW2 Class M3, 0.8156% 7/25/35 (l)	318		47
Series 2005-WCH1:
Class M2, 0.7856% 1/25/35 (l)	1,624		1,068
Class M3, 0.8256% 1/25/35 (l)	379		197
Class M4, 1.0956% 1/25/35 (l)	1,171		190
Series 2005-WHQ2:
Class M7, 1.5156% 5/25/35 (l)	1,440		26
Class M9, 2.1456% 5/25/35 (l)	469		3
Providian Master Note Trust Series 2006-C1A Class C1, 0.8228% 3/16/15 (f)(l)	2,416		2,188
Rental Car Finance Corp. Series 2005-1A Class A2, 4.59% 6/25/11 (f)	302		236
Residential Asset Mortgage Products, Inc. Series 2006-EFC2 Class M1, 0.4956% 12/25/36 (l)	407		10
Residential Asset Securities Corp. Series 2007-KS2 Class AI1, 0.3356% 2/25/37 (l)	206		191
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Salomon Brothers Mortgage Securities VII, Inc. Series 2003-HE1 Class A, 1.0656% 4/25/33 (l)	$ 4		$ 2
Saxon Asset Securities Trust Series 2004-1 Class M1, 1.0606% 3/25/35 (l)	1,498		745
Securitized Asset Backed Receivables LLC Trust:
Series 2005-FR4 Class B3, 1.9856% 1/25/36 (l)	54		1*
Series 2006-FR4 Class A2A, 0.3456% 8/25/36 (l)	46		23
Series 2007-NC1 Class A2A, 0.3156% 12/25/36 (l)	29		26
Sierra Receivables Funding Co. Series 2007-1A Class A2, 0.4225% 3/20/19 (f)(l)	857		711
SLM Private Credit Student Loan Trust Series 2004-A Class C, 1.5794% 6/15/33 (l)	1,009		202
Specialty Underwriting & Residential Finance Trust:
Series 2003-BC3 Class M2, 2.6656% 8/25/34 (l)	142		92
Series 2006-AB2 Class N1, 5.75% 6/25/37 (f)	374		4
Structured Asset Investment Loan Trust Series 2004-8 Class M5, 1.4156% 9/25/34 (l)	67		10
Structured Asset Securities Corp.:
Series 2004-GEL1 Class A, 0.6256% 2/25/34 (l)	109		58
Series 2007-GEL1 Class A2, 0.4556% 1/25/37 (f)(l)	1,038		277
Structured Asset Securities Corp. Mortgage Loan Trust Series 2007-OSI Class A2, 0.3556% 6/25/37 (l)	2,596		2,088
Superior Wholesale Inventory Financing Trust Series 2007-AE1:
Class A, 0.3728% 1/15/12 (l)	947		932
Class B, 0.5728% 1/15/12 (l)	790		743
Class C, 0.8728% 1/15/12 (l)	1,217		998
SVO VOI Mortgage Corp. Series 2006-AA Class A, 5.28% 2/20/24 (f)	832		709
Swift Master Auto Receivables Trust:
Series 2007-1:
Class A, 0.3728% 6/15/12 (l)	2,667		2,574
Class B, 0.4928% 6/15/12 (l)	242		224
Class C, 0.7728% 6/15/12 (l)	145		102
Series 2007-2 Class A, 0.9228% 10/15/12 (l)	1,632		1,557
Terwin Mortgage Trust:
Series 2003-4HE Class A1, 1.1256% 9/25/34 (l)	23		8
Series 2003-6HE Class A1, 0.7356% 11/25/33 (l)	29		11
Trapeza CDO XII Ltd./, Inc. Series 2007-12A Class B, 1.1375% 4/6/42 (f)(l)	1,689		84
Triad Auto Receivables Owner Trust:
Series 2006-C Class A4, 5.31% 5/13/13	631		624
Series 2007-A Class A3, 5.28% 2/13/12	1,003		1,011
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Turquoise Card Backed Securities PLC:
Series 2006-2:
Class B, 0.4228% 10/17/11 (l)	$ 3,156		$ 3,038
Class C, 0.6228% 10/17/11 (l)	3,622		3,395
Series 2007-1 Class C, 0.6428% 6/15/12 (l)	2,910		2,183
Wachovia Auto Loan Owner Trust:
Series 2006-1 Class A4, 5.08% 4/20/12 (f)	557		569
Series 2006-2A:
Class B, 5.29% 6/20/12 (f)	233		240
Class D, 5.54% 12/20/12 (f)	332		300
Class E, 7.05% 5/20/14 (f)	3,929		3,198
WaMu Asset Holdings Corp. Series 2006-8 Class N1, 6.048% 10/25/46 (f)	704		0*
WaMu Asset-Backed Certificates Series 2006-HE3 Class M4, 0.6456% 10/25/36 (l)	478		8
WaMu Master Note Trust:
Series 2006-C2A Class C2, 0.7728% 8/15/15 (f)(l)	6,423		5,657
Series 2007-A4A Class A4, 5.2% 10/15/14 (f)	6,931		7,185
Series 2007-A5A Class A5, 1.0228% 10/15/14 (f)(l)	1,020		1,015
Series 2007-C1 Class C1, 0.6728% 5/15/14 (f)(l)	3,966		3,865
Wells Fargo Home Equity Trust:
Series 2004-3 Class A, 4.5% 11/27/34 (a)(f)	6		0
Series 2006-2 Class A2, 0.3656% 7/25/36 (l)	421		405
Whinstone Capital Management Ltd. Series 1A Class B3, 1.4038% 10/25/44 (f)(l)	1,419		170
TOTAL ASSET-BACKED SECURITIES (Cost $143,062)		137,867
Collateralized Mortgage Obligations - 1.7%
Private Sponsor - 1.7%
Arkle Master Issuer PLC floater Series 2006-2A:
Class 2B, 0.56% 2/17/52 (f)(l)	2,182		2,130
Class 2M, 0.64% 2/17/52 (f)(l)	1,485		1,430
Arran Residential Mortgages Funding No. 1 PLC floater Series 2006-1A Class DB, 0.94% 4/12/56 (f)(l)	1,133		736
Banc of America Commercial Mortgage Trust Series 2007-2:
Class B, 5.6986% 4/10/49 (l)	1,123		236
Class C, 5.6986% 4/10/49 (l)	2,997		540
Class D, 5.6986% 4/10/49 (l)	1,500		240
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Banc of America Mortgage Securities, Inc.:
Series 2003-K Class 1A1, 5.2037% 12/25/33 (l)	$ 66		$ 51
Series 2003-L Class 2A1, 5.2191% 1/25/34 (l)	1,432		1,225
Series 2004-1 Class 2A2, 4.6617% 10/25/34 (l)	1,604		1,351
Series 2004-A Class 2A2, 5.4508% 2/25/34 (l)	217		186
Series 2004-B:
Class 1A1, 4.6868% 3/25/34 (l)	120		93
Class 2A2, 4.5749% 3/25/34 (l)	907		771
Series 2004-C Class 1A1, 4.097% 4/25/34 (l)	147		121
Series 2004-D:
Class 1A1, 3.8783% 5/25/34 (l)	170		131
Class 2A2, 3.8898% 5/25/34 (l)	1,460		1,234
Series 2004-G Class 2A7, 4.2585% 8/25/34 (l)	1,244		1,060
Series 2004-H Class 2A1, 4.469% 9/25/34 (l)	1,176		969
Series 2005-H:
Class 1A1, 4.6982% 9/25/35 (l)	670		524
Class 2A2, 4.805% 9/25/35 (l)	771		348
Bayview Commercial Asset Trust Series 2006-3A Class IO, 2.3908% 10/25/36 (f)(l)(n)	39,136		2,798
Bear Stearns ALT-A Trust floater Series 2005-1 Class A1, 0.5456% 1/25/35 (l)	2,184		1,694
Bear Stearns Commercial Mortgage Securities Trust Series 2006-T24 Class X2, 0.4243% 10/12/41 (f)(l)(n)	2,763		37
Chase Mortgage Finance Trust:
Series 2007-A1 Class 1A5, 4.6804% 2/25/37 (l)	1,480		1,285
Series 2007-A2 Class 2A1, 5.0375% 7/25/37 (l)	1,634		1,475
Citigroup Commercial Mortgage Trust Series 2008-C7 Class A2B, 6.2986% 12/10/49 (l)	1,372		1,354
Citigroup Mortgage Loan Trust Series 2004-UST1:
Class A3, 4.189% 8/25/34 (l)	1,321		1,171
Class A4, 3.4368% 8/25/34 (l)	1,127		994
Cobalt CMBS Commercial Mortgage Trust Series 2007-C2 Class B, 5.617% 4/15/47 (l)	1,533		215
COMM pass-thru certificates floater Series 2001-J2A Class A2F, 0.7728% 7/16/34 (f)(l)	1,372		1,158
Countrywide Alternative Loan Trust planned amortization class Series 2003-5T2 Class A2, 0.6656% 5/25/33 (l)	38		38
Countrywide Home Loans, Inc. Series 2005-HYB3 Class 2A6B, 4.3939% 6/20/35 (l)	419		169
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Credit Suisse First Boston Adjustable Rate Mortgage Trust floater Series 2005-2 Class 6M2, 0.7456% 6/25/35 (l)	$ 1,170		$ 82
Credit Suisse First Boston Mortgage Securities Corp. floater:
Series 2004-AR7 Class 6A2, 1.0256% 8/25/34 (l)	27		15
Series 2004-AR8 Class 8A2, 1.0256% 9/25/34 (l)	18		12
Series 2007-AR7 Class 2A1, 3.934% 11/25/34 (l)	1,751		1,461
Deutsche Alt-A Securities Mortgage Loan Trust floater Series 2007-BAR1 Class A3, 0.4256% 3/25/37 (l)	2,725		978
DSLA Mortgage Loan Trust Series 2006-AR2 Class 2AB1, 0.3688% 9/19/36 (l)	331		303
First Horizon Mortgage pass-thru Trust:
floater Series 2004-FL1 Class 2A1, 1.4488% 12/25/34 (l)	42		21
Series 2004-AR5 Class 2A1, 5.0255% 10/25/34 (l)	1,461		1,119
Fosse Master Issuer PLC:
floater Series 2006-1A:
Class B2, 0.67% 10/18/54 (f)(l)	2,627		2,090
Class C2, 0.98% 10/18/54 (f)(l)	881		573
Class M2, 0.76% 10/18/54 (f)(l)	1,509		1,034
Series 2007-1A Class C2, 1.06% 10/18/54 (f)(l)	183		158
Gracechurch Mortgage Financing PLC floater Series 2006-1 Class D2, 0.895% 11/20/56 (f)(l)	2,144		1,501
Gracechurch Mortgage Funding PLC floater Series 1A Class DB, 0.98% 10/11/41 (f)(l)	2,469		1,975
Granite Master Issuer PLC floater:
Series 2005-4 Class C2, 0.8225% 12/20/54 (l)	117		18
Series 2006-1A Class C2, 0.8725% 12/20/54 (f)(l)	5,059		759
Series 2006-2 Class C1, 0.7425% 12/20/54 (l)	4,271		513
Series 2006-3 Class C2, 0.7725% 12/20/54 (l)	890		107
Series 2006-4:
Class B1, 0.3625% 12/20/54 (l)	3,376		1,182
Class C1, 0.6525% 12/20/54 (l)	2,064		310
Class M1, 0.4425% 12/20/54 (l)	889		160
Series 2007-1:
Class 1C1, 0.5725% 12/20/54 (l)	1,688		203
Class 1M1, 0.4225% 12/20/54 (l)	1,120		202
Class 2C1, 0.7025% 12/20/54 (l)	768		92
Class 2M1, 0.5225% 12/20/54 (l)	1,438		259
Series 2007-2 Class 2C1, 0.7028% 12/17/54 (l)	1,992		299
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Granite Mortgages PLC floater Series 2003-3 Class 1C, 2.96% 1/20/44 (l)	$ 341		$ 43
GSR Mortgage Loan Trust:
Series 2004-11 Class 1A1, 4.3491% 9/25/34 (l)	229		164
Series 2007-AR2 Class 2A1, 4.8216% 4/25/35 (l)	561		378
Harborview Mortgage Loan Trust floater Series 2005-2 Class 2A1A, 0.5088% 5/19/35 (l)	328		174
Holmes Master Issuer PLC floater Series 2006-1A Class 2C, 0.8994% 7/15/40 (f)(l)	683		637
Impac CMB Trust floater:
Series 2004-11 Class 2A2, 1.0056% 3/25/35 (l)	185		61
Series 2005-1 Class M4, 1.0156% 4/25/35 (l)	20		2
Series 2005-3 Class A1, 0.5056% 8/25/35 (l)	462		215
JPMorgan Chase Commercial Mortgage Securities Trust Series 2007-CB18 Class A3, 5.447% 6/12/47 (l)	2,602		2,303
JPMorgan Mortgage Trust:
sequential payer Series 2006-A5 Class 3A5, 5.9501% 8/25/36 (l)	1,633		1,215
Series 2004-A1 Class 2A1, 4.4607% 2/25/34 (l)	893		797
Series 2004-A3 Class 4A1, 4.2916% 7/25/34 (l)	2,197		1,933
Series 2006-A2 Class 5A1, 5.0559% 11/25/33 (l)	1,646		1,446
LB-UBS Commercial Mortgage Trust sequential payer Series 2006-C6 Class A4, 5.372% 12/31/49	617		536
Lehman Structured Securities Corp. floater Series 2005-1 Class A2, 0.6544% 9/26/45 (f)(l)	346		161
MASTR Adjustable Rate Mortgages Trust:
floater Series 2005-1 Class 1A1, 0.5356% 2/25/35 (l)	43		24
Series 2007-3 Class 22A2, 0.4756% 5/25/47 (l)	1,132		389
MASTR Alternative Loan Trust Series 2004-3 Class 3A1, 6% 4/25/34	463		342
MASTR Asset Backed Securities Trust Series 2006-NC3 Class M1, 0.4956% 10/25/36 (l)	311		5
Merrill Lynch Alternative Note Asset Trust floater Series 2007-OAR1 Class A1, 0.4356% 2/25/37 (l)	1,579		698
Merrill Lynch Floating Trust floater Series 2006-1:
Class B, 0.4428% 6/15/22 (f)(l)	190		107
Class C, 0.4628% 6/15/22 (f)(l)	1,173		493
Class D, 0.4728% 6/15/22 (f)(l)	452		126
Class E, 0.4828% 6/15/22 (f)(l)	722		159
Class F, 0.5128% 6/15/22 (f)(l)	1,196		239
Class G, 0.5828% 6/15/22 (f)(l)	271		43
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Merrill Lynch Floating Trust floater Series 2006-1: - continued
Class H, 0.6028% 6/15/22 (f)(l)	$ 542		$ 76
Class J, 0.6428% 6/15/22 (f)(l)	633		76
Merrill Lynch Mortgage Investors Trust:
floater:
Series 2005-B Class A2, 1.4% 7/25/30 (l)	596		429
Series 2006-MLN1 Class M4, 0.6256% 7/25/37 (l)	828		3
Series 2004-A4 Class A1, 3.3459% 8/25/34 (l)	1,786		1,602
Series 2005-A2 Class A7, 4.4821% 2/25/35 (l)	1,782		1,358
Series 2006-A6 Class A4, 5.364% 10/25/33 (l)	1,261		1,084
Merrill Lynch-CFC Commercial Mortgage Trust Series 2006-3 Class ASB, 5.382% 7/12/46 (l)	5,874		5,661
Opteum Mortgage Acceptance Corp. floater Series 2005-3 Class APT, 0.5556% 7/25/35 (l)	2,334		1,565
Option One Mortgage Loan Trust floater Series 2007-CP1 Class M1, 0.5656% 3/25/37 (l)	2,252		100
Permanent Financing No. 8 PLC floater Class 3C, 1.17% 6/10/42 (l)	1,741		1,372
Permanent Master Issuer PLC floater Series 2006-1 Class 2C, 0.9094% 7/17/42 (l)	414		310
Provident Funding Mortgage Loan Trust Series 2005-2 Class 3A, 4.2156% 10/25/35 (l)	3,847		3,011
RESI Finance LP/RESI Finance DE Corp. floater:
Series 2003-B:
Class B5, 2.6256% 7/10/35 (f)(l)	1,712		873
Class B6, 3.1256% 7/10/35 (f)(l)	2,269		1,055
Series 2004-A:
Class B4, 1.4756% 2/10/36 (f)(l)	602		242
Class B5, 1.9756% 2/10/36 (f)(l)	401		151
Series 2004-B:
Class B4, 1.3756% 2/10/36 (f)(l)	416		133
Class B5, 1.8256% 2/10/36 (f)(l)	307		89
Class B6, 2.2756% 2/10/36 (f)(l)	158		39
Series 2004-C:
Class B4, 1.2256% 9/10/36 (f)(l)	553		182
Class B5, 1.6256% 9/10/36 (f)(l)	614		177
Class B6, 2.0256% 9/10/36 (f)(l)	178		41
Residential Asset Mortgage Products, Inc.:
sequential payer:
Series 2003-SL1 Class A31, 7.125% 4/25/31	824		729
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Residential Asset Mortgage Products, Inc.: - continued
sequential payer:
Series 2004-SL3 Class A1, 7% 8/25/16	$ 76		$ 67
Series 2005-AR5 Class 1A1, 4.3273% 9/19/35 (l)	192		121
Residential Funding Securities Corp. floater Series 2003-RP2 Class A1, 0.7156% 6/25/33 (f)(l)	337		239
ResMAE Mortgage Loan Trust floater Series 2006-1 Class A2A, 0.3656% 2/25/36 (f)(l)	4		4
Salomon Brothers Mortgage Securities VII, Inc. Series 2006-C2 Class H, 6.308% 7/18/33 (f)	194		157
Sequoia Mortgage Trust floater:
Series 2004-6 Class A3B, 1.6013% 7/20/34 (l)	37		25
Series 2004-7 Class A3B, 1.535% 7/20/34 (l)	24		14
Soundview Home Equity Loan Trust floater Series 2006-EQ1 Class M7, 1.0656% 9/25/36 (l)	262		4
Structured Asset Securities Corp.:
floater Series 2004-NP1 Class A, 0.6656% 9/25/33 (f)(l)	66		31
Series 2003-15A Class 4A, 5.4571% 4/25/33 (l)	611		509
Series 2003-20 Class 1A1, 5.5% 7/25/33	542		466
TBW Mortgage-Backed pass-thru certificates floater Series 2006-4 Class A3, 0.4656% 9/25/36 (l)	2,597		1,234
WaMu Mortgage pass-thru certificates:
floater Series 2006-AR11 Class C1B1, 0.3456% 9/25/46 (l)	49		47
Series 2003-AR8 Class A, 4.1135% 8/25/33 (l)	910		815
Series 2005-AR3 Class A2, 4.6405% 3/25/35 (l)	2,470		1,963
Wells Fargo Mortgage Backed Securities Trust:
Series 2004-T Class A1, 3.954% 9/25/34 (l)	427		365
Series 2004-W Class A9, 4.5277% 11/25/34 (l)	2,188		1,569
Series 2005-AR12 Class 2A6, 4.046% 7/25/35 (l)	3,200		2,771
Series 2005-AR2 Class 2A2, 4.57% 3/25/35	2,165		1,876
Series 2005-AR3 Class 2A1, 3.768% 3/25/35 (l)	1,845		1,539
Series 2006-AR8 Class 3A1, 5.2377% 4/25/36 (l)	22,415		18,237
TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS (Cost $113,988)		106,291
Commercial Mortgage Securities - 8.0%
	Principal Amount (000s)		Value (000s)
Asset Securitization Corp. Series 1997-D5:
Class A-6, 7.2794% 2/14/43 (l)	$ 1,605		$ 1,451
Class A2, 6.9094% 2/14/43 (l)	1,009		1,096
Class A3, 6.9594% 2/14/43 (l)	1,089		1,179
Class PS1, 1.556% 2/14/43 (l)(n)	5,243		184
Banc of America Commercial Mortgage Trust:
sequential payer:
Series 2006-2 Class AAB, 5.7211% 5/10/45 (l)	1,602		1,580
Series 2006-3 Class A4, 5.889% 7/10/44 (l)	8,540		7,045
Series 2006-4 Class A1, 5.363% 7/10/46 (l)	243		247
Series 2006-5:
Class A1, 5.185% 9/10/47	61		62
Class A2, 5.317% 9/10/47	5,295		5,300
Class A3, 5.39% 9/10/47	1,913		1,835
Series 2006-6 Class A3, 5.369% 12/10/16	2,744		2,333
Series 2007-2 Class A1, 5.421% 4/10/49	173		176
Series 2007-4 Class A3, 5.8115% 2/10/51 (l)	1,368		1,273
Series 2006-6 Class E, 5.619% 10/10/45 (f)	793		102
Series 2007-3:
Class A3, 5.6581% 6/10/49 (l)	2,291		1,932
Class A4, 5.6581% 6/10/49 (l)	2,860		2,191
Banc of America Commercial Mortgage, Inc.:
sequential payer:
Series 2000-2 Class A2, 7.197% 9/15/32	335		341
Series 2001-1 Class A4, 5.451% 1/15/49	3,005		2,581
Series 2004-2:
Class A2, 3.52% 11/10/38	11		11
Class A3, 4.05% 11/10/38	1,856		1,856
Class A4, 4.153% 11/10/38	1,740		1,696
Series 2004-4 Class A3, 4.128% 7/10/42	576		578
Series 2005-1 Class A3, 4.877% 11/10/42	4,728		4,722
Series 2006-1 Class A1, 5.219% 9/10/45 (l)	584		592
Series 2001-3 Class H, 6.562% 4/11/37 (f)	767		732
Series 2001-PB1:
Class J, 7.166% 5/11/35 (f)	343		226
Class K, 6.15% 5/11/35 (f)	638		490
Series 2002-2 Class XP, 2.0377% 7/11/43 (f)(l)(n)	866		5
Series 2003-2 Class XP, 0.4553% 3/11/41 (f)(l)(n)	11,981		39
Series 2005-3 Series A3B, 5.09% 7/10/43 (l)	4,262		4,082
Series 2005-6 Class A3, 5.1791% 9/10/47 (l)	2,470		2,384
Series 2007-1 Class B, 5.543% 1/15/49	826		176
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Banc of America Large Loan, Inc. floater:
Series 2005-MIB1:
Class C, 0.5828% 3/15/22 (f)(l)	$ 589		$ 342
Class D, 0.6328% 3/15/22 (f)(l)	597		328
Class E, 0.6728% 3/15/22 (f)(l)	493		256
Class F, 0.7428% 3/15/22 (f)(l)	489		244
Class G, 0.8028% 3/15/22 (f)(l)	317		142
Series 2006-BIX1:
Class C, 0.4528% 10/15/19 (f)(l)	882		591
Class D, 0.4828% 10/15/19 (f)(l)	1,077		646
Class E, 0.5128% 10/15/19 (f)(l)	998		549
Class F, 0.5828% 10/15/19 (f)(l)	2,362		1,181
Class G, 0.6028% 10/15/19 (f)(l)	951		428
Bayview Commercial Asset Trust:
floater:
Series 2003-2 Class M1, 1.1156% 12/25/33 (f)(l)	77		38
Series 2004-1:
Class A, 0.6256% 4/25/34 (f)(l)	1,231		874
Class B, 2.1656% 4/25/34 (f)(l)	138		55
Class M1, 0.8256% 4/25/34 (f)(l)	111		65
Class M2, 1.4656% 4/25/34 (f)(l)	102		51
Series 2004-2:
Class A, 0.6956% 8/25/34 (f)(l)	949		665
Class M1, 0.8456% 8/25/34 (f)(l)	172		86
Series 2004-3:
Class A1, 0.6356% 1/25/35 (f)(l)	2,038		1,325
Class A2, 0.6856% 1/25/35 (f)(l)	293		182
Class M1, 0.7656% 1/25/35 (f)(l)	352		179
Class M2, 1.2656% 1/25/35 (f)(l)	177		78
Series 2005-2A:
Class A1, 0.5756% 8/25/35 (f)(l)	1,623		1,060
Class M1, 0.6956% 8/25/35 (f)(l)	86		35
Class M2, 0.7456% 8/25/35 (f)(l)	141		53
Class M3, 0.7656% 8/25/35 (f)(l)	78		27
Class M4, 0.8756% 8/25/35 (f)(l)	72		23
Series 2005-3A:
Class A1, 0.5856% 11/25/35 (f)(l)	636		429
Class A2, 0.6656% 11/25/35 (f)(l)	595		357
Class M1, 0.7056% 11/25/35 (f)(l)	128		53
Class M2, 0.7556% 11/25/35 (f)(l)	96		37
Class M3, 0.7756% 11/25/35 (f)(l)	85		31
Class M4, 0.8656% 11/25/35 (f)(l)	107		37
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bayview Commercial Asset Trust: - continued
floater:
Series 2005-4A:
Class A2, 0.6556% 1/25/36 (f)(l)	$ 1,485		$ 891
Class B1, 1.6656% 1/25/36 (f)(l)	129		35
Class M1, 0.7156% 1/25/36 (f)(l)	479		225
Class M2, 0.7356% 1/25/36 (f)(l)	144		63
Class M3, 0.7656% 1/25/36 (f)(l)	210		86
Class M4, 0.8756% 1/25/36 (f)(l)	116		43
Class M5, 0.9156% 1/25/36 (f)(l)	116		38
Class M6, 0.9656% 1/25/36 (f)(l)	124		36
Series 2006-1:
Class A2, 0.6256% 4/25/36 (f)(l)	224		128
Class M1, 0.6456% 4/25/36 (f)(l)	136		55
Class M2, 0.6656% 4/25/36 (f)(l)	143		55
Class M3, 0.6856% 4/25/36 (f)(l)	123		45
Class M4, 0.7856% 4/25/36 (f)(l)	70		24
Class M5, 0.8256% 4/25/36 (f)(l)	68		22
Class M6, 0.9056% 4/25/36 (f)(l)	135		42
Series 2006-2A:
Class A1, 0.4956% 7/25/36 (f)(l)	3,934		2,641
Class A2, 0.5456% 7/25/36 (f)(l)	203		118
Class B1, 1.1356% 7/25/36 (f)(l)	129		37
Class B3, 2.9656% 7/25/36 (f)(l)	115		29
Class M1, 0.5756% 7/25/36 (f)(l)	213		86
Class M2, 0.5956% 7/25/36 (f)(l)	150		57
Class M3, 0.6156% 7/25/36 (f)(l)	124		45
Class M4, 0.6856% 7/25/36 (f)(l)	143		49
Class M5, 0.7356% 7/25/36 (f)(l)	103		34
Class M6, 0.8056% 7/25/36 (f)(l)	154		48
Series 2006-3A:
Class B1, 1.0656% 10/25/36 (f)(l)	133		20
Class B2, 1.6156% 10/25/36 (f)(l)	163		20
Class B3, 2.8656% 10/25/36 (f)(l)	156		20
Class M4, 0.6956% 10/25/36 (f)(l)	147		34
Class M5, 0.7456% 10/25/36 (f)(l)	176		35
Class M6, 0.8256% 10/25/36 (f)(l)	345		62
Series 2006-4A:
Class A1, 0.4956% 12/25/36 (f)(l)	730		490
Class A2, 0.5356% 12/25/36 (f)(l)	3,704		1,722
Class B1, 0.9656% 12/25/36 (f)(l)	184		40
Class B2, 1.5156% 12/25/36 (f)(l)	188		37
Class B3, 2.7156% 12/25/36 (f)(l)	197		35
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bayview Commercial Asset Trust: - continued
floater:
Series 2006-4A:
Class M1, 0.5556% 12/25/36 (f)(l)	$ 237		$ 80
Class M2, 0.5756% 12/25/36 (f)(l)	159		50
Class M3, 0.6056% 12/25/36 (f)(l)	161		47
Class M4, 0.6656% 12/25/36 (f)(l)	192		54
Class M5, 0.7056% 12/25/36 (f)(l)	176		46
Class M6, 0.7856% 12/25/36 (f)(l)	159		38
Series 2007-1:
Class A2, 0.5356% 3/25/37 (f)(l)	796		390
Class B1, 0.9356% 3/25/37 (f)(l)	253		45
Class B2, 1.4156% 3/25/37 (f)(l)	183		27
Class B3, 3.6156% 3/25/37 (f)(l)	502		60
Class M1, 0.5356% 3/25/37 (f)(l)	223		85
Class M2, 0.5556% 3/25/37 (f)(l)	167		53
Class M3, 0.5856% 3/25/37 (f)(l)	221		66
Class M4, 0.6356% 3/25/37 (f)(l)	180		48
Class M5, 0.6856% 3/25/37 (f)(l)	187		45
Class M6, 0.7656% 3/25/37 (f)(l)	260		56
Series 2007-2A:
Class A1, 0.5356% 7/25/37 (f)(l)	1,939		1,125
Class A2, 0.5856% 7/25/37 (f)(l)	1,816		853
Class B1, 1.8656% 7/25/37 (f)(l)	544		79
Class B2, 2.5156% 7/25/37 (f)(l)	474		64
Class B3, 3.6156% 7/25/37 (f)(l)	532		69
Class M1, 0.6356% 7/25/37 (f)(l)	619		217
Class M2, 0.6756% 7/25/37 (f)(l)	322		97
Class M3, 0.7556% 7/25/37 (f)(l)	326		82
Class M4, 0.9156% 7/25/37 (f)(l)	678		136
Class M5, 1.0156% 7/25/37 (f)(l)	599		108
Class M6, 1.2656% 7/25/37 (f)(l)	761		114
Series 2007-3:
Class A2, 0.5556% 7/25/37 (f)(l)	792		391
Class B1, 1.2156% 7/25/37 (f)(l)	478		95
Class B2, 1.8656% 7/25/37 (f)(l)	1,228		209
Class B3, 4.2656% 7/25/37 (f)(l)	637		94
Class M1, 0.5756% 7/25/37 (f)(l)	420		158
Class M2, 0.6056% 7/25/37 (f)(l)	448		156
Class M3, 0.6356% 7/25/37 (f)(l)	722		236
Class M4, 0.7656% 7/25/37 (f)(l)	1,137		331
Class M5, 0.8656% 7/25/37 (f)(l)	576		141
Class M6, 1.0656% 7/25/37 (f)(l)	437		101
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bayview Commercial Asset Trust: - continued
floater:
Series 2007-4A:
Class B1, 2.8156% 9/25/37 (f)(l)	$ 257		$ 33
Class B2, 3.7156% 9/25/37 (f)(l)	930		112
Class M1, 1.2156% 9/25/37 (f)(l)	247		62
Class M2, 1.3156% 9/25/37 (f)(l)	247		52
Class M4, 1.8656% 9/25/37 (f)(l)	630		107
Class M5, 2.0156% 9/25/37 (f)(l)	630		95
Class M6, 2.2156% 9/25/37 (f)(l)	631		85
Series 2004-1 Class IO, 1.25% 4/25/34 (f)(n)	3,915		61
Series 2007-5A Class IO, 1.5496% 10/25/37 (f)(n)	8,446		726
Bear Stearns Commercial Mortgage Securities Trust:
floater:
Series 2006-BBA7:
Class G, 0.7128% 3/15/19 (f)(l)	639		307
Class H, 0.9228% 3/15/19 (f)(l)	429		185
Class J, 1.1228% 3/15/19 (f)(l)	323		123
Series 2007-BBA8:
Class D, 0.5228% 3/15/22 (f)(l)	489		244
Class E, 0.5728% 3/15/22 (f)(l)	2,544		1,179
Class F, 0.6228% 3/15/22 (f)(l)	1,561		668
Class G, 0.6728% 3/15/22 (f)(l)	401		157
Class H, 0.8228% 3/15/22 (f)(l)	489		176
Class J, 0.9728% 3/15/22 (f)(l)	489		137
sequential payer:
Series 2003-PWR2 Class A3, 4.834% 5/11/39	778		798
Series 2004-PWR3 Class A3, 4.487% 2/11/41	1,702		1,714
Series 2005-PWR9 Class A2, 4.735% 9/11/42	8,685		8,696
Series 2006-PW14 Class A4, 5.201% 12/11/38	1,773		1,580
Series 2006-T24 Class A1, 4.905% 10/12/41 (l)	202		205
Series 2007 PW17 Class A4, 5.694% 6/11/50	14,079		12,443
Series 2007-PW16 Class A4, 5.7167% 6/11/40 (l)	803		689
Series 2007-PW17 Class A1, 5.282% 6/11/50	757		763
Series 2007-PW18 Class A2, 5.613% 6/11/50	11,400		11,301
Series 2007-T26 Class A1, 5.145% 1/12/45 (l)	471		474
Series 2003-PWR2 Class X2, 0.4648% 5/11/39 (f)(l)(n)	12,856		105
Series 2006-PW13 Class A3, 5.518% 9/11/41	4,842		4,584
Series 2006-PW14 Class X2, 0.6482% 12/11/38 (f)(l)(n)	19,965		410
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bear Stearns Commercial Mortgage Securities Trust: - continued
Series 2006-T22:
Class A1, 5.415% 4/12/38 (l)	$ 231		$ 234
Class A4, 5.4634% 4/12/38 (l)	172		163
Series 2007-PW15 Class A1, 5.016% 2/11/44	379		381
Series 2007-PW16:
Class B, 5.713% 6/11/40 (f)	220		64
Class C, 5.713% 6/11/40 (f)	183		46
Class D, 5.713% 6/11/40 (f)	183		44
Series 2007-PW18 Class X2, 0.3442% 6/11/50 (f)(l)(n)	136,744		1,840
Series 2007-T28 Class X2, 0.1821% 9/11/42 (f)(l)(n)	68,708		458
C-BASS Trust floater Series 2006-SC1 Class A, 0.5356% 5/25/36 (f)(l)	823		426
CDC Commercial Mortgage Trust Series 2002-FX1:
Class G, 6.625% 5/15/35 (f)	1,612		1,576
Class XCL, 2.3511% 5/15/35 (f)(l)(n)	22,160		821
Chase Commercial Mortgage Securities Corp.:
Series 1999-2:
Class E, 7.734% 1/15/32	550		548
Class F, 7.734% 1/15/32	298		296
Series 2000-3 Class G 6.887% 10/15/32 (f)	5,748		3,647
Series 2001-245 Class A2, 6.275% 2/12/16 (f)(l)	1,395		1,455
Citigroup Commercial Mortgage Trust:
floater Series 2006-FL2:
Class F, 0.5828% 8/16/21 (f)(l)	490		147
Class G, 0.6028% 11/15/36 (f)(l)	408		114
Class H, 0.6428% 11/15/36 (f)(l)	327		82
Series 2006-C5 Class AMP2, 5.5005% 10/15/49 (f)	2,332		816
Series 2007-C6:
Class A1, 5.622% 12/10/49 (l)	463		474
Class A2, 5.6994% 12/10/49 (l)	1,370		1,370
Class A4, 5.6994% 12/10/49 (l)	3,103		2,697
Series 2007-FL3A Class A2, 0.4128% 4/15/22 (f)(l)	4,955		2,973
Citigroup/Deutsche Bank Commercial Mortgage Trust:
sequential payer:
Series 2006-CD2 Class A4, 5.3625% 1/15/46 (l)	572		511
Series 2007-CD4:
Class A1, 4.977% 12/11/49	372		376
Class A2A, 5.237% 12/11/49	1,221		1,213
Series 2007-CD4:
Class A3, 5.293% 12/11/49	1,336		1,240
Class C, 5.476% 12/11/49	2,583		194
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Cobalt CMBS Commercial Mortgage Trust:
sequential payer:
Series 2006-C1 Class A1, 5.043% 8/15/48	$ 173		$ 173
Series 2007-C2 Class A1, 5.064% 4/15/47 (l)	198		201
Series 2007-C3 Class A3, 5.8202% 5/15/46 (l)	1,372		1,252
Series 2006-C1 Class B, 5.359% 8/15/48	4,116		700
COMM pass-thru certificates:
floater:
Series 2005-F10A:
Class B, 0.5028% 4/15/17 (f)(l)	3,073		1,813
Class C, 0.5428% 4/15/17 (f)(l)	1,104		640
Class D, 0.5828% 4/15/17 (f)(l)	753		395
Class E, 0.6428% 4/15/17 (f)(l)	240		115
Class F, 0.6828% 4/15/17 (f)(l)	136		61
Class G, 0.8228% 4/15/17 (f)(l)	136		57
Class H, 0.8928% 4/15/17 (f)(l)	136		56
Class J, 1.1228% 4/15/17 (f)(l)	104		42
Series 2005-FL11:
Class C, 0.5728% 11/15/17 (f)(l)	2,165		1,050
Class D, 0.6128% 11/15/17 (f)(l)	113		60
Class E, 0.6628% 11/15/17 (f)(l)	399		202
Class F, 0.7228% 11/15/17 (f)(l)	305		147
Class G, 0.7728% 11/15/17 (f)(l)	211		97
Series 2006-FL12 Class AJ, 0.4028% 12/15/20 (f)(l)	1,955		987
sequential payer:
Series 2005-C6 Class A2, 4.999% 6/10/44 (l)	129		130
Series 2006-C8:
Class A1, 5.11% 12/10/46	60		60
Class A3, 5.31% 12/10/46	3,910		3,527
Series 2006-CN2A Class A2FX, 5.449% 2/5/19	2,319		2,244
Series 2007-C9 Class A4, 5.8162% 12/10/49 (l)	3,036		2,669
Series 2004-LBN2 Class X2, 0.8704% 3/10/39 (f)(l)(n)	2,439		27
Series 2006-C8:
Class B, 5.44% 12/10/46	2,376		683
Class XP, 0.4956% 12/10/46 (l)(n)	13,427		205
Commercial Mortgage Asset Trust sequential payer Series 1999-C2 Class A2, 7.546% 11/17/32 (l)	472		474
Credit Suisse Commercial Mortgage Trust:
sequential payer:
Series 2006-C5:
Class A1, 5.297% 12/15/39	447		454
Class AJ, 5.373% 12/15/39	2,778		1,046
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Credit Suisse Commercial Mortgage Trust: - continued
sequential payer:
Series 2007-C2:
Class A1, 5.269% 1/15/49	$ 123		$ 125
Class A3, 5.542% 1/15/49 (l)	2,744		1,997
Series 2007-C3:
Class A1, 5.664% 6/15/39 (l)	252		257
Class A4, 5.7229% 6/15/39 (l)	825		604
Series 2006-C4 Class AAB, 5.439% 9/15/39	7,809		7,570
Series 2006-C5 Class ASP, 0.6636% 12/15/39 (l)(n)	8,533		181
Series 2007-C5 Class A4, 5.695% 9/15/40 (l)	1,242		914
Credit Suisse First Boston Mortgage Capital Certificates floater Series 2007-TF2A Class B, 0.6228% 4/15/22 (f)(l)	4,895		1,224
Credit Suisse First Boston Mortgage Securities Corp.:
sequential payer:
Series 2001-CK6 Class B, 6.582% 8/15/36	1,372		1,382
Series 2002-CP5 Class A1, 4.106% 12/15/35	101		102
Series 2004-C1:
Class A3, 4.321% 1/15/37	463		468
Class A4, 4.75% 1/15/37	639		623
Series 1998-C1 Class D, 7.17% 5/17/40	1,436		1,483
Series 1999-C1 Class E, 8.1143% 9/15/41 (l)	1,418		1,413
Series 2001-CK6 Class AX, 0.9618% 9/15/18 (l)(n)	3,986		64
Series 2001-CKN5 Class AX, 2.0784% 9/15/34 (f)(l)(n)	12,794		381
Series 2003-C4 Class ASP, 0.4415% 8/15/36 (f)(l)(n)	7,676		34
Series 2004-C1 Class ASP, 0.953% 1/15/37 (f)(l)(n)	74,214		992
Series 2006-C1 Class A3, 5.5509% 2/15/39 (l)	7,244		7,072
Credit Suisse Mortgage Capital Certificates:
floater:
Series 200-TFL1 Class B, 0.4228% 2/15/22 (f)(l)	519		234
Series 2007-TFL1:
Class C:
0.4428% 2/15/22 (f)(l)	1,479		562
0.5428% 2/15/22 (f)(l)	528		158
Class F, 0.5928% 2/15/22 (f)(l)	1,056		285
sequential payer Series 2007-C1 Class A1, 5.227% 2/15/40	146		148
Series 2007-C1:
Class ASP, 0.4177% 2/15/40 (l)(n)	26,883		385
Class B, 5.487% 2/15/40 (f)(l)	2,097		304
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
First Union National Bank-Bank of America Commercial Mortgage Trust Series 2001-C1:
Class D, 6.484% 3/15/33	$ 489		$ 441
Class G, 6.936% 3/15/33 (f)	903		762
GE Capital Commercial Mortgage Corp.:
sequential payer Series 2007-C1 Class A4, 5.543% 12/10/49	6,821		4,934
Series 2001-1 Class X1, 1.0483% 5/15/33 (f)(l)(n)	14,187		199
Series 2004-C1 Class X2, 1.3053% 11/10/38 (f)(l)(n)	7,350		99
Series 2005-C1 Class B, 4.846% 6/10/48 (l)	392		126
Series 2007-C1 Class XP, 0.2088% 12/10/49 (l)(n)	26,983		193
GMAC Commercial Mortgage Securities, Inc.:
Series 2003-C3 Class X2, 0.8723% 12/10/38 (f)(l)(n)	8,430		62
Series 2004-C3 Class X2, 0.6224% 12/10/41 (l)(n)	5,617		68
Series 2005-C1 Class X2, 0.6559% 5/10/43 (l)(n)	7,478		93
Greenwich Capital Commercial Funding Corp.:
floater Series 2006-FL4 Class B, 0.4653% 11/5/21 (f)(l)	516		238
sequential payer:
Series 2004-GG1 Class A4, 4.755% 6/10/36	876		883
Series 2007-GG11:
Class A1, 5.358% 12/10/49	1,358		1,381
Class A2, 5.597% 12/10/49	2,744		2,639
Series 2007-GG9:
Class A1, 5.233% 3/10/39	342		348
Class A4, 5.444% 3/10/39	3,989		3,404
Series 2003-C1 Class XP, 2.2423% 7/5/35 (f)(l)(n)	4,449		67
Series 2003-C2 Class XP, 1.1772% 1/5/36 (f)(l)(n)	10,134		88
Series 2005-GG3 Class XP, 0.9155% 8/10/42 (f)(l)(n)	27,415		461
Series 2006-GG7:
Class A3, 5.9166% 7/10/38 (l)	3,617		3,437
Class A4, 5.9166% 7/10/38 (l)	10,620		9,274
Series 2007-GG11 Class A1, 0.4798% 12/10/49 (f)(n)	34,576		373
GS Mortgage Securities Corp. II:
floater:
Series 2006-FL8A:
Class C, 0.5156% 6/6/20 (f)(l)	69		51
Class D, 0.5556% 6/6/20 (f)(l)	327		173
Class E, 0.6456% 6/6/20 (f)(l)	379		193
Class F, 0.7156% 6/6/20 (f)(l)	662		305
Series 2007-EOP:
Class C, 0.5956% 3/6/20 (f)(l)	1,304		991
Class D, 0.6456% 3/6/20 (f)(l)	8,605		6,454
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
GS Mortgage Securities Corp. II: - continued
floater:
Series 2007-EOP:
Class F, 0.7556% 3/6/20 (f)(l)	$ 107		$ 78
Class G, 0.7956% 3/6/20 (f)(l)	54		39
Class H, 0.9256% 3/6/20 (f)(l)	600		414
Class J, 1.1256% 3/6/20 (f)(l)	860		576
sequential payer Series 2004-GG2 Class A4, 4.964% 8/10/38	425		423
Series 2001-LIBA Class C, 6.733% 2/14/16 (f)	678		728
Series 2005-GG4 Class XP, 0.6918% 7/10/39 (f)(l)(n)	31,039		483
Series 2006-GG6 Class A2, 5.506% 4/10/38 (l)	8,045		8,082
GS Mortgage Securities Trust:
sequential payer:
Series 2006-GG8:
Class A2, 5.479% 11/10/39	2,058		2,044
Class A4, 5.56% 11/10/39 (l)	10,543		9,258
Series 2007-GG10:
Class A1, 5.69% 8/10/45	191		195
Class A2, 5.778% 8/10/45	654		652
Class A4, 5.8051% 8/10/45 (l)	417		326
Series 2007-GG10 Class B, 5.8051% 8/10/45 (l)	1,715		371
JPMorgan Chase Commercial Mortgage Securities Corp.:
Series 2004-C1 Class X2, 1.1524% 1/15/38 (f)(l)(n)	2,259		25
Series 2004-CB8 Class X2, 1.2614% 1/12/39 (f)(l)(n)	2,355		31
Series 2006-LDP7 Class A4, 5.875% 4/15/45 (l)	9,200		8,039
JPMorgan Chase Commercial Mortgage Securities Trust:
floater Series 2006-FLA2:
Class B, 0.4428% 11/15/18 (f)(l)	1,148		609
Class C, 0.4828% 11/15/18 (f)(l)	815		417
Class D, 0.5028% 11/15/18 (f)(l)	257		112
Class E, 0.5528% 11/15/18 (f)(l)	370		160
Class F, 0.6028% 11/15/18 (f)(l)	556		234
Class G, 0.6328% 11/15/18 (f)(l)	484		207
Class H, 0.7728% 11/15/18 (f)(l)	370		131
sequential payer:
Series 2006-CB14 Class A3B, 5.4854% 12/12/44 (l)	4,080		3,681
Series 2006-CB15 Class A3, 5.819% 6/12/43 (l)	2,066		1,911
Series 2006-CB17 Class A4, 5.429% 12/12/43	1,102		991
Series 2006-LDP8 Class A4, 5.399% 5/15/45	874		726
Series 2006-LDP9 Class A2, 5.134% 5/15/47 (l)	652		618
Series 2007-CB19 Class A4, 5.7476% 2/12/49 (l)	4,812		3,985
Series 2007-CB20 Class A4, 5.794% 2/12/51	6,844		5,612
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
JPMorgan Chase Commercial Mortgage Securities Trust: - continued
sequential payer:
Series 2007-LD11:
Class A2, 5.7828% 6/15/49 (l)	$ 3,852		$ 3,846
Class A4, 5.7978% 6/15/49 (l)	2,036		1,722
Series 2007-LDP10 Class A1, 5.122% 1/15/49	136		138
Series 2007-LDPX Class A3, 5.412% 1/15/49	3,776		3,170
Series 2004-LDP4 Class D, 5.1236% 10/15/42 (l)	1,235		272
Series 2005-CB13 Class E, 5.3498% 1/12/43 (f)(l)	694		118
Series 2006-CB17 Class A3, 5.45% 12/12/43	391		370
Series 2007-CB19:
Class B, 5.7442% 2/12/49	117		34
Class C, 5.7462% 2/12/49	307		77
Class D, 5.7462% 2/12/49	322		77
Series 2007-LDP10:
Class BS, 5.437% 1/15/49 (l)	262		62
Class CS, 5.466% 1/15/49 (l)	113		25
Class ES, 5.5454% 1/15/49 (f)(l)	709		87
JPMorgan Commercial Mortgage Finance Corp. Series 2000-C9 Class G, 6.25% 10/15/32 (f)	566		561
LB Commercial Conduit Mortgage Trust:
Series 1998-C1 Class D, 6.98% 2/18/30	1,485		1,525
Series 2007-C3:
Class F, 5.9498% 7/15/44 (l)	272		28
Class G, 6.1497% 7/15/44 (f)(l)	481		45
LB-UBS Commercial Mortgage Trust:
sequential payer:
Series 2001-C2 Class A2, 6.653% 11/15/27	263		275
Series 2001-C3 Class A1, 6.058% 6/15/20	97		100
Series 2006-C1:
Class A2, 5.084% 2/15/31	658		657
Class A4, 5.156% 2/15/31	521		469
Series 2006-C3 Class A1, 5.478% 3/15/39	117		119
Series 2006-C6:
Class A1, 5.23% 9/15/39	200		203
Class A2, 5.262% 9/15/39 (l)	2,394		2,405
Series 2006-C7:
Class A1, 5.279% 11/15/38	146		148
Class A2, 5.3% 11/15/38	1,509		1,504
Class A3, 5.347% 11/15/38	1,022		901
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
LB-UBS Commercial Mortgage Trust: - continued
sequential payer:
Series 2007-C1:
Class A1, 5.391% 2/15/40 (l)	$ 191		195
Class A4, 5.424% 2/15/40	6,714		5,096
Series 2007-C2:
Class A1, 5.226% 2/15/40	179		182
Class A3, 5.43% 2/15/40	661		507
Series 2000-C5 Class E, 7.29% 12/15/32	96		95
Series 2001-C3 Class B, 6.512% 6/15/36	2,652		2,752
Series 2001-C7 Class D, 6.514% 11/15/33	1,509		1,415
Series 2003-C3 Class XCP, 1.2222% 3/11/37 (f)(l)(n)	5,757		42
Series 2004-C2 Class XCP, 1.2332% 3/15/36 (f)(l)(n)	14,791		216
Series 2004-C4 Class A2, 4.567% 6/15/29 (l)	329		330
Series 2005-C3 Class XCP, 0.7261% 7/15/40 (l)(n)	4,625		81
Series 2006-C3 Class A3 5.689% 3/15/32	620		596
Series 2006-C6 Class XCP, 0.6633% 9/15/39 (l)(n)	8,504		162
Series 2007-C1:
Class C, 5.533% 2/15/40 (l)	3,018		643
Class D, 5.563% 2/15/40 (l)	549		107
Class E, 5.582% 2/15/40 (l)	274		51
Class XCP, 0.4737% 2/15/40 (l)(n)	3,348		48
Series 2007-C6 Class A4, 5.858% 7/15/40 (l)	1,714		1,364
Series 2007-C7:
Class A3, 5.866% 9/15/45	4,486		3,690
Class XCP, 0.3054% 9/15/45 (l)(n)	112,874		1,327
LB-UBS Westfield Trust Series 2001-WM, 6.754% 7/14/16 (f)	392		391
Leafs CMBS I Ltd./Leafs CMBS I Corp. Series 2002-1A:
Class B, 4.13% 11/20/37 (f)	2,077		1,682
Class C, 4.13% 11/20/37 (f)	5,919		4,025
Lehman Brothers Floating Rate Commercial Mortgage Trust floater Series 2006-LLFA:
Class D, 0.5028% 9/15/21 (f)(l)	440		176
Class E, 0.5628% 9/15/21 (f)(l)	1,586		476
Class F, 0.6128% 9/15/21 (f)(l)	906		249
Class G, 0.6328% 9/15/21 (f)(l)	1,791		448
Class H, 0.6728% 9/15/21 (f)(l)	462		104
Lehman Large Loan Trust Series 1997-LLI Class E, 7.3% 10/12/34	2,435		2,658
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Merrill Lynch Mortgage Trust:
sequential payer:
Series 2004-MKB1 Class A2, 4.353% 2/12/42	$ 218		$ 219
Series 2005-CIP1 Class A2, 4.96% 7/12/38	4,410		4,461
Series 2007-C1 Class A1, 4.533% 6/12/50	1,065		1,072
Series 2005-CKI1 Class A3, 5.2398% 11/12/37 (l)	2,253		2,256
Series 2005-LC1 Class F, 5.3781% 1/12/44 (f)(l)	1,194		251
Series 2006-C1 Class A2, 5.6114% 5/12/39 (l)	1,935		1,952
Series 2007-C1 Class A4, 5.8286% 6/12/50 (l)	5,194		4,013
Series 2008-C1 Class A4, 5.69% 2/12/51	2,929		2,259
Merrill Lynch-CFC Commercial Mortgage Trust:
floater Series 2006-4 Class A2FL, 0.4163% 12/12/49 (l)	639		527
sequential payer:
Series 2006-1 CLass A3, 5.671% 2/12/39	1,460		1,371
Series 2006-4 Class ASB, 5.133% 12/12/49 (l)	1,179		1,059
Series 2007-5:
Class A1, 4.275% 8/12/48	103		103
Class A3, 5.364% 8/12/48	535		452
Class A4, 5.378% 8/12/48	55		40
Class B, 5.479% 2/12/17	4,116		853
Series 2007-6 Class A1, 5.175% 3/12/51	120		122
Series 2007-7 Class A4, 5.7487% 6/12/50 (l)	4,802		3,487
Series 2007-8 Class A1, 4.622% 8/12/49	362		365
Series 2006-2 Class A4, 5.9092% 6/12/46 (l)	833		792
Series 2006-4 Class XP, 0.6228% 12/12/49 (l)(n)	28,866		617
Series 2007-6 Class B, 5.635% 3/12/51 (l)	1,372		307
Series 2007-7 Class B, 5.75% 6/12/50	1,765		402
Series 2007-8 Class A3, 5.957% 8/12/49 (l)	1,183		904
Morgan Stanley Capital I Trust:
floater:
Series 2005-XLF:
Class G, 0.643% 8/15/19 (f)(l)	23		21
Class H, 0.663% 8/15/19 (f)(l)	109		84
Class J, 0.733% 8/15/19 (f)(l)	82		59
Series 2006-XLF:
Class C, 1.473% 7/15/19 (f)(l)	653		65
Class F, 0.593% 7/15/19 (f)(l)	1,321		1,057
Class G, 0.633% 7/15/19 (f)(l)	750		390
Series 2007-XCLA Class A1, 0.473% 7/17/17 (f)(l)	2,155		1,185
Series 2007-XLCA Class B, 0.7728% 7/17/17 (f)(l)	1,792		90
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Morgan Stanley Capital I Trust: - continued
floater:
Series 2007-XLFA:
Class C, 0.433% 10/15/20 (f)(l)	$ 788		$ 252
Class D, 0.463% 10/15/20 (f)(l)	529		132
Class E, 0.523% 10/15/20 (f)(l)	662		132
Class F, 0.573% 10/15/20 (f)(l)	397		72
Class G, 0.613% 10/15/20 (f)(l)	491		108
Class H, 0.703% 10/15/20 (f)(l)	309		31
Class J, 0.853% 10/15/20 (f)(l)	353		28
Class MHRO, 0.963% 10/15/20 (f)(l)	424		47
Class MJPM, 1.273% 10/15/20 (f)(l)	167		15
Class MSTR, 0.973% 10/15/20 (f)(l)	300		42
Class NHRO, 1.163% 10/15/20 (f)(l)	641		58
Class NSTR, 1.123% 10/15/20 (f)(l)	276		30
sequential payer:
Series 2003-IQ5 Class X2, 0.9799% 4/15/38 (f)(l)(n)	4,662		69
Series 2004-HQ3 Class A2, 4.05% 1/13/41	387		391
Series 2005-IQ9 Class A3, 4.54% 7/15/56	2,037		1,998
Series 2006-HQ10 Class A4, 5.328% 11/12/41	4,496		4,019
Series 2006-HQ8 Class A1, 5.124% 3/12/44	23		23
Series 2007-HQ11:
Class A1, 5.246% 2/12/44	326		331
Class A31, 5.439% 2/12/44 (l)	10,884		10,114
Series 2007-IQ13 Class A1, 5.05% 3/15/44	330		334
Series 2007-IQ14 Class A1, 5.38% 4/15/49	306		312
Series 2007-IQ15 Class A4, 5.8806% 6/11/49 (l)	6,250		4,954
Series 2007-IQ16 Class A4, 5.809% 12/12/49	13,930		11,936
Series 2007-T25:
Class A1, 5.391% 11/12/49	185		188
Class A2, 5.507% 11/12/49	1,349		1,307
Series 2007-T27 Class A4, 5.804% 6/11/42	5,025		4,626
Series 2003-IQ6 Class X2, 0.5812% 12/15/41 (f)(l)(n)	9,930		115
Series 2005-IQ9 Class X2, 1.1689% 7/15/56 (f)(l)(n)	16,777		372
Series 2006-HQ10 Class X2, 0.69% 11/12/41 (f)(l)(n)	6,588		89
Series 2006-HQ8 Class A3, 5.4387% 3/12/16 (l)	2,128		2,066
Series 2006-HQ9 Class B, 5.832% 7/12/44 (l)	2,036		649
Series 2006-IQ11:
Class A3, 5.7345% 10/15/42 (l)	2,277		2,177
Class A4, 5.7705% 10/15/42 (l)	412		352
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Morgan Stanley Capital I Trust: - continued
Series 2006-IQ12 Class B, 5.468% 12/15/43	$ 1,372		$ 403
Series 2006-T23 Class A3, 5.8075% 8/12/41 (l)	700		656
Series 2007-HQ11 Class B, 5.538% 2/20/44 (l)	2,488		685
Series 2007-HQ12:
Class A4, 5.6318% 4/12/49 (l)	7,259		5,663
Series A1, 5.519% 4/12/49 (l)	522		532
Series 2007-IQ14:
Class A4, 5.692% 4/15/49 (l)	2,058		1,602
Class AAB, 5.654% 4/15/49	3,010		2,733
Class B, 5.914% 4/15/49	337		93
Series 2007-T25 Class A3, 5.514% 11/12/49	33,625		30,383
Series 2007-XLC1:
Class C, 0.8728% 7/17/17 (f)(l)	2,423		121
Class D, 0.9728% 7/17/17 (f)(l)	1,140		57
Class E, 1.0728% 7/17/17 (f)(l)	927		46
Morgan Stanley Dean Witter Capital I Trust sequential payer Series 2001-PPM Class A2, 6.4% 2/15/31	38		40
SBA CMBS Trust Series 2006-1A Class C, 5.559% 11/15/36 (f)	131		130
STRIPS III Ltd./STRIPS III Corp. floater Series 2004-1A Class A, 0.7475% 3/24/18 (f)(l)	66		60
Structured Asset Securities Corp. Series 1997-LLI Class D, 7.15% 10/12/34	208		221
TrizecHahn Office Properties Trust Series 2001-TZHA Class C4, 6.893% 5/15/16 (f)	1,166		1,233
Wachovia Bank Commercial Mortgage Trust:
floater:
Series 2005-WL5A Class K, 1.4728% 1/15/18 (f)(l)	1,013		608
Series 2006-WL7A:
Class E, 0.5528% 9/15/21 (f)(l)	1,377		413
Class F, 0.6281% 8/11/18 (f)(l)	1,490		298
Class G, 0.6481% 8/11/18 (f)(l)	1,411		212
Class J, 0.8881% 8/11/18 (f)(l)	314		31
Series 2007-WHL8:
Class AP1, 0.9728% 6/15/20 (f)(l)	105		21
Class AP2, 1.0728% 6/15/20 (f)(l)	175		26
Class F, 0.7528% 6/15/20 (f)(l)	3,396		679
Class LXR1, 0.9728% 6/15/20 (f)(l)	169		34
Class LXR2, 1.0728% 6/15/20 (f)(l)	2,315		231
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Wachovia Bank Commercial Mortgage Trust: - continued
sequential payer:
Series 2003-C6 Class A2, 4.498% 8/15/35	$ 450		$ 457
Series 2003-C7 Class A1, 4.241% 10/15/35 (f)	2,938		2,979
Series 2006-C27 Class A2, 5.624% 7/15/45	1,226		1,226
Series 2006-C29:
Class A1, 5.11% 11/15/48	630		640
Class A3, 5.313% 11/15/48	3,644		3,339
Series 2007-C30:
Class A1, 5.031% 12/15/43	195		197
Class A3, 5.246% 12/15/43	1,178		1,136
Class A4, 5.305% 12/15/43	403		322
Class A5, 5.342% 12/15/43	1,468		1,040
Series 2007-C31:
Class A1, 5.14% 4/15/47	70		71
Class A4, 5.509% 4/15/47	3,101		2,343
Series 2007-C32:
Class A2, 5.7355% 6/15/49 (l)	1,646		1,614
Class A3, 5.9289% 6/15/49 (l)	19,610		15,299
Series 2003-C6 Class G, 5.125% 8/15/35 (f)	652		333
Series 2003-C8 Class XP, 0.3689% 11/15/35 (f)(l)(n)	3,691		17
Series 2003-C9 Class XP, 0.4822% 12/15/35 (f)(l)(n)	3,724		22
Series 2004-C15:
Class 180A, 5.3979% 10/15/41 (f)(l)	1,055		971
Class 180B, 5.3979% 10/15/41 (f)(l)	480		446
Series 2005-C19 Class B, 4.892% 5/15/44	1,372		549
Series 2005-C22:
Class B, 5.3549% 12/15/44 (l)	3,042		913
Class F, 5.3549% 12/15/44 (f)(l)	2,288		297
Series 2006-C29 Class E, 5.516% 11/15/48 (l)	1,372		172
Series 2007-C30:
Class C, 5.483% 12/15/43 (l)	4,116		453
Class D, 5.513% 12/15/43 (l)	2,195		220
Class XP, 0.4317% 12/15/43 (f)(l)(n)	16,872		255
Series 2007-C31 Class C, 5.693% 4/15/47 (l)	5,657		707
Series 2007-C31A Class A2, 5.421% 4/15/47	1,580		1,537
Series 2007-C32:
Class D, 5.7405% 6/15/49 (l)	1,031		113
Class E, 5.7405% 6/15/49 (l)	1,625		171
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Wachovia Bank Commercial Mortgage Trust pass-thru certificates:
sequential payer Series 2007-C33 Class A5, 5.9023% 2/15/51 (l)	$ 908		$ 702
Series 2007-C33 Class B, 5.9023% 2/15/51 (l)	2,307		358
TOTAL COMMERCIAL MORTGAGE SECURITIES (Cost $470,360)		494,698
Municipal Securities - 0.8%
California Gen. Oblig.:
7.5% 4/1/34	20,125		21,370
7.55% 4/1/39	24,527		26,297
TOTAL MUNICIPAL SECURITIES (Cost $45,135)		47,667
Foreign Government and Government Agency Obligations - 0.1%
Ontario Province 4.1% 6/16/14 (Cost $7,985)	7,970		8,369
Supranational Obligations - 0.0%
Corporacion Andina de Fomento 5.2% 5/21/13 (Cost $514)	516		526

Fixed-Income Funds - 18.9%
	Shares
Fidelity Corporate Bond 1-5 Year Central Fund (m)	1,323,107		135,341
Fidelity Mortgage Backed Securities Central Fund (m)	8,807,786		897,601
Fidelity Specialized High Income Central Fund (m)	1,563,591		139,519
TOTAL FIXED-INCOME FUNDS (Cost $1,167,887)		1,172,461
Preferred Securities - 0.1%
	Principal Amount (000s)
FINANCIALS - 0.1%
Diversified Financial Services - 0.1%
MUFG Capital Finance 1 Ltd. 6.346% (l) (Cost $4,291)	$ 4,291		3,968
Cash Equivalents - 3.1%
	Maturity Amount (000s)		Value (000s)
Investments in repurchase agreements in a joint trading account at:
0.2%, dated 8/31/09 due 9/1/09 (Collateralized by U.S. Treasury Obligations) #	$ 23,424		$ 23,424
0.21%, dated 8/31/09 due 9/1/09 (Collateralized by U.S. Government Obligations) # (b)	171,401		171,400
TOTAL CASH EQUIVALENTS (Cost $194,824)		194,824
TOTAL INVESTMENT PORTFOLIO - 110.8% (Cost $6,786,891)			6,877,999
NET OTHER ASSETS - (10.8)%			(670,488)
NET ASSETS - 100%		$ 6,207,511

Swap Agreements
	Expiration Date	Notional Amount (000s)
Credit Default Swaps
Receive monthly notional amount multiplied by 3.05% and pay Merrill Lynch upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-NC8, Class B3, 7.2913% 9/25/34 (Rating-B1) (j)	Oct. 2034	$ 878	(659)
Receive monthly notional amount multiplied by 3.35% and pay Morgan Stanley, Inc. upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-HE7, Class B3, 9.01% 8/25/34 (Rating-C) (j)	Sept. 2034	868	(821)
Receive from Barclays Bank upon credit event of Ryder System, Inc., par value of the notional amount of Ryder System, Inc. 6.95% 12/1/25, and pay quarterly notional amount multiplied by .91%	June 2013	13,600	197
Swap Agreements - continued
	Expiration Date	Notional Amount (000s)	Value (000s)
Credit Default Swaps - continued
Receive from Deutsche Bank, upon credit event of Chartered Semiconductor Manufacturing Ltd., par value of the notional amount of Chartered Semiconductor Manufacturing Ltd. 6.375% 8/3/15 and pay quarterly notional amount multiplied by 1.14%	Sept. 2013	$ 10,650	$ 661
Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to Credit Suisse First Boston upon each credit event of one of the issues of ABX AA 07-01 Index, par value of the proportional notional amount (Rating-C) (Upfront Payment $2,116,000) (k)	Sept. 2037	9,045	(8,819)
Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to Credit Suisse First Boston upon each credit event of one of the issues of ABX AA 07-01 Index, par value of the proportional notional amount (Rating-C) (Upfront Payment $5,250,000) (k)	Sept. 2037	24,580	(23,965)
Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to JPMorgan Chase, Inc. upon each credit event of one of the issues of ABX AA 07-01 Index, par value of the proportional notional amount (Rating-C) (Upfront Payment $1,302,000) (k)	Sept. 2037	5,506	(5,368)
Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to JPMorgan Chase, Inc. upon each credit event of one of the issues of ABX AA 07-01 Index, par value of the proportional notional amount (Rating-C) (Upfront Payment $4,231,000) (k)	Sept. 2037	18,386	(17,926)
Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to Morgan Stanley, Inc. upon each credit event of one of the issues of ABX AA 07-01 Index, par value of the proportional notional amount (Rating-C) (Upfront Payment $2,754,000) (k)	Sept. 2037	10,029	(9,778)
Swap Agreements - continued
	Expiration Date	Notional Amount (000s)	Value (000s)
Credit Default Swaps - continued
Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to UBS upon each credit event of one of the issues of ABX AA 07-1 Index, par value of the proportional notional amount (Rating-C) (Upfront Payment $3,716,000) (k)	Sept. 2037	$ 16,419	$ (16,009)
Receive monthly notional amount multiplied by .82% and pay UBS upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-NC6 Class M3, 5.6413% 7/25/34 (j)	August 2034	682	(499)
Receive monthly notional amount multiplied by .85% and pay UBS upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-NC8 Class M6, 5.4413% 9/25/34 (j)	Oct. 2034	815	(582)
Receive monthly notional amount multiplied by 2.54% and pay Merrill Lynch upon credit event of Countrywide Home Loans, Inc., par value of the notional amount of Countrywide Home Loans, Inc. Series 2003-BC1 Class B1, 7.6913% 3/25/32 (Rating-Ba1) (j)	April 2032	262	(144)
Receive monthly notional amount multiplied by 2.61% and pay Goldman Sachs upon credit event of Fremont Home Loan Trust, par value of the notional amount of Fremont Home Loan Trust Series 2004-1 Class M9, 7.3913% 2/25/34 (Rating-Baa3) (j)	March 2034	38	(5)
Receive monthly notional amount multiplied by 2.61% and pay Goldman Sachs upon credit event of Fremont Home Loan Trust, par value of the notional amount of Fremont Home Loan Trust Series 2004-A Class B3, 7.0413% 1/25/34 (Rating-C) (j)	Feb. 2034	4	(3)
Swap Agreements - continued
	Expiration Date	Notional Amount (000s)	Value (000s)
Credit Default Swaps - continued
Receive quarterly notional amount multiplied by .35% and pay Goldman Sachs upon credit event of Southern California Edison Co., par value of the notional amount of Southern California Edison Co. 7.625% 1/15/10 (Rating-A3) (j)	Sept. 2010	$ 11,200	$ (129)
Receive quarterly notional amount multiplied by 4% and pay Morgan Stanley, Inc. upon credit event of Developers Diversified Realty Corp., par value of the notional amount of Developers Diversified Realty Corp. 5.375% 10/15/12 (Rating-Baa3) (j)	March 2013	13,500	(2,603)
TOTAL CREDIT DEFAULT SWAPS		136,462	(86,452)
Interest Rate Swaps
Receive semi-annually a fixed rate equal to 1.9475% and pay quarterly a floating rate based on 3-month LIBOR with JPMorgan Chase, Inc.	July 2012	150,000	620
Receive semi-annually a fixed rate equal to 2.333% and pay quarterly a floating rate based on 3-month LIBOR with JPMorgan Chase, Inc.	August 2012	60,000	760
TOTAL INTEREST RATE SWAPS		210,000	1,380
		$ 346,462	$ (85,072)

Legend

(a) Non-income producing

(b) Includes investment made with cash collateral received from securities on loan.

(c) Non-income producing - Issuer is in default.

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

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

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $485,835,000 or 7.8% of net assets.

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

(h) A portion of the security is subject to a forward commitment to sell.

(i) Security or a portion of the security has been segregated as collateral for swap agreements. At the period end, the value of securities pledged amounted to $116,791,000 of which $26,964,000 is segregated at the custodian for terminated contracts with Lehman Brothers Special Financing, Inc.

(j) Represents a credit default swap contract in which the fund has sold protection on the underlying reference entity. The value of each credit default swap and the credit rating can be measures of the current payment/performance risk. For the underlying reference entity, ratings disclosed are from Moody's Investor Services, Inc. Where Moody's ratings are not available, S&P ratings are disclosed and are indicated as such. All ratings are as of the report date and do not reflect subsequent changes. Where a credit rating is not disclosed, the value is used as the measure of the payment/performance risk.

(k) Represents a tradable index of credit default swaps on home equity asset-backed debt securities. In addition, the swap represents a contract in which the fund has sold protection on the index of underlying securities. Ratings represent a weighted average of the ratings of all securities included in the index. Ratings used in the weighted average are from Moody's Investor Services, Inc., or S&P where Moody's ratings are not available. All ratings are as of the report date and do not reflect subsequent changes.

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

(m) Affiliated fund that is 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 web site 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, 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 web site or upon request

(n) 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 held as of the end of the period.

* Amount represents less than $1,000.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty	Value (Amounts in thousands)
$23,424,000 due 9/01/09 at 0.20%
BNP Paribas Securities Corp.	$ 4,028
Banc of America Securities LLC	2,005
Bank of America, NA	5,014
Deutsche Bank Securities, Inc.	2,206
ING Financial Markets LLC	645
J.P. Morgan Securities, Inc.	4,011
Mizuho Securities USA, Inc.	2,005
Repurchase Agreement / Counterparty	Value (Amounts in thousands)
Morgan Stanley & Co., Inc.	$ 1,003
Societe Generale, New York Branch	2,507
	$ 23,424
$171,400,000 due 9/01/09 at 0.21%
J.P. Morgan Securities, Inc.	$ 171,400

Affiliated Central Funds

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

Fund	Income earned (Amounts in thousands)
Fidelity 1-3 Year Duration Securitized Bond Central Fund	$ 4,933
Fidelity Commercial Mortgage-Backed Securities Central Fund	24,415
Fidelity Corporate Bond 1-5 Year Central Fund	13,144
Fidelity Mortgage Backed Securities Central Fund	74,046
Fidelity Specialized High Income Central Fund	13,299
Fidelity Ultra-Short Central Fund	5,849
Total	$ 135,686

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

Fund (Amounts in thousands)	Value, beginning of period	Purchases	Sales Proceeds	Value, end of period	% ownership, end of period
Fidelity 1-3 Year Duration Securitized Bond Central Fund	$ 273,953	$ 4,002	$ 253,325*	$ -	0.0%
Fidelity Commercial Mortgage-Backed Securities Central Fund	804,720	20,444	674,829*	-	0.0%
Fidelity Corporate Bond 1-5 Year Central Fund	454,435	8,948	314,864*	135,341	40.8%
Fidelity Mortgage Backed Securities Central Fund	1,998,004	56,270	1,212,669*	897,601	11.6%
Fidelity Specialized High Income Central Fund	195,170	38,592	80,902*	139,519	34.1%
Fidelity Ultra-Short Central Fund	806,565	-	678,425*	-	0.0%
Total	$ 4,532,847	$ 128,256	$ 3,215,014	$ 1,172,461

*Includes the value of shares redeemed through in-kind transactions. See Note 7 of the Notes to Financial Statements.

Other Information

The following is a summary of the inputs used, as of August 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description (Amounts in thousands)	Total	Level 1	Level 2	Level 3
Investments in Securities:
Asset-Backed Securities	$ 137,867	$ -	$ 118,482	$ 19,385
Cash Equivalents	194,824	-	194,824	-
Collateralized Mortgage Obligations	106,291	-	97,452	8,839
Commercial Mortgage Securities	494,698	-	444,739	49,959
Corporate Bonds	1,862,229	-	1,862,229	-
Fixed-Income Funds	1,172,461	1,172,461	-	-
Foreign Government and Government Agency Obligations	8,369	-	8,369	-
Municipal Securities	47,667	-	47,667	-
Preferred Securities	3,968	-	3,968	-
Supranational Obligations	526	-	526	-
U.S. Government Agency - Mortgage Securities	1,346,827	-	1,346,827	-
U.S. Government and Government Agency Obligations	1,502,272	-	1,502,272	-
Total Investments in Securities:	$ 6,877,999	$ 1,172,461	$ 5,627,355	$ 78,183
Derivative Instruments:
Assets
Swap Agreements	$ 2,238	$ -	$ 2,238	$ -
Total Assets	$ 2,238	$ -	$ 2,238	$ -
Liabilities
Swap Agreements	$ (87,310)	$ -	$ (85,677)	$ (1,633)
Total Liabilities	$ (87,310)	$ -	$ (85,677)	$ (1,633)
Total Derivative Instruments:	$ (85,072)	$ -	$ (83,439)	$ (1,633)
Other Financial Instruments
Forward commitments	$ (3,255)	$ -	$ (3,255)	$ -

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

(Amounts in thousands)
Investments in Securities: Asset-Backed Securities
Beginning Balance	$ 500
Total Realized Gain (Loss)	(4,217)
Total Unrealized Gain (Loss)	7,546
Cost of Purchases	32,120
Proceeds of Sales	(12,592)
Amortization/Accretion	(7,857)
Transfers in/out of Level 3	3,885
Ending Balance	$ 19,385
The change in unrealized gain (loss) attributable to Level 3 securities at August 31, 2009	$ (266)
Collateralized Mortgage Obligations
Beginning Balance	$ 214
Total Realized Gain (Loss)	(2,065)
Total Unrealized Gain (Loss)	5,413
Cost of Purchases	8,595
Proceeds of Sales	(4,849)
Amortization/Accretion	(4,719)
Transfers in/out of Level 3	6,250
Ending Balance	$ 8,839
The change in unrealized gain (loss) attributable to Level 3 securities at August 31, 2009	$ 2,284
Commercial Mortgage Securities
Beginning Balance	$ -
Total Realized Gain (Loss)	(4,817)
Total Unrealized Gain (Loss)	(7,237)
Cost of Purchases	64,066
Proceeds of Sales	(24,538)
Amortization/Accretion	857
Transfers in/out of Level 3	21,628
Ending Balance	$ 49,959
The change in unrealized gain (loss) attributable to Level 3 securities at August 31, 2009	$ (7,237)
Derivative Instruments:
Swap Agreements
Beginning Balance	$ (38,155)
Total Unrealized Gain (loss)	36,477
Transfers in/out of Level 3	45
Ending Balance	$ (1,633)
Realized gain (loss) on Swap Agreements for the period	$ (39,699)
The change in unrealized gain (loss) attributable to Level 3 Swap Agreements at August 31, 2009	$ 430

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities and Derivative Instruments identified as using Level 3 inputs at either the beginning or the end of the current fiscal period, and includes the value of securities received or delivered through affiliated in-kind transactions. See Note 7 of the Notes to Financial Statements. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by risk exposure as of August 31, 2009. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Risk Exposure / Derivative Type	Value (Amounts in thousands)
	Asset	Liability
Credit Risk
Swap Agreements (a)	$ 858	$ (87,310)
Interest Rate Risk
Swap Agreements (a)	1,380	-
Total Value of Derivatives	$ 2,238	$ (87,310)

(a) Value is disclosed on the Statement of Assets and Liabilities in the Unrealized Appreciation and Unrealized Depreciation on Swap Agreements line-items.

Income Tax Information

At August 31, 2009, the fund had a capital loss carryforward of approximately $306,346,000 of which $1,926,000, $1,000, $107,986,000, $17,287,000 and $179,146,000 will expire on August 31, 2010, 2013, 2014, 2016 and 2017, respectively.

The fund intends to elect to defer to its fiscal year ending August 31, 2010 approximately $393,883,000 of losses recognized during the period November 1, 2008 to August 31, 2009.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)	August 31, 2009
Assets
Investment in securities, at value (including securities loaned of $167,291 and repurchase agreements of $194,824) - See accompanying schedule: Unaffiliated issuers (cost $5,619,004)	$ 5,705,538
Fidelity Central Funds (cost $1,167,887)	1,172,461
Total Investments (cost $6,786,891)		$ 6,877,999
Commitment to sell securities on a delayed delivery basis	(504,015)
Receivable for securities sold on a delayed delivery basis	500,760	(3,255)
Receivable for investments sold, regular delivery		113,247
Receivable for swap agreements		17
Receivable for fund shares sold		11,575
Interest receivable		47,502
Distributions receivable from Fidelity Central Funds		5,017
Unrealized appreciation on swap agreements		2,238
Other receivables		92
Total assets		7,054,432
Liabilities
Payable for investments purchased Regular delivery	$ 74,579
Delayed delivery	502,745
Payable for swap agreements	1,164
Payable for fund shares redeemed	4,952
Distributions payable	1,449
Unrealized depreciation on swap agreements	87,310
Accrued management fee	1,615
Distribution fees payable	69
Other affiliated payables	688
Other payables and accrued expenses	950
Collateral on securities loaned, at value	171,400
Total liabilities		846,921
Net Assets		$ 6,207,511
Net Assets consist of:
Paid in capital		$ 7,009,801
Undistributed net investment income		11,786
Accumulated undistributed net realized gain (loss) on investments		(830,068)
Net unrealized appreciation (depreciation) on investments		15,992
Net Assets		$ 6,207,511

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)	August 31, 2009
Calculation of Maximum Offering Price Class A: Net Asset Value and redemption price per share ($144,651 ÷ 20,983 shares)		$ 6.89
Maximum offering price per share (100/96.00 of $6.89)		$ 7.18
Class T: Net Asset Value and redemption price per share ($46,370 ÷ 6,723 shares)		$ 6.90
Maximum offering price per share (100/96.00 of $6.90)		$ 7.19
Class B: Net Asset Value and offering price per share ($11,053 ÷ 1,602 shares)A		$ 6.90
Class C: Net Asset Value and offering price per share ($27,099 ÷ 3,926 shares)A		$ 6.90
Investment Grade Bond: Net Asset Value, offering price and redemption price per share ($5,951,245 ÷ 862,743 shares)		$ 6.90
Institutional Class: Net Asset Value, offering price and redemption price per share ($27,093 ÷ 3,924 shares)		$ 6.90

^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

Amounts in thousands	Year ended August 31, 2009
Investment Income
Dividends		$ 623
Interest		278,835
Income from Fidelity Central Funds		135,686
Total income		415,144
Expenses
Management fee	$ 24,290
Transfer agent fees	7,788
Distribution fees	671
Fund wide operations fee	2,276
Independent trustees' compensation	29
Miscellaneous	896
Total expenses before reductions	35,950
Expense reductions	(38)	35,912
Net investment income		379,232
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	54,549
Redemption in-kind with affiliated entities	(319,897)
Fidelity Central Funds	(669,026)
Swap agreements	(52,031)
Total net realized gain (loss)		(986,405)
Change in net unrealized appreciation (depreciation) on: Investment securities	668,055
Swap agreements	47,885
Delayed delivery commitments	(940)
Total change in net unrealized appreciation (depreciation)		715,000
Net gain (loss)		(271,405)
Net increase (decrease) in net assets resulting from operations		$ 107,827

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Amounts in thousands	Year ended August 31, 2009	Year ended August 31, 2008
Increase (Decrease) in Net Assets
Operations
Net investment income	$ 379,232	$ 545,862
Net realized gain (loss)	(986,405)	(26,541)
Change in net unrealized appreciation (depreciation)	715,000	(414,694)
Net increase (decrease) in net assets resulting from operations	107,827	104,627
Distributions to shareholders from net investment income	(394,409)	(516,873)
Distributions to shareholders from net realized gain	-	(11,157)
Total distributions	(394,409)	(528,030)
Share transactions - net increase (decrease)	(3,508,737)	(1,526,467)
Total increase (decrease) in net assets	(3,795,319)	(1,949,870)
Net Assets
Beginning of period	10,002,830	11,952,700
End of period (including undistributed net investment income of $11,786 and undistributed net investment income of $33,213, respectively)	$ 6,207,511	$ 10,002,830

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

Annual Report

Financial Highlights - Class A

Years ended August 31,	2009	2008	2007	2006 L	2006 K	2005 K
Selected Per-Share Data
Net asset value, beginning of period	$ 6.89	$ 7.18	$ 7.35	$ 7.24	$ 7.50	$ 7.47
Income from Investment Operations
Net investment income E	.303	.331	.353	.118	.298	.237
Net realized and unrealized gain (loss)	.007 H	(.303)	(.161)	.092	(.206)	.131
Total from investment operations	.310	.028	.192	.210	.092	.368
Distributions from net investment income	(.310)	(.311)	(.352)	(.100)	(.282)	(.238)
Distributions from net realized gain	-	(.007)	(.010)	-	(.070)	(.100)
Total distributions	(.310)	(.318)	(.362)	(.100)	(.352)	(.338)
Net asset value, end of period	$ 6.89	$ 6.89	$ 7.18	$ 7.35	$ 7.24	$ 7.50
Total Return B, C, D	4.89%	.36%	2.61%	2.92%	1.23%	5.03%
Ratios to Average Net Assets F, I
Expenses before reductions	.79%	.80%	.75%	.71% A	.71%	.83%
Expenses net of fee waivers, if any	.79%	.80%	.75%	.71% A	.71%	.83%
Expenses net of all reductions	.79%	.80%	.74%	.71% A	.71%	.83%
Net investment income	4.67%	4.67%	4.83%	4.86% A	4.04%	3.17%
Supplemental Data
Net assets, end of period (in millions)	$ 145	$ 79	$ 79	$ 46	$ 37	$ 31
Portfolio turnover rate G	119%J, M	231%	181% M	206% A, J	145%	227%

^A Annualized

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

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

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

^E Calculated based on average shares outstanding during the period.

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

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

^H The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

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

^J The portfolio turnover rate does not include the assets acquired in the merger.

^K For the period ended April 30.

^L For the four month period ended August 31. The Fund changed its fiscal year end from April 30 to August 31, effective August 31, 2006.

^M The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Financial Highlights - Class T

Years ended August 31,	2009	2008	2007	2006 L	2006 K	2005 K
Selected Per-Share Data
Net asset value, beginning of period	$ 6.89	$ 7.18	$ 7.35	$ 7.24	$ 7.51	$ 7.47
Income from Investment Operations
Net investment income E	.302	.332	.350	.116	.290	.230
Net realized and unrealized gain (loss)	.016 H	(.303)	(.163)	.091	(.216)	.141
Total from investment operations	.318	.029	.187	.207	.074	.371
Distributions from net investment income	(.308)	(.312)	(.347)	(.097)	(.274)	(.231)
Distributions from net realized gain	-	(.007)	(.010)	-	(.070)	(.100)
Total distributions	(.308)	(.319)	(.357)	(.097)	(.344)	(.331)
Net asset value, end of period	$ 6.90	$ 6.89	$ 7.18	$ 7.35	$ 7.24	$ 7.51
Total Return B, C, D	5.02%	.36%	2.54%	2.89%	.98%	5.07%
Ratios to Average Net Assets F, I
Expenses before reductions	.82%	.80%	.80%	.82% A	.83%	.93%
Expenses net of fee waivers, if any	.82%	.80%	.80%	.82% A	.83%	.93%
Expenses net of all reductions	.82%	.79%	.79%	.81% A	.83%	.93%
Net investment income	4.65%	4.67%	4.77%	4.76% A	3.92%	3.07%
Supplemental Data
Net assets, end of period (in millions)	$ 46	$ 53	$ 68	$ 59	$ 57	$ 48
Portfolio turnover rate G	119% J, M	231%	181% M	206% A, J	145%	227%

^A Annualized

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

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

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

^E Calculated based on average shares outstanding during the period.

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

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

^H The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

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

^J The portfolio turnover rate does not include the assets acquired in the merger.

^K For the period ended April 30.

^L For the four month period ended August 31. The Fund changed its fiscal year end from April 30 to August 31, effective August 31, 2006.

^M The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Financial Highlights - Class B

Years ended August 31,	2009	2008	2007	2006 L	2006 K	2005 K
Selected Per-Share Data
Net asset value, beginning of period	$ 6.89	$ 7.19	$ 7.36	$ 7.24	$ 7.51	$ 7.47
Income from Investment Operations
Net investment income E	.257	.281	.299	.099	.239	.180
Net realized and unrealized gain (loss)	.016 H	(.313)	(.164)	.102	(.216)	.140
Total from investment operations	.273	(.032)	.135	.201	.023	.320
Distributions from net investment income	(.263)	(.261)	(.295)	(.081)	(.223)	(.180)
Distributions from net realized gain	-	(.007)	(.010)	-	(.070)	(.100)
Total distributions	(.263)	(.268)	(.305)	(.081)	(.293)	(.280)
Net asset value, end of period	$ 6.90	$ 6.89	$ 7.19	$ 7.36	$ 7.24	$ 7.51
Total Return B, C, D	4.29%	(.49)%	1.83%	2.79%	.28%	4.37%
Ratios to Average Net Assets F, I
Expenses before reductions	1.51%	1.50%	1.50%	1.50% A	1.51%	1.64%
Expenses net of fee waivers, if any	1.51%	1.50%	1.50%	1.50% A	1.51%	1.60%
Expenses net of all reductions	1.51%	1.50%	1.50%	1.50% A	1.51%	1.59%
Net investment income	3.95%	3.96%	4.07%	4.07% A	3.24%	2.40%
Supplemental Data
Net assets, end of period (in millions)	$ 11	$ 9	$ 10	$ 9	$ 9	$ 9
Portfolio turnover rate G	119% J, M	231%	181% M	206% A, J	145%	227%

^A Annualized

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

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

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

^E Calculated based on average shares outstanding during the period.

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

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

^H The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

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

^J The portfolio turnover rate does not include the assets acquired in the merger.

^K For the period ended April 30.

^L For the four month period ended August 31. The Fund changed its fiscal year end from April 30 to August 31, effective August 31, 2006.

^M The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Financial Highlights - Class C

Years ended August 31,	2009	2008	2007	2006 L	2006 K	2005 K
Selected Per-Share Data
Net asset value, beginning of period	$ 6.90	$ 7.19	$ 7.36	$ 7.24	$ 7.51	$ 7.47
Income from Investment Operations
Net investment income E	.255	.278	.294	.097	.233	.176
Net realized and unrealized gain (loss)	.005 H	(.304)	(.163)	.102	(.216)	.140
Total from investment operations	.260	(.026)	.131	.199	.017	.316
Distributions from net investment income	(.260)	(.257)	(.291)	(.079)	(.217)	(.176)
Distributions from net realized gain	-	(.007)	(.010)	-	(.070)	(.100)
Total distributions	(.260)	(.264)	(.301)	(.079)	(.287)	(.276)
Net asset value, end of period	$ 6.90	$ 6.90	$ 7.19	$ 7.36	$ 7.24	$ 7.51
Total Return B, C, D	4.09%	(.40)%	1.77%	2.76%	.20%	4.30%
Ratios to Average Net Assets F, I
Expenses before reductions	1.55%	1.55%	1.55%	1.58% A	1.60%	1.67%
Expenses net of fee waivers, if any	1.55%	1.55%	1.55%	1.58% A	1.60%	1.66%
Expenses net of all reductions	1.55%	1.55%	1.55%	1.58% A	1.60%	1.66%
Net investment income	3.91%	3.91%	4.02%	3.99% A	3.15%	2.34%
Supplemental Data
Net assets, end of period (in millions)	$ 27	$ 14	$ 17	$ 10	$ 9	$ 7
Portfolio turnover rate G	119% J, M	231%	181% M	206% A, J	145%	227%

^A Annualized

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

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

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

^E Calculated based on average shares outstanding during the period.

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

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

^H The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

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

^J The portfolio turnover rate does not include the assets acquired in the merger.

^K For the period ended April 30.

^L For the four month period ended August 31. The Fund changed its fiscal year end from April 30 to August 31, effective August 31, 2006.

^M The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Financial Highlights - Investment Grade Bond

Years ended August 31,	2009	2008	2007	2006 K	2006 J	2005 J
Selected Per-Share Data
Net asset value, beginning of period	$ 6.89	$ 7.19	$ 7.35	$ 7.24	$ 7.50	$ 7.47
Income from Investment Operations
Net investment income D	.326	.356	.376	.124	.317	.254
Net realized and unrealized gain (loss)	.015 G	(.313)	(.153)	.092	(.206)	.130
Total from investment operations	.341	.043	.223	.216	.111	.384
Distributions from net investment income	(.331)	(.336)	(.373)	(.106)	(.301)	(.254)
Distributions from net realized gain	-	(.007)	(.010)	-	(.070)	(.100)
Total distributions	(.331)	(.343)	(.383)	(.106)	(.371)	(.354)
Net asset value, end of period	$ 6.90	$ 6.89	$ 7.19	$ 7.35	$ 7.24	$ 7.50
Total Return B, C	5.39%	.57%	3.05%	3.01%	1.48%	5.26%
Ratios to Average Net Assets E, H
Expenses before reductions	.46%	.45%	.45%	.45% A	.46%	.61%
Expenses net of fee waivers, if any	.46%	.45%	.45%	.45% A	.46%	.61%
Expenses net of all reductions	.46%	.44%	.44%	.45% A	.46%	.61%
Net investment income	5.00%	5.02%	5.13%	5.12% A	4.29%	3.39%
Supplemental Data
Net assets, end of period (in millions)	$ 5,951	$ 9,814	$ 11,739	$ 10,141	$ 8,018	$ 6,721
Portfolio turnover rate F	119% I, L	231%	181% L	206% A, I	145%	227%

^A Annualized

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

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

^D Calculated based on average shares outstanding during the period.

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

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

^G The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

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

^I The portfolio turnover rate does not include the assets acquired in the merger.

^J For the period ended April 30.

^K For the four month period ended August 31. The Fund changed its fiscal year end from April 30 to August 31, effective August 31, 2006.

^L The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Financial Highlights - Institutional Class

Years ended August 31,	2009	2008	2007	2006 K	2006 J	2005 J
Selected Per-Share Data
Net asset value, beginning of period	$ 6.90	$ 7.19	$ 7.36	$ 7.25	$ 7.51	$ 7.48
Income from Investment Operations
Net investment income D	.322	.353	.374	.124	.313	.254
Net realized and unrealized gain (loss)	.005 G	(.303)	(.163)	.091	(.205)	.129
Total from investment operations	.327	.050	.211	.215	.108	.383
Distributions from net investment income	(.327)	(.333)	(.371)	(.105)	(.298)	(.253)
Distributions from net realized gain	-	(.007)	(.010)	-	(.070)	(.100)
Total distributions	(.327)	(.340)	(.381)	(.105)	(.368)	(.353)
Net asset value, end of period	$ 6.90	$ 6.90	$ 7.19	$ 7.36	$ 7.25	$ 7.51
Total Return B, C	5.16%	.66%	2.88%	2.99%	1.44%	5.24%
Ratios to Average Net Assets E, H
Expenses before reductions	.53%	.50%	.48%	.49% A	.50%	.59%
Expenses net of fee waivers, if any	.53%	.50%	.48%	.49% A	.50%	.59%
Expenses net of all reductions	.53%	.49%	.47%	.49% A	.50%	.59%
Net investment income	4.94%	4.97%	5.10%	5.07% A	4.25%	3.40%
Supplemental Data
Net assets, end of period (in millions)	$ 27	$ 34	$ 41	$ 29	$ 26	$ 16
Portfolio turnover rate F	119% I, L	231%	181% L	206% A, I	145%	227%

^A Annualized

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

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

^D Calculated based on average shares outstanding during the period.

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

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

^G The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

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

^I The portfolio turnover rate does not include the assets acquired in the merger.

^J For the period ended April 30.

^K For the four month period ended August 31. The Fund changed its fiscal year end from April 30 to August 31, effective August 31, 2006.

^L The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Notes to Financial Statements

For the period ended August 31, 2009

(Amounts in thousands except ratios)

1. Organization.

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

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds 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 their investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the Fund. These strategies are consistent with the investment objectives of the Fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the Fund. The following summarizes the Fund's investment in each Fidelity Central Fund.

Fidelity Central Fund	Investment Manager	Investment Objective	Investment Practices
Fidelity Corporate Bond 1-5 Year Central Fund	Fidelity Investment Money Management, Inc. (FIMM)	Seeks a high level of income by normally investing in investment-grade corporate bonds and other corporate debt securities and repurchase agreements for those securities.	Repurchase Agreements Restricted Securities Swap Agreements

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

2. Investments in Fidelity Central Funds - continued

Fidelity Central Fund	Investment Manager	Investment Objective	Investment Practices
Fidelity Mortgage Backed Securities Central Fund	FIMM	Seeks a high level of income by normally investing in investment-grade mortgage-related securities and repurchase agreements for those securities.	Delayed Delivery & When Issued Securities Futures Repurchase Agreements Swap Agreements
Fidelity Specialized High Income Central Fund	Fidelity Management & Research Company, Inc. (FMRC)	Seeks a high level of current income by normally investing in income-producing debt securities, with an emphasis on lower-quality debt securities.	Repurchase Agreements Restricted Securities Loans & Direct Debt Instruments

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 SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, October 26, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of August 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Debt securities, including restricted securities, are valued based on quotations received from dealers who make markets in such securities or by independent pricing services. For corporate bonds, foreign government and government agency obligations, municipal securities, preferred securities, supranational obligations and U.S. government and government agency obligations, pricing services generally utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. For asset backed securities, collateralized mortgage obligations, commercial mortgage securities, and U.S. government agency mortgage securities, pricing services generally utilize matrix pricing which considers prepayment speed assumptions, attributes of the collateral, yield or price of bonds of comparable quality, coupon, maturity and types as well as dealer supplied prices. Swaps are marked-to-market daily based on valuations from independent pricing services or dealer-supplied valuations and changes in value are recorded as unrealized appreciation (depreciation). Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value. Actual prices received at disposition may differ.

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

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV 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. 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. Inflation-indexed bonds are fixed-income securities whose principal value is periodically adjusted to the rate of inflation. Interest is accrued based on the principal value, which is adjusted for inflation. The adjustments to principal due to inflation are reflected as increases or decreases to interest income even though principal is not received until maturity. 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.

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

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for

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3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. There are no unrecognized tax benefits in the accompanying financial statements. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years.

Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

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

Book-tax differences are primarily due to short-term capital gains, swap agreements, market discount, redemptions in kind, partnerships (including allocations from Fidelity Central Funds), deferred trustees compensation, capital loss carryforwards, losses deferred due to wash sales and excise tax regulations.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation	$ 127,713
Unrealized depreciation	(236,526)
Net unrealized appreciation (depreciation)	$ (108,813)
Undistributed ordinary income	$ 6,846
Capital loss carryforward	$ 306,346
Cost for federal income tax purposes	$ 6,986,812

The tax character of distributions paid was as follows:

	August 31, 2009	August 31, 2008
Ordinary Income	$ 394,409	$ 528,030

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Notes to Financial Statements - continued

(Amounts in thousands except ratios)

4. Operating Policies.

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

Delayed Delivery Transactions and When-Issued Securities. The Fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked-to-market daily and equivalent deliverable securities are held for the transaction. The value of the securities purchased on a delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

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

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5. Investments in Derivative Instruments.

Objectives and Strategies for Investing in Derivative Instruments. The Fund uses derivative instruments ("derivatives"), including swap agreements, in order to meet its investment objectives. The Fund's strategy is to use derivatives as a risk management tool and as an additional way to gain exposure to certain types of assets. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

While utilizing derivatives in pursuit of its investment objectives, the Fund is exposed to certain financial risks relative to those derivatives. These risks are further explained below:

Credit Risk	Credit risk is the risk that the value of financial instruments will fluctuate as a result of changes in the credit quality of those instruments. Credit risk also includes the risk that the counterparty to a financial instrument will default or be unable to make further principal or interest payments on an obligation or commitment that it has entered into with the Fund.
Interest Rate Risk	Interest rate risk is the risk that the value of interest-bearing financial instruments will fluctuate due to changes in the prevailing levels of market interest rates.

The following notes provide more detailed information about each derivative type held by the Fund:

Swap Agreements. The Fund entered into swap agreements, which are contracts between two parties to exchange future cash flows at periodic intervals based on a notional principal amount. Payments are exchanged at specified intervals, accrued daily commencing with the effective date of the contract and recorded as realized gains or losses in the Fund's accompanying Statement of Operations. Gains or losses are realized in the event of an early termination of a swap agreement. Any upfront payments made or received upon entering a swap contract to compensate for differences between stated terms of the agreement and prevailing market conditions (e.g. credit spreads, interest rates or other factors) are recorded as realized gains or losses ratably over the term of the swap in the Fund's accompanying Statement of Operations. Risks of loss may exceed amounts recognized on the Fund's Statement of Assets and Liabilities. In addition, there is the risk of failure by the counterparty to perform under the terms of the agreement and lack of liquidity in the market. Details of swap agreements open at period end are included in the Fund's Schedule of Investments under the caption "Swap Agreements." The total notional amount of all open swap agreements at period end is indicative of the volume of this derivative type. Collateral, in the form of cash or securities, may be required to be held in segregated accounts with a fund's custodian bank in accordance with the swap agreement and, if required, is identified in the Fund's Schedule of Investments. The Fund could experience delays and costs in gaining access to the collateral even though it is held in the Fund's custodian bank.

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Notes to Financial Statements - continued

(Amounts in thousands except ratios)

5. Investments in Derivative Instruments - continued

Swap Agreements - continued

The Fund entered into interest rate swap agreements to manage its exposure to interest rate changes. Interest rate swaps represent an agreement between counterparties to exchange cash flows based on the difference between two interest rates (e.g. fixed rate, floating rate), applied to a notional principal amount. Risks of loss may include interest rate risk and the possible inability of the counterparty to fulfill its obligations under the agreement. The Fund's maximum risk of loss from counterparty credit risk is the discounted net value of cash flows to be received from/paid to the counterparty over the contract's remaining life, to the extent that amount is positive. This risk is mitigated by the posting of collateral by the counterparty to the Fund to cover the Fund's exposure to the counterparty. Changes in interest rates can have a negative effect on both the value of the Fund's bond holdings as well as the amount of interest income earned. In general, the value of bonds can fall when interest rates rise and can rise when interest rates fall.

The Fund entered into credit default swap agreements to provide a measure of protection against defaults of an issuer ("buyer of protection") and/or to gain credit exposure to an issuer to which it is not otherwise exposed ("seller of protection"). The issuer may be either a single issuer or a "basket" of issuers. As a buyer of protection, the Fund does so when it holds bonds of the issuer or without owning the underlying asset or debt issued by the reference entity. Under the terms of a credit default swap the buyer of protection receives credit protection in exchange for making periodic payments to the seller of protection based on a fixed percentage applied to a notional principal amount. In return for these payments, the seller of protection acts as a guarantor of the creditworthiness of a reference obligation. Periodic payments are made over the life of the contract provided that no credit event occurs.

For credit default swaps on most corporate and sovereign issuers, credit events include bankruptcy, failure to pay, obligation acceleration or repudiation/moratorium. If a credit event were to occur during the term of the contract, the contract is typically settled in a market auction where the difference between the value of the reference obligation received and the notional amount of the swap is recorded as a realized loss by the seller of protection. For credit default swaps on corporate or sovereign issuers, the obligation that may be put to the seller of protection is not limited to the specific reference obligation described in the Fund's Schedule of Investments.

For credit default swaps on asset-backed securities, a credit event may be triggered by events such as failure to pay principal, maturity extension, rating downgrade or write-down. If a credit event were to occur during the term of the contract, upon notification of the buyer of protection, the seller of protection is obligated to take delivery from the

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5. Investments in Derivative Instruments - continued

Swap Agreements - continued

buyer of protection the notional amount of a reference obligation, at par. The difference between the value of the reference obligation received and the notional amount paid is recorded as a realized loss by the seller of protection. For credit default swaps on asset-backed securities, the reference obligation described represents the security that may be put to the seller of protection.

Risks of loss includes credit risk. The Fund's maximum risk of loss from counterparty risk, either as a buyer of protection or as a seller of protection, is the value of the contract. This risk is mitigated by the posting of collateral by the counterparty to the Fund to cover the Fund's exposure to the counterparty. The notional amount of credit default swaps is included in the Fund's Schedule of Investments and approximates the maximum potential amount of future payments that the Fund could be required to make if the Fund is the seller of protection and a credit event were to occur. The total notional amount of all credit default swaps open at period end where the Fund is the seller of protection amounted to $112,212 representing 1.81% of net assets. Credit default swaps are considered to have credit-risk contingent features since they require payment by the seller of protection to the buyer of protection upon the occurrence of a defined credit event. The total value of credit default swaps in a net liability position as of period end was $(87,310). The value of assets posted as collateral, net of assets received as collateral, for these swaps was $89,827. If a defined credit event had occurred as of period end, the swaps' credit-risk-related contingent features would have been triggered and the Fund would have been required to pay $22,385 in addition to the collateral to settle these swaps.

Typically, the value of each credit default swap and credit rating disclosed for each reference obligation in the Fund's Schedule of Investments, where the Fund is the seller of protection, can be used as measures of the current payment/performance risk of the swap. As the value of the swap changes as a positive or negative percentage of the total notional amount, the payment/performance risk may decrease or increase, respectively. Any current or future declines in the value of the swap may be partially offset by upfront payments received by the Fund as the seller of protection if applicable. In addition to these measures, FMR monitors a variety of factors including cash flow assumptions, market activity and market sentiment as part of its ongoing process of assessing payment/performance risk.

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Notes to Financial Statements - continued

(Amounts in thousands except ratios)

5. Investments in Derivative Instruments - continued

Realized and Change in Unrealized Gain (Loss) on Derivative Instruments. A summary of the Fund's value of derivatives by primary risk exposure as of period end, if any, is included at the end of the Fund's Schedule of Investments. The table below reflects the Fund's realized gain (loss) and change in unrealized gain (loss) for derivatives during the period.

Risk Exposure / Derivative Type	Realized Gain (Loss)	Change in Unrealized Gain (Loss)
Credit Risk
Swap Agreements	$ (60,283)	$ 46,505
Interest Rate Risk
Swap Agreements	8,252	1,380
Total Derivatives Realized and Change in Unrealized Gain (Loss) (a)(b)	$ (52,031)	$ 47,885

(a) Total derivatives realized gain (loss) included in the Statement of Operations is comprised of $(52,031) for swap agreements..

(b) Total derivatives change in unrealized gain (loss) included in the Statement of Operations is comprised of $47,885 for swap agreements.

6. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, U.S. government securities and liquidations and redemptions executed in-kind from Affiliated Central Funds, aggregated $1,365,625 and $4,837,222, respectively.

7. Fees and Other Transactions with Affiliates.

Management Fee and Expense Contract. 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 .20% of the Fund's average net assets and a group fee rate that averaged .12% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .32% of the Fund's average net assets.

In addition, under the expense contract, FMR pays all class-level expenses for Investment Grade Bond, so that the total expenses, except the compensation of the independent Trustees and certain other expenses such as interest expense, including commitment fees do not exceed .45% of the Class' average net assets. This agreement does not apply to any of the other classes and any change or modification that would increase expenses can only be made with shareholder approval.

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7. Fees and Other Transactions with Affiliates - continued

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

	Distribution Fee	Service Fee	Paid to FDC	Retained by FDC
Class A	0%	.25%	$ 284	$ 10
Class T	0%	.25%	114	3
Class B	.65%	.25%	87	63
Class C	.75%	.25%	186	40
			$ 671	$ 116

Sales Load. FDC receives 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. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, .75% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

	Retained by FDC
Class A	$ 17
Class T	9
Class B*	24
Class C*	4
	$ 54

* 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 each respective class of the Fund, with the exception of Investment Grade Bond. FIIOC

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Notes to Financial Statements - continued

(Amounts in thousands except ratios)

7. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

receives an asset-based fee of .10% of Investment Grade Bond's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, each class paid the following transfer agent fees:

	Amount	% of Average Net Assets
Class A	$ 206	.18
Class T	94	.21
Class B	24	.25
Class C	35	.19
Investment Grade Bond	7,386	.10
Institutional Class	43	.17
	$ 7,788

Fundwide Operations Fee. Pursuant to the Fundwide Operations and Expense Agreement (FWOE), FMR has agreed to provide for fund level expenses (which do not include transfer agent, Rule 12b-1 fees, compensation of the independent Trustees, interest (including commitment fees), taxes or extraordinary expenses, if any) in return for a FWOE fee equal to .35% less the total amount of the management fee. The FWOE paid by the Fund is reduced by an amount equal to the fees and expenses paid to the independent Trustees. For the period, the FWOE fee was equivalent to an annual rate of .03% of average net assets.

Redemption-In-Kind. On March 27, 2009, 565,128 fund shares held by affiliated entities were redeemed in-kind for cash and securities with a value of $3,588,563. The realized gain (loss) of $(319,897) on securities delivered through in-kind redemptions is included in the accompanying Statement of Operations and is not taxable to the Fund.

Other Affiliated Transactions. During the period, certain Fidelity Central Funds in which the Fund was invested were each liquidated pursuant to a Plan of Liquidation and Dissolution approved by the Central Fund Board. Under the plan, each Central Fund distributed in-kind all of its net assets to its shareholders pro rata at its net

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7. Fees and Other Transactions with Affiliates - continued

Other Affiliated Transactions - continued

asset value (NAV) per share as of the close of business on the liquidation date. As a result, the Fund received cash and securities, including accrued interest, as noted in the following table.

Liquidation Date	Central Fund	Value of Cash and Securities Received (including accrued interest)	Shares of Central Fund Redeemed
01/23/09 (a)	Fidelity Ultra-Short Central Fund	$ 405,891	6,492
04/17/09 (b)	Fidelity Commercial Mortgage-Backed Securities Central Fund	$ 324,612	4,504
06/26/09 (b)	Fidelity 1-3 Year Duration Securitized Bond Central Fund	$ 66,112	850

(a) The Fund recognized a loss as the transaction was considered taxable to the Fund for federal income tax purposes.

(b) Because the Central Fund was a partnership for federal income tax purposes, the liquidation generally was tax free to the Fund.

8. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 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 $38 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

9. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in cash equivalents. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on

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Notes to Financial Statements - continued

(Amounts in thousands except ratios)

9. Security Lending - continued

investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of interest income. Net income from lending portfolio securities during the period amounted to $13.

10. Expense Reductions.

Through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's expenses by $2. During the period, credits reduced each class' transfer agent expense as noted in the table below.

	Transfer Agent expense reduction
Investment Grade Bond	$ 36

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended August 31,	2009	2008
From net investment income
Class A	$ 5,369	$ 3,742
Class T	2,156	2,716
Class B	385	358
Class C	714	556
Investment Grade Bond	384,500	507,696
Institutional Class	1,285	1,805
Total	$ 394,409	$ 516,873
From net realized gain
Class A	$ -	$ 82
Class T	-	64
Class B	-	9
Class C	-	15
Investment Grade Bond	-	10,947
Institutional Class	-	40
Total	$ -	$ 11,157

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12. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
Years ended August 31,	2009	2008	2009	2008
Class A
Shares sold	12,007	6,217	$ 77,884	$ 44,378
Issued in exchange for shares of Capital One Total Return Bond Fund	5,452	-	33,750	-
Reinvestment of distributions	589	515	3,815	3,652
Shares redeemed	(8,595)	(6,144)	(56,322)	(43,427)
Net increase (decrease)	9,453	588	$ 59,127	$ 4,603
Class T
Shares sold	2,526	3,480	$ 16,379	$ 24,742
Reinvestment of distributions	317	382	2,049	2,711
Shares redeemed	(3,788)	(5,613)	(24,703)	(39,832)
Net increase (decrease)	(945)	(1,751)	$ (6,275)	$ (12,379)
Class B
Shares sold	866	446	$ 5,609	$ 3,206
Reinvestment of distributions	46	39	299	280
Shares redeemed	(629)	(537)	(4,088)	(3,818)
Net increase (decrease)	283	(52)	$ 1,820	$ (332)
Class C
Shares sold	2,885	846	$ 18,675	$ 6,043
Reinvestment of distributions	82	53	536	379
Shares redeemed	(1,039)	(1,238)	(6,752)	(8,831)
Net increase (decrease)	1,928	(339)	$ 12,459	$ (2,409)
Investment Grade Bond
Shares sold	391,488	235,999	$ 2,540,236	$ 1,676,819
Reinvestment of distributions	55,275	71,069	356,433	504,629
Shares redeemed	(1,008,022)	(516,730)	(6,466,380)	(3,691,519)
Net increase (decrease)	(561,259)	(209,662)	$ (3,569,711)	$ (1,510,071)
Institutional Class
Shares sold	1,621	2,395	$ 10,522	$ 16,310
Reinvestment of distributions	166	212	1,078	1,503
Shares redeemed	(2,764)	(3,445)	(17,757)	(23,692)
Net increase (decrease)	(977)	(838)	$ (6,157)	$ (5,879)

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Notes to Financial Statements - continued

(Amounts in thousands except ratios)

13. 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.

Effective after the close of business on September 25, 2009, the Fidelity Corporate Bond 1-5 Year Central Fund ("1-5 Year"), a Fidelity Central Fund in which the Fund invests, was liquidated pursuant to a Plan of Liquidation and Dissolution approved by its Board of Directors. Under the plan, 1-5 Year distributed in-kind all of its net assets to its shareholders pro rata at its net asset value (NAV) per share as of the close of business on the liquidation date. As a result, the Fund received cash and securities, including accrued interest, of $137,142 in return for 1,323 shares of 1-5 Year. Because 1-5 Year was a partnership for federal income tax purposes, the liquidation generally was tax free to the Fund.

14. Credit Risk.

The Fund invests a portion of its assets, directly or indirectly, in structured securities of issuers backed by residential mortgage loans, credit card receivables and automotive loans. The value and related income of these securities is sensitive to changes in economic conditions, including delinquencies and/or defaults.

15. Merger Information.

On November 21, 2008, the Fund acquired all of the assets and assumed all of the liabilities (other than any deferred, accrued or prepaid expenses) of Capital One Total Return Bond Fund pursuant to an agreement and plan of reorganization approved by the Board of Trustees on June 19, 2008. The acquisition was accomplished by an exchange of 5,452 shares of Class A of the Fund for 3,655 shares then outstanding (value at $9.23 per share) of Capital One Total Return Bond Fund. The reorganization qualified as a tax-free reorganization for federal income tax purposes with no gain or loss recognized to the funds or their shareholders. The Capital One Total Return Bond Fund's net assets were combined with the Fund's net assets of $8,459,080 for total net assets after the acquisition of $8,492,830.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Fixed-Income Trust and the Shareholders of Fidelity Investment Grade Bond Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Investment Grade Bond Fund (a fund of Fidelity Fixed-Income Trust) at August 31, 2009, 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 periods indicated then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Investment Grade Bond Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with 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 are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at August 31, 2009 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

October 26, 2009

Annual Report

Trustees and Officers

The Trustees and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 187 funds advised by FMR or an affiliate. Mr. Curvey oversees 407 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd 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.

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, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation
Abigail P. Johnson (47)
	Year of Election or Appointment: 2009 Ms. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Ms. Johnson serves as President of Personal and Workplace Investing (2005-present). Ms. Johnson is a Director 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.
James C. Curvey (74)
	Year of Election or Appointment: 2007 Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-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.

* 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.

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, Age; Principal Occupation
Albert R. Gamper, Jr. (67)
	Year of Election or Appointment: 2006 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. Mr. Gamper currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities), a member of the Board of Trustees, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System. Previously, Mr. Gamper served as Chairman of the Board of Governors, Rutgers University (2004-2007).
Arthur E. Johnson (62)
	Year of Election or Appointment: 2008 Mr. Johnson serves as a member of the Board of Directors of Eaton Corporation (diversified power management, 2009-present) and AGL Resources, Inc. (holding company). Previously, Mr. Johnson served as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor, 1999-2009), and on the Board of Directors of IKON Office Solutions, Inc. (1999-2008). Mr. Arthur E. Johnson and Ms. Abigail P. Johnson are not related.
Michael E. Kenneally (55)
	Year of Election or Appointment: 2009 Mr. Kenneally also serves as Trustee (2009-present) or Member of the Advisory Board (2008-present) of other Fidelity Fixed Income and Asset Allocation Funds. Previously, Mr. Kenneally served as Chairman and Global Chief Executive Officer of Credit Suisse Asset Management (2003-2005). Mr. Kenneally was a Director of The Credit Suisse Funds (U.S. Mutual Fund, 2004-2008) and was awarded the Chartered Financial Analyst (CFA) designation in 1991.
James H. Keyes (68)
	Year of Election or Appointment: 2007 Mr. Keyes serves as a member of the Boards of Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines) and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions). Previously, Mr. Keyes served as a member of the Board of LSI Logic Corporation (semiconductor technologies, 1984-2008).
Marie L. Knowles (62)
	Year of Election or Appointment: 2001 Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. Ms. Knowles currently serves as a Director of McKesson Corporation (healthcare service). Ms. Knowles is an Honorary Trustee of the Brookings Institution and 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 and the Foundation Board of the School of Architecture at the University of Virginia (2007-present). Previously, Ms. Knowles served as a Director of Phelps Dodge Corporation (copper mining and manufacturing, 1994-2007).
Kenneth L. Wolfe (70)
	Year of Election or Appointment: 2005 Mr. Wolfe served as Chairman and a Director (2007-2009) and Chairman and Chief Executive Officer of Hershey Foods Corporation, and as a member of the Boards of Adelphia Communications Corporation (telecommunications, 2003-2006), Bausch & Lomb, Inc. (medical/pharmaceutical, 1993-2007), and Revlon, Inc. (2004-2009).

Annual Report

Trustees and Officers - continued

Executive Officers:

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

Name, Age; Principal Occupation
John R. Hebble (51)
	Year of Election or Appointment: 2008 President and Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Hebble also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments.
Boyce I. Greer (53)
	Year of Election or Appointment: 2005 or 2006 Vice President of Fidelity's Fixed Income Funds (2006) and Asset Allocation Funds (2005). Mr. Greer is also a Trustee of other investment companies advised by FMR. Mr. Greer is President of the Asset Allocation Division (2008-present), President and a Director of Strategic Advisers, Inc. (2008-present), President and a Director of Fidelity Investments Money Management, Inc. (2007-present), and an Executive Vice President of FMR and FMR Co., Inc. (2005-present). Previously, Mr. Greer served as a Director and Managing Director of Strategic Advisers, Inc. (2002-2005).
Christopher P. Sullivan (55)
	Year of Election or Appointment: 2009 Vice President of Fidelity's Bond Funds. Mr. Sullivan also serves as President of Fidelity's Bond Group (2009-present). Previously, Mr. Sullivan served as Managing Director, Co-Head of U.S. Fixed Income at Goldman Sachs Asset Management (2001-2009).
Scott C. Goebel (41)
	Year of Election or Appointment: 2008 Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).
Holly C. Laurent (55)
	Year of Election or Appointment: 2008 Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).
Christine Reynolds (50)
	Year of Election or Appointment: 2008 Chief Financial Officer of the Fidelity 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).
Michael H. Whitaker (42)
	Year of Election or Appointment: 2008 Chief Compliance Officer of Fidelity's Fixed Income and Asset Allocation 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.
Jeffrey S. Christian (47)
	Year of Election or Appointment: 2009 Deputy Treasurer of the Fidelity funds. Mr. Christian also serves as Chief Financial Officer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments. Previously, Mr. Christian served as Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009) and as Vice President of Business Analysis (2003-2004).
Bryan A. Mehrmann (48)
	Year of Election or Appointment: 2005 Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).
Stephanie J. Dorsey (40)
	Year of Election or Appointment: 2008 Deputy Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Ms. Dorsey is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.
Paul M. Murphy (62)
	Year of Election or Appointment: 2007 Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).
Kenneth B. Robins (40)
	Year of Election or Appointment: 2009 Assistant Treasurer of the Fidelity Fixed Income and Asset Allocation Funds. Mr. Robins also serves as President and Treasurer of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).
Gary W. Ryan (51)
	Year of Election or Appointment: 2005 Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

A total of 2.01% 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 $268,520,752 of distributions paid during the period January 1, 2009, to August 31, 2009 as qualifying to be taxed as interest-related dividends for nonresident alien shareholders.

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on July 15, 2009. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1
To elect a Board of Trustees.A
	# of Votes	% of Votes
James C. Curvey
Affirmative	29,535,490,304.51	95.434
Withheld	1,412,983,688.53	4.566
TOTAL	30,948,473,993.04	100.000
Albert R. Gamper, Jr.
Affirmative	29,631,645,146.15	95.745
Withheld	1,316,828,846.89	4.255
TOTAL	30,948,473,993.04	100.000
Abigail P. Johnson
Affirmative	29,481,082,358.76	95.259
Withheld	1,467,391,634.28	4.741
TOTAL	30,948,473,993.04	100.000
Arthur E. Johnson
Affirmative	29,601,580,051.86	95.648
Withheld	1,346,893,941.18	4.352
TOTAL	30,948,473,993.04	100.000
Michael E. Kenneally
Affirmative	29,688,902,929.52	95.930
Withheld	1,259,571,063.52	4.070
TOTAL	30,948,473,993.04	100.000
James H. Keyes
Affirmative	29,647,356,020.99	95.796
Withheld	1,301,117,972.05	4.204
TOTAL	30,948,473,993.04	100.000
Marie L. Knowles
Affirmative	29,665,215,088.51	95.854
Withheld	1,283,258,904.53	4.146
TOTAL	30,948,473,993.04	100.000
Kenneth L. Wolfe
Affirmative	29,580,330,647.68	95.579
Withheld	1,368,143,345.36	4.421
TOTAL	30,948,473,993.04	100.000
PROPOSAL 2
To amend the Declaration of Trust to reduce the required quorum for future shareholder meetings.A
	# of Votes	% of Votes
Affirmative	22,342,326,668.95	72.192
Against	5,700,226,054.43	18.418
Abstain	2,112,037,717.17	6.825
Broker Non-Votes	793,883,552.49	2.565
TOTAL	30,948,473,993.04	100.000
PROPOSAL 3
For Fidelity Investment Grade Bond Fund, a shareholder proposal concerning "procedures to prevent holding investments in companies that, in the judgement of the Board, substantially contribute to genocide or crimes against humanity, the most egregious violations of human rights."
	# of Votes	% of Votes
Affirmative	533,669,832.89	16.669
Against	2,451,794,789.83	76.578
Abstain	116,980,179.32	3.655
Broker Non-Votes	99,215,159.14	3.098
TOTAL	3,201,659,961.18	100.000
A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Investment Grade Bond Fund

On May 21, 2009, the Board of Trustees, including the Independent Trustees (together, the Board), voted to continue the management contract and subadvisory agreements (together, the Advisory Contracts) for the fund for four months, through September 30, 2009, in connection with the reorganization of the Board's new meeting schedule. The Board considered that the contractual terms of and fees payable under the fund's Advisory Contracts involve no changes in (i) the investment process or strategies employed in the management of the fund's assets; (ii) the nature or level of services provided under the fund's Advisory Contracts; or (iii) the day-to-day management of the fund or the persons primarily responsible for such management. The Board concluded that the fund's Advisory Contracts are fair and reasonable, and that the fund's Advisory Contracts should be renewed, without modification, through September 30, 2009, with the understanding that the Board will consider their renewal in September 2009.

Annual Report

Managing Your Investments

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

By Phone

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

(phone_graphic)

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

Press

For mutual fund and brokerage trading.

For quotes.*

For account balances and holdings.

To review orders and mutual
fund activity.

To change your PIN.

To speak to a Fidelity representative.

By PC

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

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

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

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

Fidelity Research & Analysis Company

Fidelity Investments Money
Management, Inc.

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.

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

Fidelity Management & Research
(Japan) Inc.

Fidelity Management & Research
(Hong Kong) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

JPMorgan Chase Bank

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®) 1-800-544-5555

Automated line for quickest service

IGB-UANN-1009
1.784722.107

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor
Investment Grade Bond
Fund - Class A, Class T, Class B
and Class C

Annual Report

August 31, 2009

Class A, Class T, Class B, and Class C are classes of Fidelity® Investment Grade
Bond Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message	<Click Here>	The Chairman's message to shareholders.
Performance	<Click Here>	How the fund has done over time.
Management's Discussion	<Click Here>	The manager's review of fund performance, strategy and outlook.
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>
Proxy Voting Results	<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.

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Abigail_P_Johnson)

Dear Shareholder:

We've seen a welcome uptick in the global equity markets this spring and summer, as signs of stabilization in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

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

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

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

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

Sincerely,

/s/Abigail P. Johnson

Abigail P. Johnson

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' 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 August 31, 2009	Past 1 year	Past 5 years	Past 10 years
Class A (incl. 4.00% sales charge) A	0.69%	1.95%	4.65%
Class T (incl. 4.00% sales charge) B	0.82%	1.92%	4.61%
Class B (incl. contingent deferred sales charge) C	-0.71%	1.68%	4.54%
Class C (incl. contingent deferred sales charge) D	3.09%	1.98%	4.49%

^A As of April 1, 2007, Class A shares bear a 0.25% 12b-1 fee. The initial offering of Class A shares took place on August 27, 2002. Returns between August 27, 2002 and March 31, 2007 reflect a 0.15% 12b-1 fee. Returns prior to August 27, 2002 are those of Investment Grade Bond, the original class of the fund, which has no 12b-1 fee. Had Class A shares' current 12b-1 fee been reflected, returns prior to April 1, 2007 would have been lower.

^B Class T shares bear a 0.25% 12b-1 fee. The initial offering of Class T shares took place on August 27, 2002. Returns prior to August 27, 2002 are those of Investment Grade Bond, the original class of the fund, which has no 12b-1 fee. Had Class T shares' 12b-1 fee been reflected, returns prior to August 27, 2002 would have been lower.

^C Class B shares bear a 0.90% 12b-1 fee. The initial offering of Class B shares took place on August 27, 2002. Returns prior to August 27, 2002 are those of Investment Grade Bond, the original class of the fund, which has no 12b-1 fee. Had Class B shares' 12b-1 fee been reflected, returns prior to August 27, 2002 would have been lower. Class B shares' contingent deferred sales charges included in the past one year, past five years, and past 10 years total return figures are 5%, 2%, and 0%, respectively.

^D Class C shares bear a 1.00% 12b-1 fee. The initial offering of Class C shares took place on August 27, 2002. Returns prior to August 27, 2002 are those of Investment Grade Bond, the original ,class of the fund, which has no 12b-1 fee. Had Class C shares' 12b-1 fee been reflected, returns prior to August 27, 2002 would have been lower. Class C shares' contingent deferred sales charges included in the past one year, past five years, and past 10 years total return figures are 1%, 0%, and 0%, respectively.

Annual Report

$10,000 Over Past 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor Investment Grade Bond Fund - Class A on August 31, 1999, and the current 4.00% sales charge was paid. The chart shows how the value of the investment would have changed, and also shows how the Barclays Capital U.S. Aggregate Bond Index performed over the same period. The initial offering of Class A took place on August 27, 2002. See the previous page for additional information regarding the performance of Class A.

Annual Report

Management's Discussion of Fund Performance

Market Recap: While the positive returns of taxable bonds were more encouraging than the negative returns posted by major equity indexes for the year ending August 31, 2009, fixed-income securities rode their own wave of volatility. As the credit crisis resulting from a meltdown in the subprime mortgage market deepened in the beginning of the period, bond investors fled from lower-quality debt instruments and flocked to those with backing from the U.S. government. With government interventions around the world beginning to take root in the later months of the period, however, credit conditions improved and signs of stabilization among certain economic indicators emerged, eliciting greater demand for risk. Consequently, bonds further out on the risk spectrum boasted the largest returns. For the year overall, U.S. investment-grade bonds gained 7.94%, as measured by the Barclays Capital U.S. Aggregate Bond Index.

Comments from Jeffrey Moore, Portfolio Manager of Fidelity Advisor Investment Grade Bond Fund: The fund trailed its benchmark for the year, although very strong results thus far in 2009 helped us close much of the gap. For the 12 months ending August 31, 2009, the fund's Class A, Class T, Class B and Class C shares gained 4.89%, 5.02%, 4.29% and 4.09%, respectively (excluding sales charges), lagging the Barclays Capital U.S. Aggregate Bond Index. As I review performance, I'll address the aggregate of my direct investments and those I made in Fidelity's fixed-income central funds. The biggest detractor by far from relative performance versus the index was an allocation to Fidelity® Ultra-Short Central Fund - an internal pool of short-term assets, including poorly performing securitized products - during the first half of the period. Disappointing security selection in mortgage-backed securities detracted as well. The fund benefited from an underweighting in conventional U.S. Treasury bonds, which lagged the index, even though my investment in Treasury Inflation-Protected Bonds (TIPS) proved too early in terms of inflation expectations. Two significant positives for the fund were favorable security selection and a large overweighting in corporate bonds. This sector benefited as credit spreads narrowed from all-time wide levels - indicating investors' increased willingness to assume risk - during the second half of the period. An out-of-index allocation to collateralized mortgage obligations also contributed. Lastly, in terms of the fund's structure, we significantly reduced our exposure to Fidelity's central funds during the period - including no longer owning Ultra-Short Central - while still maintaining many of the same securities via direct holdings.

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, 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 (March 1, 2009 to August 31, 2009).

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. 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. 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	Beginning Account Value March 1, 2009	Ending Account Value August 31, 2009	Expenses Paid During Period* March 1, 2009 to August 31, 2009
Class A	.79%
Actual		$ 1,000.00	$ 1,117.00	$ 4.22
HypotheticalA		$ 1,000.00	$ 1,021.22	$ 4.02
Class T	.81%
Actual		$ 1,000.00	$ 1,118.50	$ 4.33
HypotheticalA		$ 1,000.00	$ 1,021.12	$ 4.13
Class B	1.51%
Actual		$ 1,000.00	$ 1,112.80	$ 8.04
HypotheticalA		$ 1,000.00	$ 1,017.59	$ 7.68
Class C	1.53%
Actual		$ 1,000.00	$ 1,112.70	$ 8.15
HypotheticalA		$ 1,000.00	$ 1,017.49	$ 7.78
Investment Grade Bond	.47%
Actual		$ 1,000.00	$ 1,118.70	$ 2.51
HypotheticalA		$ 1,000.00	$ 1,022.84	$ 2.40
Institutional Class	.53%
Actual		$ 1,000.00	$ 1,118.20	$ 2.83
HypotheticalA		$ 1,000.00	$ 1,022.53	$ 2.70

^A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (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.

Annual Report

Investment Changes (Unaudited)

Quality Diversification (% of fund's net assets)
As of August 31, 2009		As of February 28, 2009
	U.S. Government and U.S. Government Agency Obligations 63.9%		U.S. Government and U.S. Government Agency Obligations 64.2%
	AAA 8.2%		AAA 10.8%
	AA 3.0%		AA 3.2%
	A 11.0%		A 8.8%
	BBB 19.3%		BBB 17.8%
	BB and Below 5.5%		BB and Below 5.1%
	Not Rated 0.1%		Not Rated 0.3%
	Short-Term Investments and Net Other Assets† (11.0)%		Short-Term Investments and Net Other Assets† (10.2)%

We have used ratings from Moody's® Investors Services, Inc. Where Moody's ratings are not available, we have used S&P® ratings. All ratings are as of the report date and do not reflect subsequent downgrades. The information in the above table is based on the combined investments of the fund and its pro-rata share of the investments in each non-money market Fidelity Central Fund.

Weighted Average Maturity as of August 31, 2009
		6 months ago
Years	5.9	6.1

The weighted average maturity is based on the dollar-weighted average length of time until principal payments are expected or until securities reach maturity, taking into account any maturity shortening feature such as a call, refunding or redemption provision.

Duration as of August 31, 2009
		6 months ago
Years	4.1	3.8

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

Asset Allocation (% of fund's net assets)
As of August 31, 2009*			As of February 28, 2009**
	Corporate Bonds 34.1%			Corporate Bonds 30.7%
	U.S. Government and U.S. Government Agency Obligations 63.9%			U.S. Government and U.S. Government Agency Obligations 64.2%
	Asset-Backed Securities 2.2%			Asset-Backed Securities 4.5%
	CMOs and Other Mortgage Related Securities 9.7%			CMOs and Other Mortgage Related Securities 10.6%
	Municipal Bonds 0.8%			Municipal Bonds 0.0%
	Other Investments 0.3%			Other Investments 0.2%
	Short-Term Investments and Net Other Assets† (11.0)%			Short-Term Investments and Net Other Assets† (10.2)%
* Foreign investments		7.1%	** Foreign investments		6.4%
* Futures and Swaps		3.7%	** Futures and Swaps		1.4%

^†Short-Term Investments and Net Other Assets are not included in the pie chart.

A holdings listing for the Fund, which presents direct holdings as well as the pro-rata share of any securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at fidelity.com and/or advisor.fidelity.com, as applicable.

Annual Report

Investments August 31, 2009

Showing Percentage of Net Assets

Nonconvertible Bonds - 30.0%
	Principal Amount (000s)		Value (000s)
CONSUMER DISCRETIONARY - 2.4%
Diversified Consumer Services - 0.2%
Cornell University 5.45% 2/1/19	$ 8,260		$ 9,006
Trustees of Dartmouth College 4.75% 6/1/19	1		1
			9,007
Household Durables - 0.1%
Fortune Brands, Inc.:
5.875% 1/15/36	1,620		1,355
6.375% 6/15/14	7,400		7,562
			8,917
Media - 2.1%
AOL Time Warner, Inc. 6.75% 4/15/11	13,204		14,037
Comcast Corp.:
4.95% 6/15/16	9,366		9,499
6.55% 7/1/39	6,000		6,496
COX Communications, Inc.:
6.25% 6/1/18 (f)	1,496		1,592
6.45% 12/1/36 (f)	8,387		8,604
6.95% 6/1/38 (f)	4,154		4,539
Liberty Media Corp.:
5.7% 5/15/13	5,015		4,764
8.25% 2/1/30	11,272		8,567
News America Holdings, Inc. 7.75% 12/1/45	3,549		3,717
News America, Inc.:
6.15% 3/1/37	3,755		3,627
6.2% 12/15/34	2,696		2,616
6.9% 3/1/19 (f)	16,509		18,598
Time Warner Cable, Inc.:
5.85% 5/1/17	21,110		22,169
6.75% 7/1/18	4,588		5,068
Viacom, Inc.:
4.375% 9/15/14	7,082		7,093
6.125% 10/5/17	5,422		5,731
6.75% 10/5/37	5,000		5,237
			131,954
TOTAL CONSUMER DISCRETIONARY			149,878
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
CONSUMER STAPLES - 1.5%
Beverages - 0.6%
Anheuser-Busch InBev Worldwide, Inc.:
5.375% 11/15/14 (f)	$ 5,675		$ 6,044
6.875% 11/15/19 (f)	10,600		11,857
8.2% 1/15/39 (f)	6,431		8,159
Diageo Capital PLC 5.2% 1/30/13	1,782		1,903
FBG Finance Ltd. 5.125% 6/15/15 (f)	6,502		6,660
			34,623
Food & Staples Retailing - 0.1%
CVS Caremark Corp. 6.302% 6/1/37 (l)	8,461		6,684
Food Products - 0.2%
Kraft Foods, Inc.:
4.125% 11/12/09	3,752		3,778
6% 2/11/13	5,827		6,339
6.25% 6/1/12	3,588		3,946
			14,063
Tobacco - 0.6%
Altria Group, Inc.:
9.25% 8/6/19	6,587		7,950
9.7% 11/10/18	6,979		8,537
Reynolds American, Inc.:
6.75% 6/15/17	8,918		9,087
7.25% 6/15/37	13,136		12,634
			38,208
TOTAL CONSUMER STAPLES			93,578
ENERGY - 3.7%
Energy Equipment & Services - 0.5%
BJ Services Co. 6% 6/1/18	8,410		8,297
DCP Midstream LLC:
6.75% 9/15/37 (f)	4,304		4,031
9.75% 3/15/19 (f)	3,394		4,035
Transocean Ltd. 6% 3/15/18	2,950		3,142
Weatherford International Ltd.:
6% 3/15/18	3,333		3,400
9.625% 3/1/19	4,130		5,017
			27,922
Oil, Gas & Consumable Fuels - 3.2%
Anadarko Finance Co. 6.75% 5/1/11	4,328		4,592
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
ENERGY - continued
Oil, Gas & Consumable Fuels - continued
Anadarko Petroleum Corp. 5.95% 9/15/16	$ 17,384		$ 18,078
Canadian Natural Resources Ltd.:
5.7% 5/15/17	4,230		4,430
5.9% 2/1/18	1,670		1,772
ConocoPhillips:
4.4% 5/15/13	29,500		30,985
5.75% 2/1/19	12,019		13,161
Duke Energy Field Services 7.875% 8/16/10	4,472		4,683
Nakilat, Inc. 6.067% 12/31/33 (f)	7,325		6,099
National Gas Co. of Trinidad & Tobago Ltd. 6.05% 1/15/36 (f)	3,531		2,755
Nexen, Inc.:
5.05% 11/20/13	2,950		3,030
5.875% 3/10/35	6,230		5,479
6.4% 5/15/37	4,561		4,220
Pemex Project Funding Master Trust 1.25% 12/3/12 (f)(l)	7,003		6,688
Petro-Canada:
6.05% 5/15/18	2,460		2,549
6.8% 5/15/38	6,080		6,435
Petroleos Mexicanos 8% 5/3/19 (f)	452		509
Ras Laffan Liquid Natural Gas Co. Ltd. III:
4.5% 9/30/12 (f)	3,501		3,588
5.5% 9/30/14 (f)	4,894		5,064
6.75% 9/30/19 (f)	3,203		3,348
Spectra Energy Capital, LLC 5.65% 3/1/20	4,574		4,635
Suncor Energy, Inc.:
6.1% 6/1/18	7,564		7,923
6.5% 6/15/38	1,513		1,538
6.85% 6/1/39	6,652		7,108
Talisman Energy, Inc. yankee 6.25% 2/1/38	6,626		6,510
TEPPCO Partners LP:
6.65% 4/15/18	6,856		7,391
7.55% 4/15/38	5,906		6,896
Texas Eastern Transmission LP 6% 9/15/17 (f)	13,001		13,986
Transcontinental Gas Pipe Line Corp. 6.4% 4/15/16	2,389		2,613
Valero Energy Corp. 6.625% 6/15/37	3,387		2,944
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
ENERGY - continued
Oil, Gas & Consumable Fuels - continued
XTO Energy, Inc.:
5.9% 8/1/12	$ 3,748		$ 4,054
6.25% 8/1/17	5,897		6,344
			199,407
TOTAL ENERGY			227,329
FINANCIALS - 13.1%
Capital Markets - 3.2%
Bear Stearns Companies, Inc. 6.95% 8/10/12	12,738		14,232
BlackRock, Inc. 6.25% 9/15/17	7,576		7,969
Goldman Sachs Group, Inc.:
5.45% 11/1/12	2,879		3,069
5.95% 1/18/18	6,036		6,284
6% 5/1/14	9,400		10,135
6.15% 4/1/18	5,599		5,910
6.75% 10/1/37	11,200		11,213
7.5% 2/15/19	8,466		9,747
Janus Capital Group, Inc. 6.125% 9/15/11 (d)	968		959
JPMorgan Chase Capital XVII 5.85% 8/1/35	2,280		1,924
JPMorgan Chase Capital XX 6.55% 9/29/36	57,053		49,725
Lazard Group LLC:
6.85% 6/15/17	3,068		3,002
7.125% 5/15/15	9,694		9,738
Merrill Lynch & Co., Inc. 6.875% 4/25/18	14,040		14,336
Morgan Stanley:
0.8375% 1/9/14 (l)	23,857		22,075
6% 5/13/14	5,820		6,171
6.625% 4/1/18	10,000		10,685
7.3% 5/13/19	5,986		6,666
Northern Trust Corp. 4.625% 5/1/14	1,322		1,404
State Street Corp. 4.3% 5/30/14	1,120		1,174
			196,418
Commercial Banks - 1.6%
Bank of America NA:
5.3% 3/15/17	4,800		4,416
6% 10/15/36	4,808		4,451
Barclays Bank PLC 6.75% 5/22/19	7,265		7,960
BB&T Capital Trust IV 6.82% 6/12/77 (l)	720		598
Credit Suisse (Guernsey) Ltd. 5.86%	7,977		5,664
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Commercial Banks - continued
Credit Suisse First Boston 6% 2/15/18	$ 10,531		$ 10,831
Credit Suisse First Boston New York Branch 5% 5/15/13	5,741		6,095
Credit Suisse New York Branch 5.5% 5/1/14	7,054		7,581
DBS Bank Ltd. (Singapore) 0.66% 5/16/17 (f)(l)	800		712
Export-Import Bank of Korea 5.25% 2/10/14 (f)	4,263		4,256
Fifth Third Bancorp:
4.5% 6/1/18	2,092		1,546
8.25% 3/1/38	1,713		1,522
HBOS PLC 6.75% 5/21/18 (f)	3,829		3,193
HSBC Holdings PLC:
0.7775% 10/6/16 (l)	907		840
6.5% 5/2/36	6,767		6,978
6.5% 9/15/37	2,956		3,057
KeyBank NA 5.8% 7/1/14	1,725		1,662
Korea Development Bank 5.75% 9/10/13	4,034		4,115
Manufacturers & Traders Trust Co. 2.0969% 4/1/13 (f)(l)	572		465
PNC Funding Corp. 6.7% 6/10/19	3,985		4,365
Regions Bank 6.45% 6/26/37	1,888		1,344
Santander Issuances SA Unipersonal 0.9688% 6/20/16 (f)(l)	2,581		2,375
Sovereign Bank 2.1931% 8/1/13 (l)	1,297		1,233
Standard Chartered Bank 6.4% 9/26/17 (f)	13,386		13,016
Wachovia Corp. 4.875% 2/15/14	1,057		1,079
			99,354
Consumer Finance - 0.9%
Capital One Bank USA NA 8.8% 7/15/19	7,970		8,539
Capital One Financial Corp. 5.7% 9/15/11	3,508		3,620
Discover Financial Services 10.25% 7/15/19	4,681		5,127
SLM Corp.:
0.6638% 7/26/10 (l)	38,055		34,818
0.7338% 10/25/11 (l)	2,316		1,834
0.8038% 1/27/14 (l)	1,322		839
0.8294% 3/15/11 (l)	667		575
4.5% 7/26/10	1,372		1,313
5% 10/1/13	490		359
			57,024
Diversified Financial Services - 1.3%
Bank of America Corp. 5.75% 12/1/17	9,673		9,409
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Diversified Financial Services - continued
Citigroup, Inc.:
5.3% 10/17/12	$ 5,103		$ 5,155
5.5% 4/11/13	25,084		24,967
6.125% 5/15/18	11,840		11,133
8.5% 5/22/19	5,000		5,465
CME Group, Inc. 5.75% 2/15/14	2,967		3,243
Prime Property Funding, Inc.:
5.125% 6/1/15 (f)	7,691		5,449
5.5% 1/15/14 (f)	5,204		3,977
TECO Finance, Inc. 7% 5/1/12	6,735		7,112
ZFS Finance USA Trust II 6.45% 12/15/65 (f)(l)	4,425		3,850
ZFS Finance USA Trust IV 5.875% 5/9/62 (f)(l)	704		564
ZFS Finance USA Trust V 6.5% 5/9/67 (f)(l)	2,033		1,586
			81,910
Insurance - 2.3%
Allstate Corp.:
6.2% 5/16/14	7,535		8,205
7.45% 5/16/19	5,694		6,579
Assurant, Inc. 5.625% 2/15/14	5,039		5,153
Axis Capital Holdings Ltd. 5.75% 12/1/14	7,868		7,959
Great-West Life & Annuity Insurance Co. 7.153% 5/16/46 (f)(l)	13,028		10,292
Liberty Mutual Group, Inc.:
6.7% 8/15/16 (f)	9,346		8,606
10.75% 6/15/88 (f)(l)	5,039		4,434
Lincoln National Corp. 7% 5/17/66 (l)	1,398		923
Massachusetts Mutual Life Insurance Co. 8.875% 6/1/39 (f)	7,055		7,917
Merna Reinsurance Ltd. Series 2007-1 Class B, 2.3475% 6/30/12 (f)(l)	11,269		10,843
MetLife, Inc. 6.75% 6/1/16	5,620		6,148
Metropolitan Life Global Funding I:
5.125% 11/9/11 (f)	4,449		4,620
5.125% 4/10/13 (f)	7,041		7,244
5.125% 6/10/14 (f)	4,961		5,170
Monumental Global Funding II 5.65% 7/14/11 (f)	4,316		4,411
New York Life Global Funding 4.65% 5/9/13 (f)	5,732		5,937
Pacific Life Global Funding 5.15% 4/15/13 (f)	5,929		5,984
Pacific Life Insurance Co. 9.25% 6/15/39 (f)	9,450		10,024
Prudential Financial, Inc. 7.375% 6/15/19	2,170		2,358
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Insurance - continued
QBE Insurance Group Ltd. 5.647% 7/1/23 (f)(l)	$ 11,077		$ 8,964
Symetra Financial Corp. 6.125% 4/1/16 (f)	6,139		4,965
The Chubb Corp. 6.5% 5/15/38	2,676		3,047
			139,783
Real Estate Investment Trusts - 2.7%
AMB Property LP:
5.9% 8/15/13	5,685		5,296
6.3% 6/1/13	5,773		5,599
AvalonBay Communities, Inc.:
5.375% 4/15/14	1,839		1,849
5.5% 1/15/12	1,650		1,713
6.125% 11/1/12	2,759		2,917
Brandywine Operating Partnership LP:
5.625% 12/15/10	11,741		11,700
5.7% 5/1/17	810		678
5.75% 4/1/12	3,961		3,862
Camden Property Trust 5.875% 11/30/12	3,797		3,902
Colonial Properties Trust:
4.8% 4/1/11	451		436
5.5% 10/1/15	7,511		6,640
6.875% 8/15/12	2,950		2,913
Colonial Realty LP 6.05% 9/1/16	5,558		4,856
Developers Diversified Realty Corp.:
4.625% 8/1/10	575		556
5% 5/3/10	4,036		3,922
5.25% 4/15/11	4,835		4,569
5.375% 10/15/12	3,236		2,939
Duke Realty LP:
5.4% 8/15/14	6,313		5,936
5.5% 3/1/16	6,313		5,600
5.625% 8/15/11	2,867		2,896
5.875% 8/15/12	711		713
5.95% 2/15/17	1,643		1,478
6.25% 5/15/13	4,560		4,583
6.5% 1/15/18	6,346		5,838
Equity One, Inc.:
6% 9/15/17	4,047		3,545
6.25% 1/15/17	2,676		2,419
Federal Realty Investment Trust:
5.4% 12/1/13	2,879		2,834
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Real Estate Investment Trusts - continued
Federal Realty Investment Trust: - continued
6% 7/15/12	$ 1,979		$ 2,041
6.2% 1/15/17	1,522		1,425
HRPT Properties Trust:
5.75% 11/1/15	1,726		1,501
6.65% 1/15/18	3,835		3,350
Liberty Property LP:
5.5% 12/15/16	3,932		3,459
6.375% 8/15/12	2,724		2,811
6.625% 10/1/17	3,918		3,614
Mack-Cali Realty LP:
5.05% 4/15/10	5,396		5,412
7.75% 2/15/11	637		670
Reckson Operating Partnership LP:
5.15% 1/15/11	1,646		1,573
6% 3/31/16	1,534		1,245
Simon Property Group LP:
4.6% 6/15/10	4,956		5,054
5.1% 6/15/15	3,937		3,886
5.375% 6/1/11	2,103		2,163
5.75% 5/1/12	2,369		2,485
7.75% 1/20/11	1,327		1,399
Tanger Properties LP 6.15% 11/15/15	10,207		9,600
UDR, Inc. 5.5% 4/1/14	6,325		6,102
United Dominion Realty Trust, Inc. 5.25% 1/15/15	2,151		2,015
Washington (REIT) 5.95% 6/15/11	6,289		6,211
			166,205
Real Estate Management & Development - 0.5%
ERP Operating LP:
5.375% 8/1/16	1,769		1,696
5.5% 10/1/12	7,317		7,636
5.75% 6/15/17	9,030		8,751
6.625% 3/15/12	1,392		1,471
Post Apartment Homes LP 6.3% 6/1/13	6,814		6,663
Regency Centers LP 6.75% 1/15/12	7,337		7,309
			33,526
Thrifts & Mortgage Finance - 0.6%
Bank of America Corp.:
6.5% 8/1/16	6,800		7,007
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Thrifts & Mortgage Finance - continued
Bank of America Corp.: - continued
7.375% 5/15/14	$ 24,420		$ 26,774
7.625% 6/1/19	4,600		5,065
Independence Community Bank Corp. 2.6688% 6/20/13 (l)	1,646		1,497
			40,343
TOTAL FINANCIALS			814,563
HEALTH CARE - 0.2%
Health Care Providers & Services - 0.2%
Express Scripts, Inc.:
5.25% 6/15/12	5,308		5,630
6.25% 6/15/14	3,144		3,436
7.25% 6/15/19	2,036		2,361
			11,427
INDUSTRIALS - 1.1%
Airlines - 1.0%
American Airlines, Inc. pass-thru trust certificates:
7.324% 4/15/11	7,983		7,983
7.858% 4/1/13	15,375		14,683
Continental Airlines, Inc. 6.545% 8/2/20	1,941		1,844
Delta Air Lines, Inc. pass-thru trust certificates:
6.821% 8/10/22	7,749		6,936
7.57% 11/18/10	12,844		12,523
U.S. Airways pass-thru trust certificates:
6.85% 7/30/19	3,912		3,012
8.36% 7/20/20	11,912		9,887
United Air Lines, Inc. pass-thru trust certificates:
6.071% 9/1/14	92		92
6.602% 9/1/13	165		162
7.032% 4/1/12	756		748
7.186% 10/1/12	1,878		1,854
7.811% 4/1/11	2,897		3,476
			63,200
Building Products - 0.0%
Masco Corp. 0.9388% 3/12/10 (l)	2,119		2,081
Road & Rail - 0.0%
Canadian Pacific Railway Co. 5.95% 5/15/37	584		559
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
INDUSTRIALS - continued
Transportation Infrastructure - 0.1%
BNSF Funding Trust I 6.613% 12/15/55 (l)	$ 3,739		$ 3,290
TOTAL INDUSTRIALS			69,130
INFORMATION TECHNOLOGY - 0.5%
Communications Equipment - 0.1%
Cisco Systems, Inc. 4.95% 2/15/19	1,557		1,625
Electronic Equipment & Components - 0.2%
Tyco Electronics Group SA:
5.95% 1/15/14	5,883		5,975
6.55% 10/1/17	5,174		5,141
7.125% 10/1/37	2,599		2,599
			13,715
Semiconductors & Semiconductor Equipment - 0.2%
Chartered Semiconductor Manufacturing Ltd.:
5.75% 8/3/10	5,797		5,741
6.375% 8/3/15	6,283		5,701
National Semiconductor Corp. 0.8794% 6/15/10 (l)	2,459		2,369
			13,811
TOTAL INFORMATION TECHNOLOGY			29,151
MATERIALS - 1.6%
Chemicals - 0.6%
Dow Chemical Co.:
7.6% 5/15/14	20,383		22,010
8.55% 5/15/19	8,100		8,823
9.4% 5/15/39	8,297		10,069
			40,902
Metals & Mining - 1.0%
Anglo American Capital PLC 9.375% 4/8/19 (f)	5,678		6,643
BHP Billiton Financial USA Ltd.:
5.5% 4/1/14	4,311		4,694
6.5% 4/1/19	4,311		4,915
Corporacion Nacional del Cobre (Codelco) 6.375% 11/30/12 (f)	5,241		5,726
Rio Tinto Finance (USA) Ltd.:
5.875% 7/15/13	7,171		7,619
6.5% 7/15/18	11,920		12,832
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
MATERIALS - continued
Metals & Mining - continued
Rio Tinto Finance (USA) Ltd.: - continued
7.125% 7/15/28	$ 10,526		$ 11,135
8.95% 5/1/14	6,462		7,531
			61,095
TOTAL MATERIALS			101,997
TELECOMMUNICATION SERVICES - 2.3%
Diversified Telecommunication Services - 1.6%
AT&T, Inc. 6.8% 5/15/36	10,394		11,561
BellSouth Capital Funding Corp. 7.875% 2/15/30	7,524		9,038
Deutsche Telekom International Financial BV:
5.25% 7/22/13	4,127		4,396
5.875% 8/20/13	6,186		6,716
6.75% 8/20/18	3,463		3,910
Sprint Capital Corp.:
6.875% 11/15/28	5,823		4,236
7.625% 1/30/11	4,304		4,309
Telecom Italia Capital SA:
4.95% 9/30/14	6,637		6,850
5.25% 10/1/15	3,019		3,132
Telefonica Emisiones SAU:
5.855% 2/4/13	1,612		1,747
5.877% 7/15/19	4,972		5,409
6.221% 7/3/17	1,964		2,171
Verizon Communications, Inc.:
5.25% 4/15/13	4,363		4,703
6.1% 4/15/18	5,800		6,305
6.35% 4/1/19	25,295		28,089
			102,572
Wireless Telecommunication Services - 0.7%
Sprint Nextel Corp. 6% 12/1/16	12,603		10,587
Verizon Wireless Capital LLC 3.75% 5/20/11 (f)	28,041		28,954
Vodafone Group PLC 5.625% 2/27/17	1,742		1,837
			41,378
TOTAL TELECOMMUNICATION SERVICES			143,950
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
UTILITIES - 3.6%
Electric Utilities - 2.0%
AmerenUE 6.4% 6/15/17	$ 6,291		$ 6,895
Baltimore Gas & Electric Co. 6.125% 7/1/13	4,726		5,098
Cleveland Electric Illuminating Co. 5.65% 12/15/13	6,779		7,149
Commonwealth Edison Co. 5.4% 12/15/11	10,787		11,519
Duke Energy Carolinas LLC 6% 1/15/38	5,746		6,392
EDP Finance BV 6% 2/2/18 (f)	14,961		16,136
Exelon Corp. 4.9% 6/15/15	18,546		18,834
FirstEnergy Corp. 6.45% 11/15/11	2,835		3,097
Nevada Power Co. 6.5% 5/15/18	9,605		10,468
Oncor Electric Delivery Co. 6.375% 5/1/12	20,436		22,254
Pennsylvania Electric Co. 6.05% 9/1/17	6,168		6,569
PPL Capital Funding, Inc. 6.7% 3/30/67 (l)	9,216		7,188
			121,599
Gas Utilities - 0.1%
Southern Natural Gas Co. 5.9% 4/1/17 (f)	3,626		3,714
Independent Power Producers & Energy Traders - 0.5%
Duke Capital LLC 5.668% 8/15/14	7,906		8,246
Exelon Generation Co. LLC 5.35% 1/15/14	14,041		14,684
PPL Energy Supply LLC:
6.2% 5/15/16	3,175		3,298
6.5% 5/1/18	6,705		7,067
			33,295
Multi-Utilities - 1.0%
Dominion Resources, Inc.:
5.2% 8/15/19	6,231		6,426
7.5% 6/30/66 (l)	7,145		5,859
National Grid PLC 6.3% 8/1/16	15,626		16,894
NiSource Finance Corp.:
0.9769% 11/23/09 (l)	5,826		5,795
5.4% 7/15/14	1,746		1,747
5.45% 9/15/20	6,378		5,781
6.4% 3/15/18	10,710		10,764
Wisconsin Energy Corp. 6.25% 5/15/67 (l)	11,838		9,352
			62,618
TOTAL UTILITIES			221,226
TOTAL NONCONVERTIBLE BONDS (Cost $1,838,746)		1,862,229
U.S. Government and Government Agency Obligations - 24.2%
	Principal Amount (000s)		Value (000s)
U.S. Government Agency Obligations - 3.2%
Fannie Mae:
1.375% 4/28/11 (e)	$ 68,024		$ 68,527
2.5% 5/15/14 (e)	43,474		43,234
Freddie Mac:
1.625% 4/26/11	52,500		53,113
2.125% 3/23/12	29,913		30,350
TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS			195,224
U.S. Treasury Inflation Protected Obligations - 7.1%
U.S. Treasury Inflation-Indexed Notes:
0.625% 4/15/13	117,851		116,010
2% 4/15/12	6,147		6,288
2% 1/15/14 (i)	24,157		24,610
2.125% 1/15/19 (e)	65,283		67,200
2.375% 1/15/17 (i)	184,630		192,650
2.375% 1/15/27 (i)	2,299		2,354
2.625% 7/15/17	31,131		33,126
TOTAL U.S. TREASURY INFLATION PROTECTED OBLIGATIONS			442,238
U.S. Treasury Obligations - 13.9%
U.S. Treasury Bonds 6.25% 5/15/30	72,500		93,593
U.S. Treasury Notes:
1.75% 8/15/12	4,162		4,195
1.875% 6/15/12	8,170		8,277
2.625% 7/31/14	97,970		99,133
2.75% 10/31/13	396,418		407,577
2.75% 2/15/19	95,000		89,931
3.625% 8/15/19	36,500		37,184
4% 8/15/18	119,291		124,920
TOTAL U.S. TREASURY OBLIGATIONS			864,810
TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS (Cost $1,489,454)		1,502,272
U.S. Government Agency - Mortgage Securities - 21.7%
	Principal Amount (000s)		Value (000s)
Fannie Mae - 18.4%
4% 9/17/24 (g)	$ 2,000		$ 2,018
4% 9/1/39 (g)	19,000		18,572
4.019% 9/1/33 (l)	3,352		3,457
4.046% 8/1/35 (l)	1,974		2,026
4.275% 6/1/36 (l)	443		460
4.491% 11/1/35 (l)	16,563		17,277
4.5% 4/1/23	130		133
4.5% 9/17/24 (g)	20,000		20,555
4.5% 9/1/39 (g)	19,000		19,088
4.5% 9/14/39 (g)	58,000		58,270
4.601% 10/1/34 (l)	11,838		12,261
4.602% 5/1/35 (l)	16,049		16,706
4.62% 2/1/35 (l)	6,408		6,659
4.62% 9/1/35 (l)	5,849		6,040
5% 4/1/18 to 6/1/38 (h)	154,653		159,671
5% 9/17/24 (g)	33,000		34,382
5% 9/1/39 (g)(h)	30,000		30,776
5.175% 4/1/36 (l)	10,949		11,396
5.5% 9/17/24 (g)	13,000		13,675
5.5% 12/1/30 to 12/1/38 (h)	291,841		305,019
5.5% 9/1/39 (g)(h)	74,000		76,982
5.564% 7/1/37 (l)	1,425		1,493
5.82% 7/1/46 (l)	17,491		18,393
6% 3/1/16 to 11/1/38	65,658		69,286
6% 9/14/39 (g)(h)	175,000		184,078
6.004% 4/1/36 (l)	1,020		1,075
6.106% 4/1/36 (l)	2,507		2,651
6.319% 4/1/36 (l)	1,104		1,172
6.5% 9/1/39 (g)	1,000		1,069
6.5% 9/14/39 (g)	41,000		43,842
TOTAL FANNIE MAE			1,138,482
Freddie Mac - 0.8%
3.908% 8/1/35 (l)	9,451		9,693
4.472% 10/1/34 (l)	5,021		5,187
4.549% 4/1/35 (l)	13,275		13,729
4.638% 4/1/35 (l)	10,579		10,931
4.661% 1/1/36 (l)	2,990		3,088
4.727% 7/1/35 (l)	3,842		3,959
5.669% 10/1/35 (l)	739		782
U.S. Government Agency - Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Freddie Mac - continued
5.919% 6/1/36 (l)	$ 2,463		$ 2,580
6.103% 6/1/36 (l)	1,212		1,269
TOTAL FREDDIE MAC			51,218
Government National Mortgage Association - 2.5%
5.5% 12/20/28 to 12/20/38	148,814		156,083
5.5% 9/21/39 (g)	1,000		1,044
TOTAL GOVERNMENT NATIONAL MORTGAGE ASSOCIATION			157,127
TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES (Cost $1,310,645)		1,346,827
Asset-Backed Securities - 2.2%
Accredited Mortgage Loan Trust Series 2005-1 Class M1, 0.7356% 4/25/35 (l)	1,444		767
ACE Securities Corp. Series 2006-NC2:
Class M7, 1.0156% 7/25/36 (l)	661		1
Class M8, 1.1156% 7/25/36 (l)	29		0*
ACE Securities Corp. Home Equity Loan Trust:
Series 2004-HE1:
Class M1, 0.7656% 2/25/34 (l)	223		204
Class M2, 1.3656% 2/25/34 (l)	275		109
Series 2005-HE2 Class M2, 0.7156% 4/25/35 (l)	208		180
Series 2005-SD1 Class A1, 0.6656% 11/25/50 (l)	20		19
Series 2006-HE2:
Class M3, 0.6056% 5/25/36 (l)	287		5
Class M4, 0.6656% 5/25/36 (l)	86		1
Series 2006-OP1:
Class M4, 0.6356% 4/25/36 (l)	135		4
Class M5, 0.6556% 4/25/36 (l)	128		3
Advanta Business Card Master Trust:
Series 2006-A6 Class A6, 0.3025% 9/20/13 (l)	2,141		2,056
Series 2006-C1 Class C1, 0.7525% 10/20/14 (l)	471		14
Series 2007-A4 Class A4, 0.3025% 4/22/13 (l)	1,907		1,830
Series 2007-D1 Class D, 1.6725% 1/22/13 (f)(l)	6,136		123
Airspeed Ltd. Series 2007-1A Class C1, 2.7728% 6/15/32 (f)(l)	6,435		2,477
ALG Student Loan Trust I Series 2006-1 Class A1, 1.0825% 10/28/18 (f)(l)	517		515
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
AmeriCredit Automobile Receivables Trust:
Series 2005-DA Class A4, 5.02% 11/6/12	$ 183		$ 185
Series 2006-1 Class B1, 5.2% 3/6/11	50		50
AmeriCredit Prime Automobile Receivables Trust:
Series 2007-1:
Class D, 5.62% 9/30/14	812		447
Class E, 6.96% 3/31/16 (f)	3,214		1,607
Series 2007-2M Class A3, 5.22% 4/8/10	210		214
Ameriquest Mortgage Securities, Inc. pass-thru certificates:
Series 2003-10 Class M1, 0.9656% 12/25/33 (l)	96		69
Series 2004-R11 Class M1, 0.9256% 11/25/34 (l)	454		210
Series 2004-R2 Class M3, 0.8156% 4/25/34 (l)	124		52
Series 2005-R2 Class M1, 0.7156% 4/25/35 (l)	1,638		1,160
Argent Securities, Inc. pass-thru certificates:
Series 2003-W7 Class A2, 0.6556% 3/1/34 (l)	38		10
Series 2004-W7:
Class M1, 0.8156% 5/25/34 (l)	1,012		488
Class M2, 0.8656% 5/25/34 (l)	851		599
Series 2006-W4 Class A2C, 0.4256% 5/25/36 (l)	1,231		375
Asset Backed Funding Corp. Series 2006-OPT2 Class M7, 1.0456% 10/25/36 (l)	948		15
Asset Backed Securities Corp. Home Equity Loan Trust:
Series 2004-HE2 Class M1, 0.8156% 4/25/34 (l)	2,117		1,120
Series 2004-HE6 Class A2, 0.6256% 6/25/34 (l)	331		169
Series 2006-HE2 Class M1, 0.6356% 3/25/36 (l)	149		5
Axon Financial Funding Ltd. Series 2007-1A Class A1, 5.96% 4/4/17 (c)(f)(l)	5,160		0*
Bank of America Credit Card Master Trust Series 2006-HE7 Class B4, 0.3528% 3/15/12 (l)	2,723		2,717
Bear Stearns Asset Backed Securities I Trust Series 2005-3 Class A1, 0.7156% 9/25/35 (l)	74		54
BMW Floorplan Master Owner Trust Series 2006-1A Class B, 0.3628% 9/17/11 (f)(l)	212		212
Brazos Higher Education Authority, Inc. Student Loan Rev. Series 2006 A2R, 5.03% 12/1/41	998		878
Brazos Higher Education Authority, Inc. Series 2006-2 Class A9, 0.6175% 12/26/24 (l)	1,821		1,702
C-BASS Trust Series 2006-CB7 Class A2, 0.3256% 10/25/36 (l)	556		505
Capital Auto Receivables Asset Trust:
Series 2006-1:
Class B, 5.26% 10/15/10	364		365
Class D, 7.16% 1/15/13 (f)	2,475		2,277
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Capital Auto Receivables Asset Trust: - continued
Series 2006-2:
Class B, 5.07% 12/15/11	$ 1,265		$ 1,282
Class C, 5.31% 6/15/12	930		907
Series 2007-1 Class C, 5.38% 11/15/12	331		266
Series 2007-SN1 Class D, 6.05% 1/17/12	162		150
Capital One Auto Finance Trust:
Series 2005-BSS Class D, 4.8% 9/15/12	685		686
Series 2006-C:
Class A3A, 5.07% 7/15/11	17		17
Class A3B, 0.2828% 7/15/11 (l)	60		60
Series 2007-B Class A3A, 5.03% 4/15/12	426		430
Capital One Multi-Asset Execution Trust Series 2007-C3 Class C3, 0.5628% 4/15/13 (f)(l)	2,306		2,217
Capital Trust Ltd. Series 2004-1:
Class A2, 0.7225% 7/20/39 (f)(l)	363		73
Class B, 1.0225% 7/20/39 (f)(l)	355		43
Class C, 1.3725% 7/20/39 (f)(l)	456		36
CarMax Auto Owner Trust Series 2007-2 Class C, 5.61% 11/15/13	670		603
Carrington Mortgage Loan Trust:
Series 2006-FRE1 Class M1, 0.5656% 7/25/36 (l)	905		32
Series 2006-NC2 Class M7, 1.1156% 6/25/36 (l)	572		10
Series 2006-NC3 Class M10, 2.2656% 8/25/36 (f)(l)	855		14
Series 2006-NC4 Class M1, 0.5656% 10/25/36 (l)	127		4
Series 2006-RFC1 Class M9, 2.1356% 5/25/36 (l)	251		6
Series 2007-RFC1 Class A3, 0.4056% 12/25/36 (l)	1,429		376
Cendant Timeshare Receivables Funding LLC:
Series 2005 1A Class 2A2, 0.4525% 5/20/17 (f)(l)	176		141
Series 2005-1A Class A1, 4.67% 5/20/17 (f)	398		311
Chase Issuance Trust Series 2004-3 Class C, 0.7428% 6/15/12 (l)	421		419
CIT Equipment Collateral Trust Series 2006-VT2 Class D, 5.46% 4/20/14	217		193
Citigroup Mortgage Loan Trust Series 2007-AMC4 Class M1, 0.5356% 5/25/37 (l)	607		19
Countrywide Asset-Backed Certificates Trust:
Series 2006-13 Class 1AF1, 0.3856% 1/25/37 (l)	4		4
Series 2007-11 Class 2A1, 0.3256% 6/25/47 (l)	91		87
Series 2007-4 Class A1A, 0.3856% 9/25/37 (l)	535		503
Countrywide Home Loan Trust Series 2006-13 Class N, 7% 8/25/37 (f)	1,666		0*
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Countrywide Home Loans, Inc.:
Series 2004-3:
Class M1, 0.7656% 6/25/34 (l)	$ 687		$ 377
Class M4, 1.2356% 4/25/34 (l)	127		64
Series 2004-4 Class M2, 0.7956% 6/25/34 (l)	467		299
Series 2005-3 Class MV1, 0.6856% 8/25/35 (l)	1,621		1,474
Series 2005-AB1 Class A2, 0.4756% 8/25/35 (l)	286		263
CPS Auto Receivables Trust:
Series 2006-D:
Class A3, 5.157% 5/15/11 (f)	31		31
Class A4, 5.115% 8/15/13 (f)	731		716
Series 2007-B Class A3, 5.47% 11/15/11 (f)	210		210
Series 2007-C Class A3, 5.43% 5/15/12 (f)	169		169
DB Master Finance LLC Series 2006-1 Class M1, 8.285% 6/20/31 (f)	3,272		2,865
Discover Card Master Trust I Series 2007-1 Class B, 0.3728% 8/15/12 (l)	2,306		2,263
Drive Auto Receivables Trust Series 2006-1 Class A4, 5.54% 12/16/13 (f)	1,480		1,463
Fannie Mae subordinate REMIC pass-thru certificates Series 2004-T5 Class AB3, 0.6603% 5/28/35 (l)	31		17
Fieldstone Mortgage Investment Corp.:
Series 2004-3 Class M5, 2.4406% 8/25/34 (l)	231		47
Series 2006-3 Class 2A3, 0.4256% 11/25/36 (l)	4,467		1,357
First Franklin Mortgage Loan Trust:
Series 2004-FF2 Class M3, 1.0906% 3/25/34 (l)	22		11
Series 2005-FF9 Class A3, 0.5456% 10/25/35 (l)	4,053		3,399
Series 2006-FF12 Class A2, 0.3056% 9/25/36 (l)	208		203
Series 2006-FF5 Class 2A2, 0.3756% 4/25/36 (l)	56		54
Ford Credit Auto Owner Trust:
Series 2006-B Class D, 7.26% 2/15/13 (f)	3,428		3,184
Series 2006-C:
Class B, 5.3% 6/15/12	409		414
Class D, 6.89% 5/15/13 (f)	2,428		2,114
Series 2007-A Class D, 7.05% 12/15/13 (f)	1,378		1,213
Ford Credit Floorplan Master Owner Trust Series 2006-4 Class B, 0.8228% 6/15/13 (l)	613		398
Franklin Auto Trust:
Series 2006-1:
Class B, 5.14% 7/21/14	41		33
Class C, 5.41% 7/21/14	363		182
Series 2007-1:
Class A4, 5.03% 2/16/15	286		294
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Franklin Auto Trust: - continued
Series 2007-1:
Class C, 5.43% 2/16/15	$ 350		$ 167
Fremont Home Loan Trust:
Series 2004-1:
Class M1, 0.9406% 2/25/34 (l)	57		26
Class M2, 1.0156% 2/25/34 (l)	98		76
Series 2005-A:
Class M3, 0.7556% 1/25/35 (l)	752		176
Class M4, 0.9456% 1/25/35 (l)	289		53
Series 2006-A Class M4, 0.6656% 5/25/36 (l)	462		4
Series 2006-D Class M1, 0.4956% 11/25/36 (l)	184		3
GCO Education Loan Funding Master Trust II Series 2007-1A Class C1L, 1.0413% 9/25/30 (f)(l)	2,174		1,626
GCO Slims Trust Series 2006-1A, 5.72% 3/1/22 (f)	1,961		1,569
GE Business Loan Trust:
Series 2003-1 Class A, 0.7028% 4/15/31 (f)(l)	274		183
Series 2006-2A:
Class A, 0.4528% 11/15/34 (f)(l)	1,617		970
Class B, 0.5528% 11/15/34 (f)(l)	586		170
Class C, 0.6528% 11/15/34 (f)(l)	970		213
Class D, 1.0228% 11/15/34 (f)(l)	370		59
GE Capital Credit Card Master Note Trust:
Series 2006-1:
Class B, 0.3828% 9/17/12 (l)	705		684
Class C, 0.5128% 9/17/12 (l)	549		516
Series 2007-1 Class C, 0.5428% 3/15/13 (l)	3,765		3,449
GE Equipment Midticket LLC Series 2006-1 Class B, 0.4228% 9/15/17 (l)	751		608
Goal Capital Funding Trust Series 2007-1 Class C1, 1.0075% 6/25/42 (l)	421		253
GS Auto Loan Trust:
Series 2006-1 Class D, 6.25% 1/15/14 (f)	845		719
Series 2007-1:
Class B, 5.53% 12/15/14	55		48
Class C, 5.74% 12/15/14	118		94
GSAMP Trust:
Series 2004-AR1:
Class B4, 5% 6/25/34 (f)(l)	626		46
Class M1, 0.9156% 6/25/34 (l)	2,042		1,076
Series 2007-HE1 Class M1, 0.5156% 3/25/47 (l)	827		32
GSR Mortgage Loan Trust:
Series 2004-OPT Class A1, 0.6056% 11/25/34 (l)	13		6
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
GSR Mortgage Loan Trust: - continued
Series 2005-MTR1 Class A1, 0.4056% 10/25/35 (l)	$ 62		$ 62
Series 2006-FM1 Class M3, 0.6156% 4/25/36 (l)	342		4
Guggenheim Structured Real Estate Funding Ltd.:
Series 2005-1 Class C, 1.3456% 5/25/30 (f)(l)	523		79
Series 2006-3:
Class B, 0.6656% 9/25/46 (f)(l)	519		78
Class C, 0.8156% 9/25/46 (f)(l)	1,211		121
Home Equity Asset Trust:
Series 2002-3 Class A5, 1.1456% 2/25/33 (l)	0*		0*
Series 2003-2 Class M1, 1.5856% 8/25/33 (l)	292		142
Series 2003-3 Class M1, 1.5556% 8/25/33 (l)	714		344
Series 2003-5 Class A2, 0.9656% 12/25/33 (l)	26		10
Series 2003-7 Class A2, 1.0256% 3/25/34 (l)	1		1*
Series 2004-3 Class M2, 1.9656% 8/25/34 (l)	238		138
Series 2004-7 Class A3, 0.6556% 1/25/35 (l)	0*		0*
Series 2005-5 Class 2A2, 0.5156% 11/25/35 (l)	216		203
Series 2006-1 Class 2A3, 0.4906% 4/25/36 (l)	2,523		2,320
Series 2006-8 Class 2A1, 0.3156% 3/25/37 (l)	12		11
HSBC Credit Card Master Note Trust I Series 2006-1 Class B, 0.4128% 6/15/12 (l)	1,784		1,772
HSBC Home Equity Loan Trust Series 2006-2:
Class M1, 0.5425% 3/20/36 (l)	465		267
Class M2, 0.5625% 3/20/36 (l)	770		373
HSI Asset Securitization Corp. Trust Series 2007-HE1 Class 2A3, 0.4556% 1/25/37 (l)	1,144		336
Hyundai Auto Receivables Trust Series 2006-1:
Class B, 5.29% 11/15/12	75		75
Class C, 5.34% 11/15/12	97		98
JPMorgan Mortgage Acquisition Trust:
Series 2006-NC2 Class M2, 0.5656% 7/25/36 (l)	116		2
Series 2007-CH1:
Class AV4, 0.3956% 11/25/36 (l)	1,144		514
Class MV1, 0.4956% 11/25/36 (l)	928		95
Series 2007-CH3 Class M1, 0.5656% 3/25/37 (l)	326		11
Keycorp Student Loan Trust:
Series 1999-A Class A2, 1.5575% 12/27/09 (l)	804		639
Series 2006-A:
Class 2A1, 1.2575% 9/27/21 (l)	303		301
Class 2C, 2.3775% 3/27/42 (l)	2,011		328
Lancer Funding Ltd. Series 2006-1A Class A3, 2.2775% 4/6/46 (f)(l)	367		0*
Long Beach Auto Receivables Trust Series 2007-A Class A4, 5.025% 1/15/14	2,274		2,092
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Long Beach Mortgage Loan Trust:
Series 2004-2 Class M2, 1.3456% 6/25/34 (l)	$ 267		$ 205
Series 2006-8 Class 2A1, 0.3056% 9/25/36 (l)	17		17
Marriott Vacation Club Owner Trust Series 2006-2A:
Class B, 5.442% 10/20/28 (f)	20		11
Class C, 5.691% 10/20/28 (f)	9		5
Class D, 6.01% 10/20/28 (f)	108		48
MASTR Asset Backed Securities Trust:
Series 2006-AM3 Class M1, 0.5256% 10/25/36 (l)	410		11
Series 2007-HE1 Class M1, 0.5656% 5/25/37 (l)	622		22
Meritage Mortgage Loan Trust Series 2004-1 Class M1, 1.0156% 7/25/34 (l)	125		56
Merrill Auto Trust Securitization Series 2007-1 Class B, 5.79% 12/16/13	238		227
Merrill Lynch Mortgage Investors Trust:
Series 2003-OPT1 Class M1, 0.9156% 7/25/34 (l)	564		400
Series 2006-FM1 Class A2B, 0.3756% 4/25/37 (l)	2,004		1,458
Series 2006-MLN1 Class A2A, 0.3356% 7/25/37 (l)	44		42
Series 2006-OPT1 Class A1A, 0.5256% 6/25/35 (l)	2,359		1,158
Morgan Stanley ABS Capital I Trust:
Series 2004-HE6 Class A2, 0.6056% 8/25/34 (l)	45		9
Series 2005-HE1 Class M2, 0.7356% 12/25/34 (l)	387		259
Series 2005-HE2 Class M1, 0.6656% 1/25/35 (l)	350		133
Series 2005-NC1 Class M1, 0.7056% 1/25/35 (l)	317		127
Series 2005-NC2 Class B1, 1.4356% 3/25/35 (l)	331		52
Series 2006-HE6 Class A2A, 0.3056% 9/25/36 (l)	250		245
Series 2006-NC4 Class M4, 0.6156% 6/25/36 (l)	254		1
Series 2007-HE2 Class M1, 0.5156% 1/25/37 (l)	150		3
Morgan Stanley Dean Witter Capital I Trust Series 2002-NC3 Class A3, 0.9456% 8/25/32 (l)	27		6
Morgan Stanley Home Equity Loans Trust Series 2007-2 Class A1, 0.3656% 4/25/37 (l)	726		593
Morgan Stanley IXIS Real Estate Capital Trust Series 2006-2 Class A1, 0.3156% 11/25/36 (l)	11		10
National Collegiate Funding LLC Series 2004-GT1 Class IO1, 7.87% 6/25/10 (f)(l)(n)	2,480		223
National Collegiate Student Loan Trust:
Series 2004-2 Class AIO, 9.75% 10/25/14 (n)	3,249		650
Series 2005-GT1 Class AIO, 6.75% 12/25/09 (n)	1,844		51
Series 2006-1 Class AIO, 5.5% 4/25/11 (n)	265		17
Series 2006-2 Class AIO, 6% 8/25/11 (n)	132		13
Series 2006-3:
Class A1, 0.2956% 9/25/19 (l)	556		548
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
National Collegiate Student Loan Trust: - continued
Series 2006-3:
Class AIO, 7.1% 1/25/12 (n)	$ 212		$ 30
Series 2006-4:
Class A1, 0.2956% 3/25/25 (l)	611		587
Class AIO, 6.35% 2/27/12 (n)	673		88
Class D, 1.3656% 5/25/32 (l)	1,537		37
Series 2007-1 Class AIO, 7.27% 4/25/12 (n)	905		150
Series 2007-2 Class AIO, 6.7% 7/25/12 (n)	769		123
New Century Home Equity Loan Trust:
Series 2005-4 Class M2, 0.7756% 9/25/35 (l)	1,132		227
Series 2005-D Class M2, 0.7356% 2/25/36 (l)	538		32
Nomura Home Equity Loan Trust Series 2006-HE2 Class A2, 0.3856% 3/25/36 (l)	386		368
NovaStar Mortgage Funding Trust Series 2006-6 Class A2A, 0.3356% 1/25/37 (l)	11		11
Ocala Funding LLC:
Series 2005-1A Class A, 1.7725% 3/20/10 (f)(l)	449		175
Series 2006-1A Class A, 1.6725% 3/20/11 (f)(l)	933		345
Option One Mortgage Loan Trust:
Series 2004-3 Class M3, 0.9156% 11/25/34 (l)	272		214
Series 2007-5 Class 2A1, 0.3556% 5/25/37 (l)	135		125
Series 2007-6 Class 2A1, 0.3256% 7/25/37 (l)	185		172
Park Place Securities, Inc.:
Series 2004-WCW1:
Class M2, 0.9456% 9/25/34 (l)	221		156
Class M3, 1.5156% 9/25/34 (l)	422		111
Class M4, 1.7156% 9/25/34 (l)	542		78
Series 2004-WCW2 Class M3, 0.8156% 7/25/35 (l)	318		47
Series 2005-WCH1:
Class M2, 0.7856% 1/25/35 (l)	1,624		1,068
Class M3, 0.8256% 1/25/35 (l)	379		197
Class M4, 1.0956% 1/25/35 (l)	1,171		190
Series 2005-WHQ2:
Class M7, 1.5156% 5/25/35 (l)	1,440		26
Class M9, 2.1456% 5/25/35 (l)	469		3
Providian Master Note Trust Series 2006-C1A Class C1, 0.8228% 3/16/15 (f)(l)	2,416		2,188
Rental Car Finance Corp. Series 2005-1A Class A2, 4.59% 6/25/11 (f)	302		236
Residential Asset Mortgage Products, Inc. Series 2006-EFC2 Class M1, 0.4956% 12/25/36 (l)	407		10
Residential Asset Securities Corp. Series 2007-KS2 Class AI1, 0.3356% 2/25/37 (l)	206		191
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Salomon Brothers Mortgage Securities VII, Inc. Series 2003-HE1 Class A, 1.0656% 4/25/33 (l)	$ 4		$ 2
Saxon Asset Securities Trust Series 2004-1 Class M1, 1.0606% 3/25/35 (l)	1,498		745
Securitized Asset Backed Receivables LLC Trust:
Series 2005-FR4 Class B3, 1.9856% 1/25/36 (l)	54		1*
Series 2006-FR4 Class A2A, 0.3456% 8/25/36 (l)	46		23
Series 2007-NC1 Class A2A, 0.3156% 12/25/36 (l)	29		26
Sierra Receivables Funding Co. Series 2007-1A Class A2, 0.4225% 3/20/19 (f)(l)	857		711
SLM Private Credit Student Loan Trust Series 2004-A Class C, 1.5794% 6/15/33 (l)	1,009		202
Specialty Underwriting & Residential Finance Trust:
Series 2003-BC3 Class M2, 2.6656% 8/25/34 (l)	142		92
Series 2006-AB2 Class N1, 5.75% 6/25/37 (f)	374		4
Structured Asset Investment Loan Trust Series 2004-8 Class M5, 1.4156% 9/25/34 (l)	67		10
Structured Asset Securities Corp.:
Series 2004-GEL1 Class A, 0.6256% 2/25/34 (l)	109		58
Series 2007-GEL1 Class A2, 0.4556% 1/25/37 (f)(l)	1,038		277
Structured Asset Securities Corp. Mortgage Loan Trust Series 2007-OSI Class A2, 0.3556% 6/25/37 (l)	2,596		2,088
Superior Wholesale Inventory Financing Trust Series 2007-AE1:
Class A, 0.3728% 1/15/12 (l)	947		932
Class B, 0.5728% 1/15/12 (l)	790		743
Class C, 0.8728% 1/15/12 (l)	1,217		998
SVO VOI Mortgage Corp. Series 2006-AA Class A, 5.28% 2/20/24 (f)	832		709
Swift Master Auto Receivables Trust:
Series 2007-1:
Class A, 0.3728% 6/15/12 (l)	2,667		2,574
Class B, 0.4928% 6/15/12 (l)	242		224
Class C, 0.7728% 6/15/12 (l)	145		102
Series 2007-2 Class A, 0.9228% 10/15/12 (l)	1,632		1,557
Terwin Mortgage Trust:
Series 2003-4HE Class A1, 1.1256% 9/25/34 (l)	23		8
Series 2003-6HE Class A1, 0.7356% 11/25/33 (l)	29		11
Trapeza CDO XII Ltd./, Inc. Series 2007-12A Class B, 1.1375% 4/6/42 (f)(l)	1,689		84
Triad Auto Receivables Owner Trust:
Series 2006-C Class A4, 5.31% 5/13/13	631		624
Series 2007-A Class A3, 5.28% 2/13/12	1,003		1,011
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Turquoise Card Backed Securities PLC:
Series 2006-2:
Class B, 0.4228% 10/17/11 (l)	$ 3,156		$ 3,038
Class C, 0.6228% 10/17/11 (l)	3,622		3,395
Series 2007-1 Class C, 0.6428% 6/15/12 (l)	2,910		2,183
Wachovia Auto Loan Owner Trust:
Series 2006-1 Class A4, 5.08% 4/20/12 (f)	557		569
Series 2006-2A:
Class B, 5.29% 6/20/12 (f)	233		240
Class D, 5.54% 12/20/12 (f)	332		300
Class E, 7.05% 5/20/14 (f)	3,929		3,198
WaMu Asset Holdings Corp. Series 2006-8 Class N1, 6.048% 10/25/46 (f)	704		0*
WaMu Asset-Backed Certificates Series 2006-HE3 Class M4, 0.6456% 10/25/36 (l)	478		8
WaMu Master Note Trust:
Series 2006-C2A Class C2, 0.7728% 8/15/15 (f)(l)	6,423		5,657
Series 2007-A4A Class A4, 5.2% 10/15/14 (f)	6,931		7,185
Series 2007-A5A Class A5, 1.0228% 10/15/14 (f)(l)	1,020		1,015
Series 2007-C1 Class C1, 0.6728% 5/15/14 (f)(l)	3,966		3,865
Wells Fargo Home Equity Trust:
Series 2004-3 Class A, 4.5% 11/27/34 (a)(f)	6		0
Series 2006-2 Class A2, 0.3656% 7/25/36 (l)	421		405
Whinstone Capital Management Ltd. Series 1A Class B3, 1.4038% 10/25/44 (f)(l)	1,419		170
TOTAL ASSET-BACKED SECURITIES (Cost $143,062)		137,867
Collateralized Mortgage Obligations - 1.7%
Private Sponsor - 1.7%
Arkle Master Issuer PLC floater Series 2006-2A:
Class 2B, 0.56% 2/17/52 (f)(l)	2,182		2,130
Class 2M, 0.64% 2/17/52 (f)(l)	1,485		1,430
Arran Residential Mortgages Funding No. 1 PLC floater Series 2006-1A Class DB, 0.94% 4/12/56 (f)(l)	1,133		736
Banc of America Commercial Mortgage Trust Series 2007-2:
Class B, 5.6986% 4/10/49 (l)	1,123		236
Class C, 5.6986% 4/10/49 (l)	2,997		540
Class D, 5.6986% 4/10/49 (l)	1,500		240
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Banc of America Mortgage Securities, Inc.:
Series 2003-K Class 1A1, 5.2037% 12/25/33 (l)	$ 66		$ 51
Series 2003-L Class 2A1, 5.2191% 1/25/34 (l)	1,432		1,225
Series 2004-1 Class 2A2, 4.6617% 10/25/34 (l)	1,604		1,351
Series 2004-A Class 2A2, 5.4508% 2/25/34 (l)	217		186
Series 2004-B:
Class 1A1, 4.6868% 3/25/34 (l)	120		93
Class 2A2, 4.5749% 3/25/34 (l)	907		771
Series 2004-C Class 1A1, 4.097% 4/25/34 (l)	147		121
Series 2004-D:
Class 1A1, 3.8783% 5/25/34 (l)	170		131
Class 2A2, 3.8898% 5/25/34 (l)	1,460		1,234
Series 2004-G Class 2A7, 4.2585% 8/25/34 (l)	1,244		1,060
Series 2004-H Class 2A1, 4.469% 9/25/34 (l)	1,176		969
Series 2005-H:
Class 1A1, 4.6982% 9/25/35 (l)	670		524
Class 2A2, 4.805% 9/25/35 (l)	771		348
Bayview Commercial Asset Trust Series 2006-3A Class IO, 2.3908% 10/25/36 (f)(l)(n)	39,136		2,798
Bear Stearns ALT-A Trust floater Series 2005-1 Class A1, 0.5456% 1/25/35 (l)	2,184		1,694
Bear Stearns Commercial Mortgage Securities Trust Series 2006-T24 Class X2, 0.4243% 10/12/41 (f)(l)(n)	2,763		37
Chase Mortgage Finance Trust:
Series 2007-A1 Class 1A5, 4.6804% 2/25/37 (l)	1,480		1,285
Series 2007-A2 Class 2A1, 5.0375% 7/25/37 (l)	1,634		1,475
Citigroup Commercial Mortgage Trust Series 2008-C7 Class A2B, 6.2986% 12/10/49 (l)	1,372		1,354
Citigroup Mortgage Loan Trust Series 2004-UST1:
Class A3, 4.189% 8/25/34 (l)	1,321		1,171
Class A4, 3.4368% 8/25/34 (l)	1,127		994
Cobalt CMBS Commercial Mortgage Trust Series 2007-C2 Class B, 5.617% 4/15/47 (l)	1,533		215
COMM pass-thru certificates floater Series 2001-J2A Class A2F, 0.7728% 7/16/34 (f)(l)	1,372		1,158
Countrywide Alternative Loan Trust planned amortization class Series 2003-5T2 Class A2, 0.6656% 5/25/33 (l)	38		38
Countrywide Home Loans, Inc. Series 2005-HYB3 Class 2A6B, 4.3939% 6/20/35 (l)	419		169
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Credit Suisse First Boston Adjustable Rate Mortgage Trust floater Series 2005-2 Class 6M2, 0.7456% 6/25/35 (l)	$ 1,170		$ 82
Credit Suisse First Boston Mortgage Securities Corp. floater:
Series 2004-AR7 Class 6A2, 1.0256% 8/25/34 (l)	27		15
Series 2004-AR8 Class 8A2, 1.0256% 9/25/34 (l)	18		12
Series 2007-AR7 Class 2A1, 3.934% 11/25/34 (l)	1,751		1,461
Deutsche Alt-A Securities Mortgage Loan Trust floater Series 2007-BAR1 Class A3, 0.4256% 3/25/37 (l)	2,725		978
DSLA Mortgage Loan Trust Series 2006-AR2 Class 2AB1, 0.3688% 9/19/36 (l)	331		303
First Horizon Mortgage pass-thru Trust:
floater Series 2004-FL1 Class 2A1, 1.4488% 12/25/34 (l)	42		21
Series 2004-AR5 Class 2A1, 5.0255% 10/25/34 (l)	1,461		1,119
Fosse Master Issuer PLC:
floater Series 2006-1A:
Class B2, 0.67% 10/18/54 (f)(l)	2,627		2,090
Class C2, 0.98% 10/18/54 (f)(l)	881		573
Class M2, 0.76% 10/18/54 (f)(l)	1,509		1,034
Series 2007-1A Class C2, 1.06% 10/18/54 (f)(l)	183		158
Gracechurch Mortgage Financing PLC floater Series 2006-1 Class D2, 0.895% 11/20/56 (f)(l)	2,144		1,501
Gracechurch Mortgage Funding PLC floater Series 1A Class DB, 0.98% 10/11/41 (f)(l)	2,469		1,975
Granite Master Issuer PLC floater:
Series 2005-4 Class C2, 0.8225% 12/20/54 (l)	117		18
Series 2006-1A Class C2, 0.8725% 12/20/54 (f)(l)	5,059		759
Series 2006-2 Class C1, 0.7425% 12/20/54 (l)	4,271		513
Series 2006-3 Class C2, 0.7725% 12/20/54 (l)	890		107
Series 2006-4:
Class B1, 0.3625% 12/20/54 (l)	3,376		1,182
Class C1, 0.6525% 12/20/54 (l)	2,064		310
Class M1, 0.4425% 12/20/54 (l)	889		160
Series 2007-1:
Class 1C1, 0.5725% 12/20/54 (l)	1,688		203
Class 1M1, 0.4225% 12/20/54 (l)	1,120		202
Class 2C1, 0.7025% 12/20/54 (l)	768		92
Class 2M1, 0.5225% 12/20/54 (l)	1,438		259
Series 2007-2 Class 2C1, 0.7028% 12/17/54 (l)	1,992		299
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Granite Mortgages PLC floater Series 2003-3 Class 1C, 2.96% 1/20/44 (l)	$ 341		$ 43
GSR Mortgage Loan Trust:
Series 2004-11 Class 1A1, 4.3491% 9/25/34 (l)	229		164
Series 2007-AR2 Class 2A1, 4.8216% 4/25/35 (l)	561		378
Harborview Mortgage Loan Trust floater Series 2005-2 Class 2A1A, 0.5088% 5/19/35 (l)	328		174
Holmes Master Issuer PLC floater Series 2006-1A Class 2C, 0.8994% 7/15/40 (f)(l)	683		637
Impac CMB Trust floater:
Series 2004-11 Class 2A2, 1.0056% 3/25/35 (l)	185		61
Series 2005-1 Class M4, 1.0156% 4/25/35 (l)	20		2
Series 2005-3 Class A1, 0.5056% 8/25/35 (l)	462		215
JPMorgan Chase Commercial Mortgage Securities Trust Series 2007-CB18 Class A3, 5.447% 6/12/47 (l)	2,602		2,303
JPMorgan Mortgage Trust:
sequential payer Series 2006-A5 Class 3A5, 5.9501% 8/25/36 (l)	1,633		1,215
Series 2004-A1 Class 2A1, 4.4607% 2/25/34 (l)	893		797
Series 2004-A3 Class 4A1, 4.2916% 7/25/34 (l)	2,197		1,933
Series 2006-A2 Class 5A1, 5.0559% 11/25/33 (l)	1,646		1,446
LB-UBS Commercial Mortgage Trust sequential payer Series 2006-C6 Class A4, 5.372% 12/31/49	617		536
Lehman Structured Securities Corp. floater Series 2005-1 Class A2, 0.6544% 9/26/45 (f)(l)	346		161
MASTR Adjustable Rate Mortgages Trust:
floater Series 2005-1 Class 1A1, 0.5356% 2/25/35 (l)	43		24
Series 2007-3 Class 22A2, 0.4756% 5/25/47 (l)	1,132		389
MASTR Alternative Loan Trust Series 2004-3 Class 3A1, 6% 4/25/34	463		342
MASTR Asset Backed Securities Trust Series 2006-NC3 Class M1, 0.4956% 10/25/36 (l)	311		5
Merrill Lynch Alternative Note Asset Trust floater Series 2007-OAR1 Class A1, 0.4356% 2/25/37 (l)	1,579		698
Merrill Lynch Floating Trust floater Series 2006-1:
Class B, 0.4428% 6/15/22 (f)(l)	190		107
Class C, 0.4628% 6/15/22 (f)(l)	1,173		493
Class D, 0.4728% 6/15/22 (f)(l)	452		126
Class E, 0.4828% 6/15/22 (f)(l)	722		159
Class F, 0.5128% 6/15/22 (f)(l)	1,196		239
Class G, 0.5828% 6/15/22 (f)(l)	271		43
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Merrill Lynch Floating Trust floater Series 2006-1: - continued
Class H, 0.6028% 6/15/22 (f)(l)	$ 542		$ 76
Class J, 0.6428% 6/15/22 (f)(l)	633		76
Merrill Lynch Mortgage Investors Trust:
floater:
Series 2005-B Class A2, 1.4% 7/25/30 (l)	596		429
Series 2006-MLN1 Class M4, 0.6256% 7/25/37 (l)	828		3
Series 2004-A4 Class A1, 3.3459% 8/25/34 (l)	1,786		1,602
Series 2005-A2 Class A7, 4.4821% 2/25/35 (l)	1,782		1,358
Series 2006-A6 Class A4, 5.364% 10/25/33 (l)	1,261		1,084
Merrill Lynch-CFC Commercial Mortgage Trust Series 2006-3 Class ASB, 5.382% 7/12/46 (l)	5,874		5,661
Opteum Mortgage Acceptance Corp. floater Series 2005-3 Class APT, 0.5556% 7/25/35 (l)	2,334		1,565
Option One Mortgage Loan Trust floater Series 2007-CP1 Class M1, 0.5656% 3/25/37 (l)	2,252		100
Permanent Financing No. 8 PLC floater Class 3C, 1.17% 6/10/42 (l)	1,741		1,372
Permanent Master Issuer PLC floater Series 2006-1 Class 2C, 0.9094% 7/17/42 (l)	414		310
Provident Funding Mortgage Loan Trust Series 2005-2 Class 3A, 4.2156% 10/25/35 (l)	3,847		3,011
RESI Finance LP/RESI Finance DE Corp. floater:
Series 2003-B:
Class B5, 2.6256% 7/10/35 (f)(l)	1,712		873
Class B6, 3.1256% 7/10/35 (f)(l)	2,269		1,055
Series 2004-A:
Class B4, 1.4756% 2/10/36 (f)(l)	602		242
Class B5, 1.9756% 2/10/36 (f)(l)	401		151
Series 2004-B:
Class B4, 1.3756% 2/10/36 (f)(l)	416		133
Class B5, 1.8256% 2/10/36 (f)(l)	307		89
Class B6, 2.2756% 2/10/36 (f)(l)	158		39
Series 2004-C:
Class B4, 1.2256% 9/10/36 (f)(l)	553		182
Class B5, 1.6256% 9/10/36 (f)(l)	614		177
Class B6, 2.0256% 9/10/36 (f)(l)	178		41
Residential Asset Mortgage Products, Inc.:
sequential payer:
Series 2003-SL1 Class A31, 7.125% 4/25/31	824		729
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Residential Asset Mortgage Products, Inc.: - continued
sequential payer:
Series 2004-SL3 Class A1, 7% 8/25/16	$ 76		$ 67
Series 2005-AR5 Class 1A1, 4.3273% 9/19/35 (l)	192		121
Residential Funding Securities Corp. floater Series 2003-RP2 Class A1, 0.7156% 6/25/33 (f)(l)	337		239
ResMAE Mortgage Loan Trust floater Series 2006-1 Class A2A, 0.3656% 2/25/36 (f)(l)	4		4
Salomon Brothers Mortgage Securities VII, Inc. Series 2006-C2 Class H, 6.308% 7/18/33 (f)	194		157
Sequoia Mortgage Trust floater:
Series 2004-6 Class A3B, 1.6013% 7/20/34 (l)	37		25
Series 2004-7 Class A3B, 1.535% 7/20/34 (l)	24		14
Soundview Home Equity Loan Trust floater Series 2006-EQ1 Class M7, 1.0656% 9/25/36 (l)	262		4
Structured Asset Securities Corp.:
floater Series 2004-NP1 Class A, 0.6656% 9/25/33 (f)(l)	66		31
Series 2003-15A Class 4A, 5.4571% 4/25/33 (l)	611		509
Series 2003-20 Class 1A1, 5.5% 7/25/33	542		466
TBW Mortgage-Backed pass-thru certificates floater Series 2006-4 Class A3, 0.4656% 9/25/36 (l)	2,597		1,234
WaMu Mortgage pass-thru certificates:
floater Series 2006-AR11 Class C1B1, 0.3456% 9/25/46 (l)	49		47
Series 2003-AR8 Class A, 4.1135% 8/25/33 (l)	910		815
Series 2005-AR3 Class A2, 4.6405% 3/25/35 (l)	2,470		1,963
Wells Fargo Mortgage Backed Securities Trust:
Series 2004-T Class A1, 3.954% 9/25/34 (l)	427		365
Series 2004-W Class A9, 4.5277% 11/25/34 (l)	2,188		1,569
Series 2005-AR12 Class 2A6, 4.046% 7/25/35 (l)	3,200		2,771
Series 2005-AR2 Class 2A2, 4.57% 3/25/35	2,165		1,876
Series 2005-AR3 Class 2A1, 3.768% 3/25/35 (l)	1,845		1,539
Series 2006-AR8 Class 3A1, 5.2377% 4/25/36 (l)	22,415		18,237
TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS (Cost $113,988)		106,291
Commercial Mortgage Securities - 8.0%
	Principal Amount (000s)		Value (000s)
Asset Securitization Corp. Series 1997-D5:
Class A-6, 7.2794% 2/14/43 (l)	$ 1,605		$ 1,451
Class A2, 6.9094% 2/14/43 (l)	1,009		1,096
Class A3, 6.9594% 2/14/43 (l)	1,089		1,179
Class PS1, 1.556% 2/14/43 (l)(n)	5,243		184
Banc of America Commercial Mortgage Trust:
sequential payer:
Series 2006-2 Class AAB, 5.7211% 5/10/45 (l)	1,602		1,580
Series 2006-3 Class A4, 5.889% 7/10/44 (l)	8,540		7,045
Series 2006-4 Class A1, 5.363% 7/10/46 (l)	243		247
Series 2006-5:
Class A1, 5.185% 9/10/47	61		62
Class A2, 5.317% 9/10/47	5,295		5,300
Class A3, 5.39% 9/10/47	1,913		1,835
Series 2006-6 Class A3, 5.369% 12/10/16	2,744		2,333
Series 2007-2 Class A1, 5.421% 4/10/49	173		176
Series 2007-4 Class A3, 5.8115% 2/10/51 (l)	1,368		1,273
Series 2006-6 Class E, 5.619% 10/10/45 (f)	793		102
Series 2007-3:
Class A3, 5.6581% 6/10/49 (l)	2,291		1,932
Class A4, 5.6581% 6/10/49 (l)	2,860		2,191
Banc of America Commercial Mortgage, Inc.:
sequential payer:
Series 2000-2 Class A2, 7.197% 9/15/32	335		341
Series 2001-1 Class A4, 5.451% 1/15/49	3,005		2,581
Series 2004-2:
Class A2, 3.52% 11/10/38	11		11
Class A3, 4.05% 11/10/38	1,856		1,856
Class A4, 4.153% 11/10/38	1,740		1,696
Series 2004-4 Class A3, 4.128% 7/10/42	576		578
Series 2005-1 Class A3, 4.877% 11/10/42	4,728		4,722
Series 2006-1 Class A1, 5.219% 9/10/45 (l)	584		592
Series 2001-3 Class H, 6.562% 4/11/37 (f)	767		732
Series 2001-PB1:
Class J, 7.166% 5/11/35 (f)	343		226
Class K, 6.15% 5/11/35 (f)	638		490
Series 2002-2 Class XP, 2.0377% 7/11/43 (f)(l)(n)	866		5
Series 2003-2 Class XP, 0.4553% 3/11/41 (f)(l)(n)	11,981		39
Series 2005-3 Series A3B, 5.09% 7/10/43 (l)	4,262		4,082
Series 2005-6 Class A3, 5.1791% 9/10/47 (l)	2,470		2,384
Series 2007-1 Class B, 5.543% 1/15/49	826		176
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Banc of America Large Loan, Inc. floater:
Series 2005-MIB1:
Class C, 0.5828% 3/15/22 (f)(l)	$ 589		$ 342
Class D, 0.6328% 3/15/22 (f)(l)	597		328
Class E, 0.6728% 3/15/22 (f)(l)	493		256
Class F, 0.7428% 3/15/22 (f)(l)	489		244
Class G, 0.8028% 3/15/22 (f)(l)	317		142
Series 2006-BIX1:
Class C, 0.4528% 10/15/19 (f)(l)	882		591
Class D, 0.4828% 10/15/19 (f)(l)	1,077		646
Class E, 0.5128% 10/15/19 (f)(l)	998		549
Class F, 0.5828% 10/15/19 (f)(l)	2,362		1,181
Class G, 0.6028% 10/15/19 (f)(l)	951		428
Bayview Commercial Asset Trust:
floater:
Series 2003-2 Class M1, 1.1156% 12/25/33 (f)(l)	77		38
Series 2004-1:
Class A, 0.6256% 4/25/34 (f)(l)	1,231		874
Class B, 2.1656% 4/25/34 (f)(l)	138		55
Class M1, 0.8256% 4/25/34 (f)(l)	111		65
Class M2, 1.4656% 4/25/34 (f)(l)	102		51
Series 2004-2:
Class A, 0.6956% 8/25/34 (f)(l)	949		665
Class M1, 0.8456% 8/25/34 (f)(l)	172		86
Series 2004-3:
Class A1, 0.6356% 1/25/35 (f)(l)	2,038		1,325
Class A2, 0.6856% 1/25/35 (f)(l)	293		182
Class M1, 0.7656% 1/25/35 (f)(l)	352		179
Class M2, 1.2656% 1/25/35 (f)(l)	177		78
Series 2005-2A:
Class A1, 0.5756% 8/25/35 (f)(l)	1,623		1,060
Class M1, 0.6956% 8/25/35 (f)(l)	86		35
Class M2, 0.7456% 8/25/35 (f)(l)	141		53
Class M3, 0.7656% 8/25/35 (f)(l)	78		27
Class M4, 0.8756% 8/25/35 (f)(l)	72		23
Series 2005-3A:
Class A1, 0.5856% 11/25/35 (f)(l)	636		429
Class A2, 0.6656% 11/25/35 (f)(l)	595		357
Class M1, 0.7056% 11/25/35 (f)(l)	128		53
Class M2, 0.7556% 11/25/35 (f)(l)	96		37
Class M3, 0.7756% 11/25/35 (f)(l)	85		31
Class M4, 0.8656% 11/25/35 (f)(l)	107		37
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bayview Commercial Asset Trust: - continued
floater:
Series 2005-4A:
Class A2, 0.6556% 1/25/36 (f)(l)	$ 1,485		$ 891
Class B1, 1.6656% 1/25/36 (f)(l)	129		35
Class M1, 0.7156% 1/25/36 (f)(l)	479		225
Class M2, 0.7356% 1/25/36 (f)(l)	144		63
Class M3, 0.7656% 1/25/36 (f)(l)	210		86
Class M4, 0.8756% 1/25/36 (f)(l)	116		43
Class M5, 0.9156% 1/25/36 (f)(l)	116		38
Class M6, 0.9656% 1/25/36 (f)(l)	124		36
Series 2006-1:
Class A2, 0.6256% 4/25/36 (f)(l)	224		128
Class M1, 0.6456% 4/25/36 (f)(l)	136		55
Class M2, 0.6656% 4/25/36 (f)(l)	143		55
Class M3, 0.6856% 4/25/36 (f)(l)	123		45
Class M4, 0.7856% 4/25/36 (f)(l)	70		24
Class M5, 0.8256% 4/25/36 (f)(l)	68		22
Class M6, 0.9056% 4/25/36 (f)(l)	135		42
Series 2006-2A:
Class A1, 0.4956% 7/25/36 (f)(l)	3,934		2,641
Class A2, 0.5456% 7/25/36 (f)(l)	203		118
Class B1, 1.1356% 7/25/36 (f)(l)	129		37
Class B3, 2.9656% 7/25/36 (f)(l)	115		29
Class M1, 0.5756% 7/25/36 (f)(l)	213		86
Class M2, 0.5956% 7/25/36 (f)(l)	150		57
Class M3, 0.6156% 7/25/36 (f)(l)	124		45
Class M4, 0.6856% 7/25/36 (f)(l)	143		49
Class M5, 0.7356% 7/25/36 (f)(l)	103		34
Class M6, 0.8056% 7/25/36 (f)(l)	154		48
Series 2006-3A:
Class B1, 1.0656% 10/25/36 (f)(l)	133		20
Class B2, 1.6156% 10/25/36 (f)(l)	163		20
Class B3, 2.8656% 10/25/36 (f)(l)	156		20
Class M4, 0.6956% 10/25/36 (f)(l)	147		34
Class M5, 0.7456% 10/25/36 (f)(l)	176		35
Class M6, 0.8256% 10/25/36 (f)(l)	345		62
Series 2006-4A:
Class A1, 0.4956% 12/25/36 (f)(l)	730		490
Class A2, 0.5356% 12/25/36 (f)(l)	3,704		1,722
Class B1, 0.9656% 12/25/36 (f)(l)	184		40
Class B2, 1.5156% 12/25/36 (f)(l)	188		37
Class B3, 2.7156% 12/25/36 (f)(l)	197		35
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bayview Commercial Asset Trust: - continued
floater:
Series 2006-4A:
Class M1, 0.5556% 12/25/36 (f)(l)	$ 237		$ 80
Class M2, 0.5756% 12/25/36 (f)(l)	159		50
Class M3, 0.6056% 12/25/36 (f)(l)	161		47
Class M4, 0.6656% 12/25/36 (f)(l)	192		54
Class M5, 0.7056% 12/25/36 (f)(l)	176		46
Class M6, 0.7856% 12/25/36 (f)(l)	159		38
Series 2007-1:
Class A2, 0.5356% 3/25/37 (f)(l)	796		390
Class B1, 0.9356% 3/25/37 (f)(l)	253		45
Class B2, 1.4156% 3/25/37 (f)(l)	183		27
Class B3, 3.6156% 3/25/37 (f)(l)	502		60
Class M1, 0.5356% 3/25/37 (f)(l)	223		85
Class M2, 0.5556% 3/25/37 (f)(l)	167		53
Class M3, 0.5856% 3/25/37 (f)(l)	221		66
Class M4, 0.6356% 3/25/37 (f)(l)	180		48
Class M5, 0.6856% 3/25/37 (f)(l)	187		45
Class M6, 0.7656% 3/25/37 (f)(l)	260		56
Series 2007-2A:
Class A1, 0.5356% 7/25/37 (f)(l)	1,939		1,125
Class A2, 0.5856% 7/25/37 (f)(l)	1,816		853
Class B1, 1.8656% 7/25/37 (f)(l)	544		79
Class B2, 2.5156% 7/25/37 (f)(l)	474		64
Class B3, 3.6156% 7/25/37 (f)(l)	532		69
Class M1, 0.6356% 7/25/37 (f)(l)	619		217
Class M2, 0.6756% 7/25/37 (f)(l)	322		97
Class M3, 0.7556% 7/25/37 (f)(l)	326		82
Class M4, 0.9156% 7/25/37 (f)(l)	678		136
Class M5, 1.0156% 7/25/37 (f)(l)	599		108
Class M6, 1.2656% 7/25/37 (f)(l)	761		114
Series 2007-3:
Class A2, 0.5556% 7/25/37 (f)(l)	792		391
Class B1, 1.2156% 7/25/37 (f)(l)	478		95
Class B2, 1.8656% 7/25/37 (f)(l)	1,228		209
Class B3, 4.2656% 7/25/37 (f)(l)	637		94
Class M1, 0.5756% 7/25/37 (f)(l)	420		158
Class M2, 0.6056% 7/25/37 (f)(l)	448		156
Class M3, 0.6356% 7/25/37 (f)(l)	722		236
Class M4, 0.7656% 7/25/37 (f)(l)	1,137		331
Class M5, 0.8656% 7/25/37 (f)(l)	576		141
Class M6, 1.0656% 7/25/37 (f)(l)	437		101
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bayview Commercial Asset Trust: - continued
floater:
Series 2007-4A:
Class B1, 2.8156% 9/25/37 (f)(l)	$ 257		$ 33
Class B2, 3.7156% 9/25/37 (f)(l)	930		112
Class M1, 1.2156% 9/25/37 (f)(l)	247		62
Class M2, 1.3156% 9/25/37 (f)(l)	247		52
Class M4, 1.8656% 9/25/37 (f)(l)	630		107
Class M5, 2.0156% 9/25/37 (f)(l)	630		95
Class M6, 2.2156% 9/25/37 (f)(l)	631		85
Series 2004-1 Class IO, 1.25% 4/25/34 (f)(n)	3,915		61
Series 2007-5A Class IO, 1.5496% 10/25/37 (f)(n)	8,446		726
Bear Stearns Commercial Mortgage Securities Trust:
floater:
Series 2006-BBA7:
Class G, 0.7128% 3/15/19 (f)(l)	639		307
Class H, 0.9228% 3/15/19 (f)(l)	429		185
Class J, 1.1228% 3/15/19 (f)(l)	323		123
Series 2007-BBA8:
Class D, 0.5228% 3/15/22 (f)(l)	489		244
Class E, 0.5728% 3/15/22 (f)(l)	2,544		1,179
Class F, 0.6228% 3/15/22 (f)(l)	1,561		668
Class G, 0.6728% 3/15/22 (f)(l)	401		157
Class H, 0.8228% 3/15/22 (f)(l)	489		176
Class J, 0.9728% 3/15/22 (f)(l)	489		137
sequential payer:
Series 2003-PWR2 Class A3, 4.834% 5/11/39	778		798
Series 2004-PWR3 Class A3, 4.487% 2/11/41	1,702		1,714
Series 2005-PWR9 Class A2, 4.735% 9/11/42	8,685		8,696
Series 2006-PW14 Class A4, 5.201% 12/11/38	1,773		1,580
Series 2006-T24 Class A1, 4.905% 10/12/41 (l)	202		205
Series 2007 PW17 Class A4, 5.694% 6/11/50	14,079		12,443
Series 2007-PW16 Class A4, 5.7167% 6/11/40 (l)	803		689
Series 2007-PW17 Class A1, 5.282% 6/11/50	757		763
Series 2007-PW18 Class A2, 5.613% 6/11/50	11,400		11,301
Series 2007-T26 Class A1, 5.145% 1/12/45 (l)	471		474
Series 2003-PWR2 Class X2, 0.4648% 5/11/39 (f)(l)(n)	12,856		105
Series 2006-PW13 Class A3, 5.518% 9/11/41	4,842		4,584
Series 2006-PW14 Class X2, 0.6482% 12/11/38 (f)(l)(n)	19,965		410
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bear Stearns Commercial Mortgage Securities Trust: - continued
Series 2006-T22:
Class A1, 5.415% 4/12/38 (l)	$ 231		$ 234
Class A4, 5.4634% 4/12/38 (l)	172		163
Series 2007-PW15 Class A1, 5.016% 2/11/44	379		381
Series 2007-PW16:
Class B, 5.713% 6/11/40 (f)	220		64
Class C, 5.713% 6/11/40 (f)	183		46
Class D, 5.713% 6/11/40 (f)	183		44
Series 2007-PW18 Class X2, 0.3442% 6/11/50 (f)(l)(n)	136,744		1,840
Series 2007-T28 Class X2, 0.1821% 9/11/42 (f)(l)(n)	68,708		458
C-BASS Trust floater Series 2006-SC1 Class A, 0.5356% 5/25/36 (f)(l)	823		426
CDC Commercial Mortgage Trust Series 2002-FX1:
Class G, 6.625% 5/15/35 (f)	1,612		1,576
Class XCL, 2.3511% 5/15/35 (f)(l)(n)	22,160		821
Chase Commercial Mortgage Securities Corp.:
Series 1999-2:
Class E, 7.734% 1/15/32	550		548
Class F, 7.734% 1/15/32	298		296
Series 2000-3 Class G 6.887% 10/15/32 (f)	5,748		3,647
Series 2001-245 Class A2, 6.275% 2/12/16 (f)(l)	1,395		1,455
Citigroup Commercial Mortgage Trust:
floater Series 2006-FL2:
Class F, 0.5828% 8/16/21 (f)(l)	490		147
Class G, 0.6028% 11/15/36 (f)(l)	408		114
Class H, 0.6428% 11/15/36 (f)(l)	327		82
Series 2006-C5 Class AMP2, 5.5005% 10/15/49 (f)	2,332		816
Series 2007-C6:
Class A1, 5.622% 12/10/49 (l)	463		474
Class A2, 5.6994% 12/10/49 (l)	1,370		1,370
Class A4, 5.6994% 12/10/49 (l)	3,103		2,697
Series 2007-FL3A Class A2, 0.4128% 4/15/22 (f)(l)	4,955		2,973
Citigroup/Deutsche Bank Commercial Mortgage Trust:
sequential payer:
Series 2006-CD2 Class A4, 5.3625% 1/15/46 (l)	572		511
Series 2007-CD4:
Class A1, 4.977% 12/11/49	372		376
Class A2A, 5.237% 12/11/49	1,221		1,213
Series 2007-CD4:
Class A3, 5.293% 12/11/49	1,336		1,240
Class C, 5.476% 12/11/49	2,583		194
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Cobalt CMBS Commercial Mortgage Trust:
sequential payer:
Series 2006-C1 Class A1, 5.043% 8/15/48	$ 173		$ 173
Series 2007-C2 Class A1, 5.064% 4/15/47 (l)	198		201
Series 2007-C3 Class A3, 5.8202% 5/15/46 (l)	1,372		1,252
Series 2006-C1 Class B, 5.359% 8/15/48	4,116		700
COMM pass-thru certificates:
floater:
Series 2005-F10A:
Class B, 0.5028% 4/15/17 (f)(l)	3,073		1,813
Class C, 0.5428% 4/15/17 (f)(l)	1,104		640
Class D, 0.5828% 4/15/17 (f)(l)	753		395
Class E, 0.6428% 4/15/17 (f)(l)	240		115
Class F, 0.6828% 4/15/17 (f)(l)	136		61
Class G, 0.8228% 4/15/17 (f)(l)	136		57
Class H, 0.8928% 4/15/17 (f)(l)	136		56
Class J, 1.1228% 4/15/17 (f)(l)	104		42
Series 2005-FL11:
Class C, 0.5728% 11/15/17 (f)(l)	2,165		1,050
Class D, 0.6128% 11/15/17 (f)(l)	113		60
Class E, 0.6628% 11/15/17 (f)(l)	399		202
Class F, 0.7228% 11/15/17 (f)(l)	305		147
Class G, 0.7728% 11/15/17 (f)(l)	211		97
Series 2006-FL12 Class AJ, 0.4028% 12/15/20 (f)(l)	1,955		987
sequential payer:
Series 2005-C6 Class A2, 4.999% 6/10/44 (l)	129		130
Series 2006-C8:
Class A1, 5.11% 12/10/46	60		60
Class A3, 5.31% 12/10/46	3,910		3,527
Series 2006-CN2A Class A2FX, 5.449% 2/5/19	2,319		2,244
Series 2007-C9 Class A4, 5.8162% 12/10/49 (l)	3,036		2,669
Series 2004-LBN2 Class X2, 0.8704% 3/10/39 (f)(l)(n)	2,439		27
Series 2006-C8:
Class B, 5.44% 12/10/46	2,376		683
Class XP, 0.4956% 12/10/46 (l)(n)	13,427		205
Commercial Mortgage Asset Trust sequential payer Series 1999-C2 Class A2, 7.546% 11/17/32 (l)	472		474
Credit Suisse Commercial Mortgage Trust:
sequential payer:
Series 2006-C5:
Class A1, 5.297% 12/15/39	447		454
Class AJ, 5.373% 12/15/39	2,778		1,046
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Credit Suisse Commercial Mortgage Trust: - continued
sequential payer:
Series 2007-C2:
Class A1, 5.269% 1/15/49	$ 123		$ 125
Class A3, 5.542% 1/15/49 (l)	2,744		1,997
Series 2007-C3:
Class A1, 5.664% 6/15/39 (l)	252		257
Class A4, 5.7229% 6/15/39 (l)	825		604
Series 2006-C4 Class AAB, 5.439% 9/15/39	7,809		7,570
Series 2006-C5 Class ASP, 0.6636% 12/15/39 (l)(n)	8,533		181
Series 2007-C5 Class A4, 5.695% 9/15/40 (l)	1,242		914
Credit Suisse First Boston Mortgage Capital Certificates floater Series 2007-TF2A Class B, 0.6228% 4/15/22 (f)(l)	4,895		1,224
Credit Suisse First Boston Mortgage Securities Corp.:
sequential payer:
Series 2001-CK6 Class B, 6.582% 8/15/36	1,372		1,382
Series 2002-CP5 Class A1, 4.106% 12/15/35	101		102
Series 2004-C1:
Class A3, 4.321% 1/15/37	463		468
Class A4, 4.75% 1/15/37	639		623
Series 1998-C1 Class D, 7.17% 5/17/40	1,436		1,483
Series 1999-C1 Class E, 8.1143% 9/15/41 (l)	1,418		1,413
Series 2001-CK6 Class AX, 0.9618% 9/15/18 (l)(n)	3,986		64
Series 2001-CKN5 Class AX, 2.0784% 9/15/34 (f)(l)(n)	12,794		381
Series 2003-C4 Class ASP, 0.4415% 8/15/36 (f)(l)(n)	7,676		34
Series 2004-C1 Class ASP, 0.953% 1/15/37 (f)(l)(n)	74,214		992
Series 2006-C1 Class A3, 5.5509% 2/15/39 (l)	7,244		7,072
Credit Suisse Mortgage Capital Certificates:
floater:
Series 200-TFL1 Class B, 0.4228% 2/15/22 (f)(l)	519		234
Series 2007-TFL1:
Class C:
0.4428% 2/15/22 (f)(l)	1,479		562
0.5428% 2/15/22 (f)(l)	528		158
Class F, 0.5928% 2/15/22 (f)(l)	1,056		285
sequential payer Series 2007-C1 Class A1, 5.227% 2/15/40	146		148
Series 2007-C1:
Class ASP, 0.4177% 2/15/40 (l)(n)	26,883		385
Class B, 5.487% 2/15/40 (f)(l)	2,097		304
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
First Union National Bank-Bank of America Commercial Mortgage Trust Series 2001-C1:
Class D, 6.484% 3/15/33	$ 489		$ 441
Class G, 6.936% 3/15/33 (f)	903		762
GE Capital Commercial Mortgage Corp.:
sequential payer Series 2007-C1 Class A4, 5.543% 12/10/49	6,821		4,934
Series 2001-1 Class X1, 1.0483% 5/15/33 (f)(l)(n)	14,187		199
Series 2004-C1 Class X2, 1.3053% 11/10/38 (f)(l)(n)	7,350		99
Series 2005-C1 Class B, 4.846% 6/10/48 (l)	392		126
Series 2007-C1 Class XP, 0.2088% 12/10/49 (l)(n)	26,983		193
GMAC Commercial Mortgage Securities, Inc.:
Series 2003-C3 Class X2, 0.8723% 12/10/38 (f)(l)(n)	8,430		62
Series 2004-C3 Class X2, 0.6224% 12/10/41 (l)(n)	5,617		68
Series 2005-C1 Class X2, 0.6559% 5/10/43 (l)(n)	7,478		93
Greenwich Capital Commercial Funding Corp.:
floater Series 2006-FL4 Class B, 0.4653% 11/5/21 (f)(l)	516		238
sequential payer:
Series 2004-GG1 Class A4, 4.755% 6/10/36	876		883
Series 2007-GG11:
Class A1, 5.358% 12/10/49	1,358		1,381
Class A2, 5.597% 12/10/49	2,744		2,639
Series 2007-GG9:
Class A1, 5.233% 3/10/39	342		348
Class A4, 5.444% 3/10/39	3,989		3,404
Series 2003-C1 Class XP, 2.2423% 7/5/35 (f)(l)(n)	4,449		67
Series 2003-C2 Class XP, 1.1772% 1/5/36 (f)(l)(n)	10,134		88
Series 2005-GG3 Class XP, 0.9155% 8/10/42 (f)(l)(n)	27,415		461
Series 2006-GG7:
Class A3, 5.9166% 7/10/38 (l)	3,617		3,437
Class A4, 5.9166% 7/10/38 (l)	10,620		9,274
Series 2007-GG11 Class A1, 0.4798% 12/10/49 (f)(n)	34,576		373
GS Mortgage Securities Corp. II:
floater:
Series 2006-FL8A:
Class C, 0.5156% 6/6/20 (f)(l)	69		51
Class D, 0.5556% 6/6/20 (f)(l)	327		173
Class E, 0.6456% 6/6/20 (f)(l)	379		193
Class F, 0.7156% 6/6/20 (f)(l)	662		305
Series 2007-EOP:
Class C, 0.5956% 3/6/20 (f)(l)	1,304		991
Class D, 0.6456% 3/6/20 (f)(l)	8,605		6,454
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
GS Mortgage Securities Corp. II: - continued
floater:
Series 2007-EOP:
Class F, 0.7556% 3/6/20 (f)(l)	$ 107		$ 78
Class G, 0.7956% 3/6/20 (f)(l)	54		39
Class H, 0.9256% 3/6/20 (f)(l)	600		414
Class J, 1.1256% 3/6/20 (f)(l)	860		576
sequential payer Series 2004-GG2 Class A4, 4.964% 8/10/38	425		423
Series 2001-LIBA Class C, 6.733% 2/14/16 (f)	678		728
Series 2005-GG4 Class XP, 0.6918% 7/10/39 (f)(l)(n)	31,039		483
Series 2006-GG6 Class A2, 5.506% 4/10/38 (l)	8,045		8,082
GS Mortgage Securities Trust:
sequential payer:
Series 2006-GG8:
Class A2, 5.479% 11/10/39	2,058		2,044
Class A4, 5.56% 11/10/39 (l)	10,543		9,258
Series 2007-GG10:
Class A1, 5.69% 8/10/45	191		195
Class A2, 5.778% 8/10/45	654		652
Class A4, 5.8051% 8/10/45 (l)	417		326
Series 2007-GG10 Class B, 5.8051% 8/10/45 (l)	1,715		371
JPMorgan Chase Commercial Mortgage Securities Corp.:
Series 2004-C1 Class X2, 1.1524% 1/15/38 (f)(l)(n)	2,259		25
Series 2004-CB8 Class X2, 1.2614% 1/12/39 (f)(l)(n)	2,355		31
Series 2006-LDP7 Class A4, 5.875% 4/15/45 (l)	9,200		8,039
JPMorgan Chase Commercial Mortgage Securities Trust:
floater Series 2006-FLA2:
Class B, 0.4428% 11/15/18 (f)(l)	1,148		609
Class C, 0.4828% 11/15/18 (f)(l)	815		417
Class D, 0.5028% 11/15/18 (f)(l)	257		112
Class E, 0.5528% 11/15/18 (f)(l)	370		160
Class F, 0.6028% 11/15/18 (f)(l)	556		234
Class G, 0.6328% 11/15/18 (f)(l)	484		207
Class H, 0.7728% 11/15/18 (f)(l)	370		131
sequential payer:
Series 2006-CB14 Class A3B, 5.4854% 12/12/44 (l)	4,080		3,681
Series 2006-CB15 Class A3, 5.819% 6/12/43 (l)	2,066		1,911
Series 2006-CB17 Class A4, 5.429% 12/12/43	1,102		991
Series 2006-LDP8 Class A4, 5.399% 5/15/45	874		726
Series 2006-LDP9 Class A2, 5.134% 5/15/47 (l)	652		618
Series 2007-CB19 Class A4, 5.7476% 2/12/49 (l)	4,812		3,985
Series 2007-CB20 Class A4, 5.794% 2/12/51	6,844		5,612
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
JPMorgan Chase Commercial Mortgage Securities Trust: - continued
sequential payer:
Series 2007-LD11:
Class A2, 5.7828% 6/15/49 (l)	$ 3,852		$ 3,846
Class A4, 5.7978% 6/15/49 (l)	2,036		1,722
Series 2007-LDP10 Class A1, 5.122% 1/15/49	136		138
Series 2007-LDPX Class A3, 5.412% 1/15/49	3,776		3,170
Series 2004-LDP4 Class D, 5.1236% 10/15/42 (l)	1,235		272
Series 2005-CB13 Class E, 5.3498% 1/12/43 (f)(l)	694		118
Series 2006-CB17 Class A3, 5.45% 12/12/43	391		370
Series 2007-CB19:
Class B, 5.7442% 2/12/49	117		34
Class C, 5.7462% 2/12/49	307		77
Class D, 5.7462% 2/12/49	322		77
Series 2007-LDP10:
Class BS, 5.437% 1/15/49 (l)	262		62
Class CS, 5.466% 1/15/49 (l)	113		25
Class ES, 5.5454% 1/15/49 (f)(l)	709		87
JPMorgan Commercial Mortgage Finance Corp. Series 2000-C9 Class G, 6.25% 10/15/32 (f)	566		561
LB Commercial Conduit Mortgage Trust:
Series 1998-C1 Class D, 6.98% 2/18/30	1,485		1,525
Series 2007-C3:
Class F, 5.9498% 7/15/44 (l)	272		28
Class G, 6.1497% 7/15/44 (f)(l)	481		45
LB-UBS Commercial Mortgage Trust:
sequential payer:
Series 2001-C2 Class A2, 6.653% 11/15/27	263		275
Series 2001-C3 Class A1, 6.058% 6/15/20	97		100
Series 2006-C1:
Class A2, 5.084% 2/15/31	658		657
Class A4, 5.156% 2/15/31	521		469
Series 2006-C3 Class A1, 5.478% 3/15/39	117		119
Series 2006-C6:
Class A1, 5.23% 9/15/39	200		203
Class A2, 5.262% 9/15/39 (l)	2,394		2,405
Series 2006-C7:
Class A1, 5.279% 11/15/38	146		148
Class A2, 5.3% 11/15/38	1,509		1,504
Class A3, 5.347% 11/15/38	1,022		901
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
LB-UBS Commercial Mortgage Trust: - continued
sequential payer:
Series 2007-C1:
Class A1, 5.391% 2/15/40 (l)	$ 191		195
Class A4, 5.424% 2/15/40	6,714		5,096
Series 2007-C2:
Class A1, 5.226% 2/15/40	179		182
Class A3, 5.43% 2/15/40	661		507
Series 2000-C5 Class E, 7.29% 12/15/32	96		95
Series 2001-C3 Class B, 6.512% 6/15/36	2,652		2,752
Series 2001-C7 Class D, 6.514% 11/15/33	1,509		1,415
Series 2003-C3 Class XCP, 1.2222% 3/11/37 (f)(l)(n)	5,757		42
Series 2004-C2 Class XCP, 1.2332% 3/15/36 (f)(l)(n)	14,791		216
Series 2004-C4 Class A2, 4.567% 6/15/29 (l)	329		330
Series 2005-C3 Class XCP, 0.7261% 7/15/40 (l)(n)	4,625		81
Series 2006-C3 Class A3 5.689% 3/15/32	620		596
Series 2006-C6 Class XCP, 0.6633% 9/15/39 (l)(n)	8,504		162
Series 2007-C1:
Class C, 5.533% 2/15/40 (l)	3,018		643
Class D, 5.563% 2/15/40 (l)	549		107
Class E, 5.582% 2/15/40 (l)	274		51
Class XCP, 0.4737% 2/15/40 (l)(n)	3,348		48
Series 2007-C6 Class A4, 5.858% 7/15/40 (l)	1,714		1,364
Series 2007-C7:
Class A3, 5.866% 9/15/45	4,486		3,690
Class XCP, 0.3054% 9/15/45 (l)(n)	112,874		1,327
LB-UBS Westfield Trust Series 2001-WM, 6.754% 7/14/16 (f)	392		391
Leafs CMBS I Ltd./Leafs CMBS I Corp. Series 2002-1A:
Class B, 4.13% 11/20/37 (f)	2,077		1,682
Class C, 4.13% 11/20/37 (f)	5,919		4,025
Lehman Brothers Floating Rate Commercial Mortgage Trust floater Series 2006-LLFA:
Class D, 0.5028% 9/15/21 (f)(l)	440		176
Class E, 0.5628% 9/15/21 (f)(l)	1,586		476
Class F, 0.6128% 9/15/21 (f)(l)	906		249
Class G, 0.6328% 9/15/21 (f)(l)	1,791		448
Class H, 0.6728% 9/15/21 (f)(l)	462		104
Lehman Large Loan Trust Series 1997-LLI Class E, 7.3% 10/12/34	2,435		2,658
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Merrill Lynch Mortgage Trust:
sequential payer:
Series 2004-MKB1 Class A2, 4.353% 2/12/42	$ 218		$ 219
Series 2005-CIP1 Class A2, 4.96% 7/12/38	4,410		4,461
Series 2007-C1 Class A1, 4.533% 6/12/50	1,065		1,072
Series 2005-CKI1 Class A3, 5.2398% 11/12/37 (l)	2,253		2,256
Series 2005-LC1 Class F, 5.3781% 1/12/44 (f)(l)	1,194		251
Series 2006-C1 Class A2, 5.6114% 5/12/39 (l)	1,935		1,952
Series 2007-C1 Class A4, 5.8286% 6/12/50 (l)	5,194		4,013
Series 2008-C1 Class A4, 5.69% 2/12/51	2,929		2,259
Merrill Lynch-CFC Commercial Mortgage Trust:
floater Series 2006-4 Class A2FL, 0.4163% 12/12/49 (l)	639		527
sequential payer:
Series 2006-1 CLass A3, 5.671% 2/12/39	1,460		1,371
Series 2006-4 Class ASB, 5.133% 12/12/49 (l)	1,179		1,059
Series 2007-5:
Class A1, 4.275% 8/12/48	103		103
Class A3, 5.364% 8/12/48	535		452
Class A4, 5.378% 8/12/48	55		40
Class B, 5.479% 2/12/17	4,116		853
Series 2007-6 Class A1, 5.175% 3/12/51	120		122
Series 2007-7 Class A4, 5.7487% 6/12/50 (l)	4,802		3,487
Series 2007-8 Class A1, 4.622% 8/12/49	362		365
Series 2006-2 Class A4, 5.9092% 6/12/46 (l)	833		792
Series 2006-4 Class XP, 0.6228% 12/12/49 (l)(n)	28,866		617
Series 2007-6 Class B, 5.635% 3/12/51 (l)	1,372		307
Series 2007-7 Class B, 5.75% 6/12/50	1,765		402
Series 2007-8 Class A3, 5.957% 8/12/49 (l)	1,183		904
Morgan Stanley Capital I Trust:
floater:
Series 2005-XLF:
Class G, 0.643% 8/15/19 (f)(l)	23		21
Class H, 0.663% 8/15/19 (f)(l)	109		84
Class J, 0.733% 8/15/19 (f)(l)	82		59
Series 2006-XLF:
Class C, 1.473% 7/15/19 (f)(l)	653		65
Class F, 0.593% 7/15/19 (f)(l)	1,321		1,057
Class G, 0.633% 7/15/19 (f)(l)	750		390
Series 2007-XCLA Class A1, 0.473% 7/17/17 (f)(l)	2,155		1,185
Series 2007-XLCA Class B, 0.7728% 7/17/17 (f)(l)	1,792		90
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Morgan Stanley Capital I Trust: - continued
floater:
Series 2007-XLFA:
Class C, 0.433% 10/15/20 (f)(l)	$ 788		$ 252
Class D, 0.463% 10/15/20 (f)(l)	529		132
Class E, 0.523% 10/15/20 (f)(l)	662		132
Class F, 0.573% 10/15/20 (f)(l)	397		72
Class G, 0.613% 10/15/20 (f)(l)	491		108
Class H, 0.703% 10/15/20 (f)(l)	309		31
Class J, 0.853% 10/15/20 (f)(l)	353		28
Class MHRO, 0.963% 10/15/20 (f)(l)	424		47
Class MJPM, 1.273% 10/15/20 (f)(l)	167		15
Class MSTR, 0.973% 10/15/20 (f)(l)	300		42
Class NHRO, 1.163% 10/15/20 (f)(l)	641		58
Class NSTR, 1.123% 10/15/20 (f)(l)	276		30
sequential payer:
Series 2003-IQ5 Class X2, 0.9799% 4/15/38 (f)(l)(n)	4,662		69
Series 2004-HQ3 Class A2, 4.05% 1/13/41	387		391
Series 2005-IQ9 Class A3, 4.54% 7/15/56	2,037		1,998
Series 2006-HQ10 Class A4, 5.328% 11/12/41	4,496		4,019
Series 2006-HQ8 Class A1, 5.124% 3/12/44	23		23
Series 2007-HQ11:
Class A1, 5.246% 2/12/44	326		331
Class A31, 5.439% 2/12/44 (l)	10,884		10,114
Series 2007-IQ13 Class A1, 5.05% 3/15/44	330		334
Series 2007-IQ14 Class A1, 5.38% 4/15/49	306		312
Series 2007-IQ15 Class A4, 5.8806% 6/11/49 (l)	6,250		4,954
Series 2007-IQ16 Class A4, 5.809% 12/12/49	13,930		11,936
Series 2007-T25:
Class A1, 5.391% 11/12/49	185		188
Class A2, 5.507% 11/12/49	1,349		1,307
Series 2007-T27 Class A4, 5.804% 6/11/42	5,025		4,626
Series 2003-IQ6 Class X2, 0.5812% 12/15/41 (f)(l)(n)	9,930		115
Series 2005-IQ9 Class X2, 1.1689% 7/15/56 (f)(l)(n)	16,777		372
Series 2006-HQ10 Class X2, 0.69% 11/12/41 (f)(l)(n)	6,588		89
Series 2006-HQ8 Class A3, 5.4387% 3/12/16 (l)	2,128		2,066
Series 2006-HQ9 Class B, 5.832% 7/12/44 (l)	2,036		649
Series 2006-IQ11:
Class A3, 5.7345% 10/15/42 (l)	2,277		2,177
Class A4, 5.7705% 10/15/42 (l)	412		352
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Morgan Stanley Capital I Trust: - continued
Series 2006-IQ12 Class B, 5.468% 12/15/43	$ 1,372		$ 403
Series 2006-T23 Class A3, 5.8075% 8/12/41 (l)	700		656
Series 2007-HQ11 Class B, 5.538% 2/20/44 (l)	2,488		685
Series 2007-HQ12:
Class A4, 5.6318% 4/12/49 (l)	7,259		5,663
Series A1, 5.519% 4/12/49 (l)	522		532
Series 2007-IQ14:
Class A4, 5.692% 4/15/49 (l)	2,058		1,602
Class AAB, 5.654% 4/15/49	3,010		2,733
Class B, 5.914% 4/15/49	337		93
Series 2007-T25 Class A3, 5.514% 11/12/49	33,625		30,383
Series 2007-XLC1:
Class C, 0.8728% 7/17/17 (f)(l)	2,423		121
Class D, 0.9728% 7/17/17 (f)(l)	1,140		57
Class E, 1.0728% 7/17/17 (f)(l)	927		46
Morgan Stanley Dean Witter Capital I Trust sequential payer Series 2001-PPM Class A2, 6.4% 2/15/31	38		40
SBA CMBS Trust Series 2006-1A Class C, 5.559% 11/15/36 (f)	131		130
STRIPS III Ltd./STRIPS III Corp. floater Series 2004-1A Class A, 0.7475% 3/24/18 (f)(l)	66		60
Structured Asset Securities Corp. Series 1997-LLI Class D, 7.15% 10/12/34	208		221
TrizecHahn Office Properties Trust Series 2001-TZHA Class C4, 6.893% 5/15/16 (f)	1,166		1,233
Wachovia Bank Commercial Mortgage Trust:
floater:
Series 2005-WL5A Class K, 1.4728% 1/15/18 (f)(l)	1,013		608
Series 2006-WL7A:
Class E, 0.5528% 9/15/21 (f)(l)	1,377		413
Class F, 0.6281% 8/11/18 (f)(l)	1,490		298
Class G, 0.6481% 8/11/18 (f)(l)	1,411		212
Class J, 0.8881% 8/11/18 (f)(l)	314		31
Series 2007-WHL8:
Class AP1, 0.9728% 6/15/20 (f)(l)	105		21
Class AP2, 1.0728% 6/15/20 (f)(l)	175		26
Class F, 0.7528% 6/15/20 (f)(l)	3,396		679
Class LXR1, 0.9728% 6/15/20 (f)(l)	169		34
Class LXR2, 1.0728% 6/15/20 (f)(l)	2,315		231
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Wachovia Bank Commercial Mortgage Trust: - continued
sequential payer:
Series 2003-C6 Class A2, 4.498% 8/15/35	$ 450		$ 457
Series 2003-C7 Class A1, 4.241% 10/15/35 (f)	2,938		2,979
Series 2006-C27 Class A2, 5.624% 7/15/45	1,226		1,226
Series 2006-C29:
Class A1, 5.11% 11/15/48	630		640
Class A3, 5.313% 11/15/48	3,644		3,339
Series 2007-C30:
Class A1, 5.031% 12/15/43	195		197
Class A3, 5.246% 12/15/43	1,178		1,136
Class A4, 5.305% 12/15/43	403		322
Class A5, 5.342% 12/15/43	1,468		1,040
Series 2007-C31:
Class A1, 5.14% 4/15/47	70		71
Class A4, 5.509% 4/15/47	3,101		2,343
Series 2007-C32:
Class A2, 5.7355% 6/15/49 (l)	1,646		1,614
Class A3, 5.9289% 6/15/49 (l)	19,610		15,299
Series 2003-C6 Class G, 5.125% 8/15/35 (f)	652		333
Series 2003-C8 Class XP, 0.3689% 11/15/35 (f)(l)(n)	3,691		17
Series 2003-C9 Class XP, 0.4822% 12/15/35 (f)(l)(n)	3,724		22
Series 2004-C15:
Class 180A, 5.3979% 10/15/41 (f)(l)	1,055		971
Class 180B, 5.3979% 10/15/41 (f)(l)	480		446
Series 2005-C19 Class B, 4.892% 5/15/44	1,372		549
Series 2005-C22:
Class B, 5.3549% 12/15/44 (l)	3,042		913
Class F, 5.3549% 12/15/44 (f)(l)	2,288		297
Series 2006-C29 Class E, 5.516% 11/15/48 (l)	1,372		172
Series 2007-C30:
Class C, 5.483% 12/15/43 (l)	4,116		453
Class D, 5.513% 12/15/43 (l)	2,195		220
Class XP, 0.4317% 12/15/43 (f)(l)(n)	16,872		255
Series 2007-C31 Class C, 5.693% 4/15/47 (l)	5,657		707
Series 2007-C31A Class A2, 5.421% 4/15/47	1,580		1,537
Series 2007-C32:
Class D, 5.7405% 6/15/49 (l)	1,031		113
Class E, 5.7405% 6/15/49 (l)	1,625		171
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Wachovia Bank Commercial Mortgage Trust pass-thru certificates:
sequential payer Series 2007-C33 Class A5, 5.9023% 2/15/51 (l)	$ 908		$ 702
Series 2007-C33 Class B, 5.9023% 2/15/51 (l)	2,307		358
TOTAL COMMERCIAL MORTGAGE SECURITIES (Cost $470,360)		494,698
Municipal Securities - 0.8%
California Gen. Oblig.:
7.5% 4/1/34	20,125		21,370
7.55% 4/1/39	24,527		26,297
TOTAL MUNICIPAL SECURITIES (Cost $45,135)		47,667
Foreign Government and Government Agency Obligations - 0.1%
Ontario Province 4.1% 6/16/14 (Cost $7,985)	7,970		8,369
Supranational Obligations - 0.0%
Corporacion Andina de Fomento 5.2% 5/21/13 (Cost $514)	516		526

Fixed-Income Funds - 18.9%
	Shares
Fidelity Corporate Bond 1-5 Year Central Fund (m)	1,323,107		135,341
Fidelity Mortgage Backed Securities Central Fund (m)	8,807,786		897,601
Fidelity Specialized High Income Central Fund (m)	1,563,591		139,519
TOTAL FIXED-INCOME FUNDS (Cost $1,167,887)		1,172,461
Preferred Securities - 0.1%
	Principal Amount (000s)
FINANCIALS - 0.1%
Diversified Financial Services - 0.1%
MUFG Capital Finance 1 Ltd. 6.346% (l) (Cost $4,291)	$ 4,291		3,968
Cash Equivalents - 3.1%
	Maturity Amount (000s)		Value (000s)
Investments in repurchase agreements in a joint trading account at:
0.2%, dated 8/31/09 due 9/1/09 (Collateralized by U.S. Treasury Obligations) #	$ 23,424		$ 23,424
0.21%, dated 8/31/09 due 9/1/09 (Collateralized by U.S. Government Obligations) # (b)	171,401		171,400
TOTAL CASH EQUIVALENTS (Cost $194,824)		194,824
TOTAL INVESTMENT PORTFOLIO - 110.8% (Cost $6,786,891)			6,877,999
NET OTHER ASSETS - (10.8)%			(670,488)
NET ASSETS - 100%		$ 6,207,511

Swap Agreements
	Expiration Date	Notional Amount (000s)
Credit Default Swaps
Receive monthly notional amount multiplied by 3.05% and pay Merrill Lynch upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-NC8, Class B3, 7.2913% 9/25/34 (Rating-B1) (j)	Oct. 2034	$ 878	(659)
Receive monthly notional amount multiplied by 3.35% and pay Morgan Stanley, Inc. upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-HE7, Class B3, 9.01% 8/25/34 (Rating-C) (j)	Sept. 2034	868	(821)
Receive from Barclays Bank upon credit event of Ryder System, Inc., par value of the notional amount of Ryder System, Inc. 6.95% 12/1/25, and pay quarterly notional amount multiplied by .91%	June 2013	13,600	197
Swap Agreements - continued
	Expiration Date	Notional Amount (000s)	Value (000s)
Credit Default Swaps - continued
Receive from Deutsche Bank, upon credit event of Chartered Semiconductor Manufacturing Ltd., par value of the notional amount of Chartered Semiconductor Manufacturing Ltd. 6.375% 8/3/15 and pay quarterly notional amount multiplied by 1.14%	Sept. 2013	$ 10,650	$ 661
Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to Credit Suisse First Boston upon each credit event of one of the issues of ABX AA 07-01 Index, par value of the proportional notional amount (Rating-C) (Upfront Payment $2,116,000) (k)	Sept. 2037	9,045	(8,819)
Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to Credit Suisse First Boston upon each credit event of one of the issues of ABX AA 07-01 Index, par value of the proportional notional amount (Rating-C) (Upfront Payment $5,250,000) (k)	Sept. 2037	24,580	(23,965)
Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to JPMorgan Chase, Inc. upon each credit event of one of the issues of ABX AA 07-01 Index, par value of the proportional notional amount (Rating-C) (Upfront Payment $1,302,000) (k)	Sept. 2037	5,506	(5,368)
Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to JPMorgan Chase, Inc. upon each credit event of one of the issues of ABX AA 07-01 Index, par value of the proportional notional amount (Rating-C) (Upfront Payment $4,231,000) (k)	Sept. 2037	18,386	(17,926)
Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to Morgan Stanley, Inc. upon each credit event of one of the issues of ABX AA 07-01 Index, par value of the proportional notional amount (Rating-C) (Upfront Payment $2,754,000) (k)	Sept. 2037	10,029	(9,778)
Swap Agreements - continued
	Expiration Date	Notional Amount (000s)	Value (000s)
Credit Default Swaps - continued
Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to UBS upon each credit event of one of the issues of ABX AA 07-1 Index, par value of the proportional notional amount (Rating-C) (Upfront Payment $3,716,000) (k)	Sept. 2037	$ 16,419	$ (16,009)
Receive monthly notional amount multiplied by .82% and pay UBS upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-NC6 Class M3, 5.6413% 7/25/34 (j)	August 2034	682	(499)
Receive monthly notional amount multiplied by .85% and pay UBS upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-NC8 Class M6, 5.4413% 9/25/34 (j)	Oct. 2034	815	(582)
Receive monthly notional amount multiplied by 2.54% and pay Merrill Lynch upon credit event of Countrywide Home Loans, Inc., par value of the notional amount of Countrywide Home Loans, Inc. Series 2003-BC1 Class B1, 7.6913% 3/25/32 (Rating-Ba1) (j)	April 2032	262	(144)
Receive monthly notional amount multiplied by 2.61% and pay Goldman Sachs upon credit event of Fremont Home Loan Trust, par value of the notional amount of Fremont Home Loan Trust Series 2004-1 Class M9, 7.3913% 2/25/34 (Rating-Baa3) (j)	March 2034	38	(5)
Receive monthly notional amount multiplied by 2.61% and pay Goldman Sachs upon credit event of Fremont Home Loan Trust, par value of the notional amount of Fremont Home Loan Trust Series 2004-A Class B3, 7.0413% 1/25/34 (Rating-C) (j)	Feb. 2034	4	(3)
Swap Agreements - continued
	Expiration Date	Notional Amount (000s)	Value (000s)
Credit Default Swaps - continued
Receive quarterly notional amount multiplied by .35% and pay Goldman Sachs upon credit event of Southern California Edison Co., par value of the notional amount of Southern California Edison Co. 7.625% 1/15/10 (Rating-A3) (j)	Sept. 2010	$ 11,200	$ (129)
Receive quarterly notional amount multiplied by 4% and pay Morgan Stanley, Inc. upon credit event of Developers Diversified Realty Corp., par value of the notional amount of Developers Diversified Realty Corp. 5.375% 10/15/12 (Rating-Baa3) (j)	March 2013	13,500	(2,603)
TOTAL CREDIT DEFAULT SWAPS		136,462	(86,452)
Interest Rate Swaps
Receive semi-annually a fixed rate equal to 1.9475% and pay quarterly a floating rate based on 3-month LIBOR with JPMorgan Chase, Inc.	July 2012	150,000	620
Receive semi-annually a fixed rate equal to 2.333% and pay quarterly a floating rate based on 3-month LIBOR with JPMorgan Chase, Inc.	August 2012	60,000	760
TOTAL INTEREST RATE SWAPS		210,000	1,380
		$ 346,462	$ (85,072)

Legend

(a) Non-income producing

(b) Includes investment made with cash collateral received from securities on loan.

(c) Non-income producing - Issuer is in default.

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

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

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $485,835,000 or 7.8% of net assets.

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

(h) A portion of the security is subject to a forward commitment to sell.

(i) Security or a portion of the security has been segregated as collateral for swap agreements. At the period end, the value of securities pledged amounted to $116,791,000 of which $26,964,000 is segregated at the custodian for terminated contracts with Lehman Brothers Special Financing, Inc.

(j) Represents a credit default swap contract in which the fund has sold protection on the underlying reference entity. The value of each credit default swap and the credit rating can be measures of the current payment/performance risk. For the underlying reference entity, ratings disclosed are from Moody's Investor Services, Inc. Where Moody's ratings are not available, S&P ratings are disclosed and are indicated as such. All ratings are as of the report date and do not reflect subsequent changes. Where a credit rating is not disclosed, the value is used as the measure of the payment/performance risk.

(k) Represents a tradable index of credit default swaps on home equity asset-backed debt securities. In addition, the swap represents a contract in which the fund has sold protection on the index of underlying securities. Ratings represent a weighted average of the ratings of all securities included in the index. Ratings used in the weighted average are from Moody's Investor Services, Inc., or S&P where Moody's ratings are not available. All ratings are as of the report date and do not reflect subsequent changes.

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

(m) Affiliated fund that is 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 web site 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, 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 web site or upon request

(n) 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 held as of the end of the period.

* Amount represents less than $1,000.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty	Value (Amounts in thousands)
$23,424,000 due 9/01/09 at 0.20%
BNP Paribas Securities Corp.	$ 4,028
Banc of America Securities LLC	2,005
Bank of America, NA	5,014
Deutsche Bank Securities, Inc.	2,206
ING Financial Markets LLC	645
J.P. Morgan Securities, Inc.	4,011
Mizuho Securities USA, Inc.	2,005
Repurchase Agreement / Counterparty	Value (Amounts in thousands)
Morgan Stanley & Co., Inc.	$ 1,003
Societe Generale, New York Branch	2,507
	$ 23,424
$171,400,000 due 9/01/09 at 0.21%
J.P. Morgan Securities, Inc.	$ 171,400

Affiliated Central Funds

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

Fund	Income earned (Amounts in thousands)
Fidelity 1-3 Year Duration Securitized Bond Central Fund	$ 4,933
Fidelity Commercial Mortgage-Backed Securities Central Fund	24,415
Fidelity Corporate Bond 1-5 Year Central Fund	13,144
Fidelity Mortgage Backed Securities Central Fund	74,046
Fidelity Specialized High Income Central Fund	13,299
Fidelity Ultra-Short Central Fund	5,849
Total	$ 135,686

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

Fund (Amounts in thousands)	Value, beginning of period	Purchases	Sales Proceeds	Value, end of period	% ownership, end of period
Fidelity 1-3 Year Duration Securitized Bond Central Fund	$ 273,953	$ 4,002	$ 253,325*	$ -	0.0%
Fidelity Commercial Mortgage-Backed Securities Central Fund	804,720	20,444	674,829*	-	0.0%
Fidelity Corporate Bond 1-5 Year Central Fund	454,435	8,948	314,864*	135,341	40.8%
Fidelity Mortgage Backed Securities Central Fund	1,998,004	56,270	1,212,669*	897,601	11.6%
Fidelity Specialized High Income Central Fund	195,170	38,592	80,902*	139,519	34.1%
Fidelity Ultra-Short Central Fund	806,565	-	678,425*	-	0.0%
Total	$ 4,532,847	$ 128,256	$ 3,215,014	$ 1,172,461

*Includes the value of shares redeemed through in-kind transactions. See Note 7 of the Notes to Financial Statements.

Other Information

The following is a summary of the inputs used, as of August 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description (Amounts in thousands)	Total	Level 1	Level 2	Level 3
Investments in Securities:
Asset-Backed Securities	$ 137,867	$ -	$ 118,482	$ 19,385
Cash Equivalents	194,824	-	194,824	-
Collateralized Mortgage Obligations	106,291	-	97,452	8,839
Commercial Mortgage Securities	494,698	-	444,739	49,959
Corporate Bonds	1,862,229	-	1,862,229	-
Fixed-Income Funds	1,172,461	1,172,461	-	-
Foreign Government and Government Agency Obligations	8,369	-	8,369	-
Municipal Securities	47,667	-	47,667	-
Preferred Securities	3,968	-	3,968	-
Supranational Obligations	526	-	526	-
U.S. Government Agency - Mortgage Securities	1,346,827	-	1,346,827	-
U.S. Government and Government Agency Obligations	1,502,272	-	1,502,272	-
Total Investments in Securities:	$ 6,877,999	$ 1,172,461	$ 5,627,355	$ 78,183
Derivative Instruments:
Assets
Swap Agreements	$ 2,238	$ -	$ 2,238	$ -
Total Assets	$ 2,238	$ -	$ 2,238	$ -
Liabilities
Swap Agreements	$ (87,310)	$ -	$ (85,677)	$ (1,633)
Total Liabilities	$ (87,310)	$ -	$ (85,677)	$ (1,633)
Total Derivative Instruments:	$ (85,072)	$ -	$ (83,439)	$ (1,633)
Other Financial Instruments
Forward commitments	$ (3,255)	$ -	$ (3,255)	$ -

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

(Amounts in thousands)
Investments in Securities: Asset-Backed Securities
Beginning Balance	$ 500
Total Realized Gain (Loss)	(4,217)
Total Unrealized Gain (Loss)	7,546
Cost of Purchases	32,120
Proceeds of Sales	(12,592)
Amortization/Accretion	(7,857)
Transfers in/out of Level 3	3,885
Ending Balance	$ 19,385
The change in unrealized gain (loss) attributable to Level 3 securities at August 31, 2009	$ (266)
Collateralized Mortgage Obligations
Beginning Balance	$ 214
Total Realized Gain (Loss)	(2,065)
Total Unrealized Gain (Loss)	5,413
Cost of Purchases	8,595
Proceeds of Sales	(4,849)
Amortization/Accretion	(4,719)
Transfers in/out of Level 3	6,250
Ending Balance	$ 8,839
The change in unrealized gain (loss) attributable to Level 3 securities at August 31, 2009	$ 2,284
Commercial Mortgage Securities
Beginning Balance	$ -
Total Realized Gain (Loss)	(4,817)
Total Unrealized Gain (Loss)	(7,237)
Cost of Purchases	64,066
Proceeds of Sales	(24,538)
Amortization/Accretion	857
Transfers in/out of Level 3	21,628
Ending Balance	$ 49,959
The change in unrealized gain (loss) attributable to Level 3 securities at August 31, 2009	$ (7,237)
Derivative Instruments:
Swap Agreements
Beginning Balance	$ (38,155)
Total Unrealized Gain (loss)	36,477
Transfers in/out of Level 3	45
Ending Balance	$ (1,633)
Realized gain (loss) on Swap Agreements for the period	$ (39,699)
The change in unrealized gain (loss) attributable to Level 3 Swap Agreements at August 31, 2009	$ 430

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities and Derivative Instruments identified as using Level 3 inputs at either the beginning or the end of the current fiscal period, and includes the value of securities received or delivered through affiliated in-kind transactions. See Note 7 of the Notes to Financial Statements. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by risk exposure as of August 31, 2009. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Risk Exposure / Derivative Type	Value (Amounts in thousands)
	Asset	Liability
Credit Risk
Swap Agreements (a)	$ 858	$ (87,310)
Interest Rate Risk
Swap Agreements (a)	1,380	-
Total Value of Derivatives	$ 2,238	$ (87,310)

(a) Value is disclosed on the Statement of Assets and Liabilities in the Unrealized Appreciation and Unrealized Depreciation on Swap Agreements line-items.

Income Tax Information

At August 31, 2009, the fund had a capital loss carryforward of approximately $306,346,000 of which $1,926,000, $1,000, $107,986,000, $17,287,000 and $179,146,000 will expire on August 31, 2010, 2013, 2014, 2016 and 2017, respectively.

The fund intends to elect to defer to its fiscal year ending August 31, 2010 approximately $393,883,000 of losses recognized during the period November 1, 2008 to August 31, 2009.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)	August 31, 2009
Assets
Investment in securities, at value (including securities loaned of $167,291 and repurchase agreements of $194,824) - See accompanying schedule: Unaffiliated issuers (cost $5,619,004)	$ 5,705,538
Fidelity Central Funds (cost $1,167,887)	1,172,461
Total Investments (cost $6,786,891)		$ 6,877,999
Commitment to sell securities on a delayed delivery basis	(504,015)
Receivable for securities sold on a delayed delivery basis	500,760	(3,255)
Receivable for investments sold, regular delivery		113,247
Receivable for swap agreements		17
Receivable for fund shares sold		11,575
Interest receivable		47,502
Distributions receivable from Fidelity Central Funds		5,017
Unrealized appreciation on swap agreements		2,238
Other receivables		92
Total assets		7,054,432
Liabilities
Payable for investments purchased Regular delivery	$ 74,579
Delayed delivery	502,745
Payable for swap agreements	1,164
Payable for fund shares redeemed	4,952
Distributions payable	1,449
Unrealized depreciation on swap agreements	87,310
Accrued management fee	1,615
Distribution fees payable	69
Other affiliated payables	688
Other payables and accrued expenses	950
Collateral on securities loaned, at value	171,400
Total liabilities		846,921
Net Assets		$ 6,207,511
Net Assets consist of:
Paid in capital		$ 7,009,801
Undistributed net investment income		11,786
Accumulated undistributed net realized gain (loss) on investments		(830,068)
Net unrealized appreciation (depreciation) on investments		15,992
Net Assets		$ 6,207,511

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

Annual Report

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)	August 31, 2009
Calculation of Maximum Offering Price Class A: Net Asset Value and redemption price per share ($144,651 ÷ 20,983 shares)		$ 6.89
Maximum offering price per share (100/96.00 of $6.89)		$ 7.18
Class T: Net Asset Value and redemption price per share ($46,370 ÷ 6,723 shares)		$ 6.90
Maximum offering price per share (100/96.00 of $6.90)		$ 7.19
Class B: Net Asset Value and offering price per share ($11,053 ÷ 1,602 shares)A		$ 6.90
Class C: Net Asset Value and offering price per share ($27,099 ÷ 3,926 shares)A		$ 6.90
Investment Grade Bond: Net Asset Value, offering price and redemption price per share ($5,951,245 ÷ 862,743 shares)		$ 6.90
Institutional Class: Net Asset Value, offering price and redemption price per share ($27,093 ÷ 3,924 shares)		$ 6.90

^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

Financial Statements - continued

Statement of Operations

Amounts in thousands	Year ended August 31, 2009
Investment Income
Dividends		$ 623
Interest		278,835
Income from Fidelity Central Funds		135,686
Total income		415,144
Expenses
Management fee	$ 24,290
Transfer agent fees	7,788
Distribution fees	671
Fund wide operations fee	2,276
Independent trustees' compensation	29
Miscellaneous	896
Total expenses before reductions	35,950
Expense reductions	(38)	35,912
Net investment income		379,232
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	54,549
Redemption in-kind with affiliated entities	(319,897)
Fidelity Central Funds	(669,026)
Swap agreements	(52,031)
Total net realized gain (loss)		(986,405)
Change in net unrealized appreciation (depreciation) on: Investment securities	668,055
Swap agreements	47,885
Delayed delivery commitments	(940)
Total change in net unrealized appreciation (depreciation)		715,000
Net gain (loss)		(271,405)
Net increase (decrease) in net assets resulting from operations		$ 107,827

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

Annual Report

Statement of Changes in Net Assets

Amounts in thousands	Year ended August 31, 2009	Year ended August 31, 2008
Increase (Decrease) in Net Assets
Operations
Net investment income	$ 379,232	$ 545,862
Net realized gain (loss)	(986,405)	(26,541)
Change in net unrealized appreciation (depreciation)	715,000	(414,694)
Net increase (decrease) in net assets resulting from operations	107,827	104,627
Distributions to shareholders from net investment income	(394,409)	(516,873)
Distributions to shareholders from net realized gain	-	(11,157)
Total distributions	(394,409)	(528,030)
Share transactions - net increase (decrease)	(3,508,737)	(1,526,467)
Total increase (decrease) in net assets	(3,795,319)	(1,949,870)
Net Assets
Beginning of period	10,002,830	11,952,700
End of period (including undistributed net investment income of $11,786 and undistributed net investment income of $33,213, respectively)	$ 6,207,511	$ 10,002,830

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

Annual Report

Financial Highlights - Class A

Years ended August 31,	2009	2008	2007	2006 L	2006 K	2005 K
Selected Per-Share Data
Net asset value, beginning of period	$ 6.89	$ 7.18	$ 7.35	$ 7.24	$ 7.50	$ 7.47
Income from Investment Operations
Net investment income E	.303	.331	.353	.118	.298	.237
Net realized and unrealized gain (loss)	.007 H	(.303)	(.161)	.092	(.206)	.131
Total from investment operations	.310	.028	.192	.210	.092	.368
Distributions from net investment income	(.310)	(.311)	(.352)	(.100)	(.282)	(.238)
Distributions from net realized gain	-	(.007)	(.010)	-	(.070)	(.100)
Total distributions	(.310)	(.318)	(.362)	(.100)	(.352)	(.338)
Net asset value, end of period	$ 6.89	$ 6.89	$ 7.18	$ 7.35	$ 7.24	$ 7.50
Total Return B, C, D	4.89%	.36%	2.61%	2.92%	1.23%	5.03%
Ratios to Average Net Assets F, I
Expenses before reductions	.79%	.80%	.75%	.71% A	.71%	.83%
Expenses net of fee waivers, if any	.79%	.80%	.75%	.71% A	.71%	.83%
Expenses net of all reductions	.79%	.80%	.74%	.71% A	.71%	.83%
Net investment income	4.67%	4.67%	4.83%	4.86% A	4.04%	3.17%
Supplemental Data
Net assets, end of period (in millions)	$ 145	$ 79	$ 79	$ 46	$ 37	$ 31
Portfolio turnover rate G	119%J, M	231%	181% M	206% A, J	145%	227%

^A Annualized

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

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

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

^E Calculated based on average shares outstanding during the period.

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

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

^H The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

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

^J The portfolio turnover rate does not include the assets acquired in the merger.

^K For the period ended April 30.

^L For the four month period ended August 31. The Fund changed its fiscal year end from April 30 to August 31, effective August 31, 2006.

^M The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Financial Highlights - Class T

Years ended August 31,	2009	2008	2007	2006 L	2006 K	2005 K
Selected Per-Share Data
Net asset value, beginning of period	$ 6.89	$ 7.18	$ 7.35	$ 7.24	$ 7.51	$ 7.47
Income from Investment Operations
Net investment income E	.302	.332	.350	.116	.290	.230
Net realized and unrealized gain (loss)	.016 H	(.303)	(.163)	.091	(.216)	.141
Total from investment operations	.318	.029	.187	.207	.074	.371
Distributions from net investment income	(.308)	(.312)	(.347)	(.097)	(.274)	(.231)
Distributions from net realized gain	-	(.007)	(.010)	-	(.070)	(.100)
Total distributions	(.308)	(.319)	(.357)	(.097)	(.344)	(.331)
Net asset value, end of period	$ 6.90	$ 6.89	$ 7.18	$ 7.35	$ 7.24	$ 7.51
Total Return B, C, D	5.02%	.36%	2.54%	2.89%	.98%	5.07%
Ratios to Average Net Assets F, I
Expenses before reductions	.82%	.80%	.80%	.82% A	.83%	.93%
Expenses net of fee waivers, if any	.82%	.80%	.80%	.82% A	.83%	.93%
Expenses net of all reductions	.82%	.79%	.79%	.81% A	.83%	.93%
Net investment income	4.65%	4.67%	4.77%	4.76% A	3.92%	3.07%
Supplemental Data
Net assets, end of period (in millions)	$ 46	$ 53	$ 68	$ 59	$ 57	$ 48
Portfolio turnover rate G	119% J, M	231%	181% M	206% A, J	145%	227%

^A Annualized

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

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

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

^E Calculated based on average shares outstanding during the period.

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

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

^H The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

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

^J The portfolio turnover rate does not include the assets acquired in the merger.

^K For the period ended April 30.

^L For the four month period ended August 31. The Fund changed its fiscal year end from April 30 to August 31, effective August 31, 2006.

^M The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Financial Highlights - Class B

Years ended August 31,	2009	2008	2007	2006 L	2006 K	2005 K
Selected Per-Share Data
Net asset value, beginning of period	$ 6.89	$ 7.19	$ 7.36	$ 7.24	$ 7.51	$ 7.47
Income from Investment Operations
Net investment income E	.257	.281	.299	.099	.239	.180
Net realized and unrealized gain (loss)	.016 H	(.313)	(.164)	.102	(.216)	.140
Total from investment operations	.273	(.032)	.135	.201	.023	.320
Distributions from net investment income	(.263)	(.261)	(.295)	(.081)	(.223)	(.180)
Distributions from net realized gain	-	(.007)	(.010)	-	(.070)	(.100)
Total distributions	(.263)	(.268)	(.305)	(.081)	(.293)	(.280)
Net asset value, end of period	$ 6.90	$ 6.89	$ 7.19	$ 7.36	$ 7.24	$ 7.51
Total Return B, C, D	4.29%	(.49)%	1.83%	2.79%	.28%	4.37%
Ratios to Average Net Assets F, I
Expenses before reductions	1.51%	1.50%	1.50%	1.50% A	1.51%	1.64%
Expenses net of fee waivers, if any	1.51%	1.50%	1.50%	1.50% A	1.51%	1.60%
Expenses net of all reductions	1.51%	1.50%	1.50%	1.50% A	1.51%	1.59%
Net investment income	3.95%	3.96%	4.07%	4.07% A	3.24%	2.40%
Supplemental Data
Net assets, end of period (in millions)	$ 11	$ 9	$ 10	$ 9	$ 9	$ 9
Portfolio turnover rate G	119% J, M	231%	181% M	206% A, J	145%	227%

^A Annualized

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

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

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

^E Calculated based on average shares outstanding during the period.

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

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

^H The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

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

^J The portfolio turnover rate does not include the assets acquired in the merger.

^K For the period ended April 30.

^L For the four month period ended August 31. The Fund changed its fiscal year end from April 30 to August 31, effective August 31, 2006.

^M The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Financial Highlights - Class C

Years ended August 31,	2009	2008	2007	2006 L	2006 K	2005 K
Selected Per-Share Data
Net asset value, beginning of period	$ 6.90	$ 7.19	$ 7.36	$ 7.24	$ 7.51	$ 7.47
Income from Investment Operations
Net investment income E	.255	.278	.294	.097	.233	.176
Net realized and unrealized gain (loss)	.005 H	(.304)	(.163)	.102	(.216)	.140
Total from investment operations	.260	(.026)	.131	.199	.017	.316
Distributions from net investment income	(.260)	(.257)	(.291)	(.079)	(.217)	(.176)
Distributions from net realized gain	-	(.007)	(.010)	-	(.070)	(.100)
Total distributions	(.260)	(.264)	(.301)	(.079)	(.287)	(.276)
Net asset value, end of period	$ 6.90	$ 6.90	$ 7.19	$ 7.36	$ 7.24	$ 7.51
Total Return B, C, D	4.09%	(.40)%	1.77%	2.76%	.20%	4.30%
Ratios to Average Net Assets F, I
Expenses before reductions	1.55%	1.55%	1.55%	1.58% A	1.60%	1.67%
Expenses net of fee waivers, if any	1.55%	1.55%	1.55%	1.58% A	1.60%	1.66%
Expenses net of all reductions	1.55%	1.55%	1.55%	1.58% A	1.60%	1.66%
Net investment income	3.91%	3.91%	4.02%	3.99% A	3.15%	2.34%
Supplemental Data
Net assets, end of period (in millions)	$ 27	$ 14	$ 17	$ 10	$ 9	$ 7
Portfolio turnover rate G	119% J, M	231%	181% M	206% A, J	145%	227%

^A Annualized

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

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

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

^E Calculated based on average shares outstanding during the period.

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

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

^H The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

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

^J The portfolio turnover rate does not include the assets acquired in the merger.

^K For the period ended April 30.

^L For the four month period ended August 31. The Fund changed its fiscal year end from April 30 to August 31, effective August 31, 2006.

^M The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Financial Highlights - Investment Grade Bond

Years ended August 31,	2009	2008	2007	2006 K	2006 J	2005 J
Selected Per-Share Data
Net asset value, beginning of period	$ 6.89	$ 7.19	$ 7.35	$ 7.24	$ 7.50	$ 7.47
Income from Investment Operations
Net investment income D	.326	.356	.376	.124	.317	.254
Net realized and unrealized gain (loss)	.015 G	(.313)	(.153)	.092	(.206)	.130
Total from investment operations	.341	.043	.223	.216	.111	.384
Distributions from net investment income	(.331)	(.336)	(.373)	(.106)	(.301)	(.254)
Distributions from net realized gain	-	(.007)	(.010)	-	(.070)	(.100)
Total distributions	(.331)	(.343)	(.383)	(.106)	(.371)	(.354)
Net asset value, end of period	$ 6.90	$ 6.89	$ 7.19	$ 7.35	$ 7.24	$ 7.50
Total Return B, C	5.39%	.57%	3.05%	3.01%	1.48%	5.26%
Ratios to Average Net Assets E, H
Expenses before reductions	.46%	.45%	.45%	.45% A	.46%	.61%
Expenses net of fee waivers, if any	.46%	.45%	.45%	.45% A	.46%	.61%
Expenses net of all reductions	.46%	.44%	.44%	.45% A	.46%	.61%
Net investment income	5.00%	5.02%	5.13%	5.12% A	4.29%	3.39%
Supplemental Data
Net assets, end of period (in millions)	$ 5,951	$ 9,814	$ 11,739	$ 10,141	$ 8,018	$ 6,721
Portfolio turnover rate F	119% I, L	231%	181% L	206% A, I	145%	227%

^A Annualized

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

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

^D Calculated based on average shares outstanding during the period.

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

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

^G The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

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

^I The portfolio turnover rate does not include the assets acquired in the merger.

^J For the period ended April 30.

^K For the four month period ended August 31. The Fund changed its fiscal year end from April 30 to August 31, effective August 31, 2006.

^L The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Financial Highlights - Institutional Class

Years ended August 31,	2009	2008	2007	2006 K	2006 J	2005 J
Selected Per-Share Data
Net asset value, beginning of period	$ 6.90	$ 7.19	$ 7.36	$ 7.25	$ 7.51	$ 7.48
Income from Investment Operations
Net investment income D	.322	.353	.374	.124	.313	.254
Net realized and unrealized gain (loss)	.005 G	(.303)	(.163)	.091	(.205)	.129
Total from investment operations	.327	.050	.211	.215	.108	.383
Distributions from net investment income	(.327)	(.333)	(.371)	(.105)	(.298)	(.253)
Distributions from net realized gain	-	(.007)	(.010)	-	(.070)	(.100)
Total distributions	(.327)	(.340)	(.381)	(.105)	(.368)	(.353)
Net asset value, end of period	$ 6.90	$ 6.90	$ 7.19	$ 7.36	$ 7.25	$ 7.51
Total Return B, C	5.16%	.66%	2.88%	2.99%	1.44%	5.24%
Ratios to Average Net Assets E, H
Expenses before reductions	.53%	.50%	.48%	.49% A	.50%	.59%
Expenses net of fee waivers, if any	.53%	.50%	.48%	.49% A	.50%	.59%
Expenses net of all reductions	.53%	.49%	.47%	.49% A	.50%	.59%
Net investment income	4.94%	4.97%	5.10%	5.07% A	4.25%	3.40%
Supplemental Data
Net assets, end of period (in millions)	$ 27	$ 34	$ 41	$ 29	$ 26	$ 16
Portfolio turnover rate F	119% I, L	231%	181% L	206% A, I	145%	227%

^A Annualized

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

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

^D Calculated based on average shares outstanding during the period.

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

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

^G The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

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

^I The portfolio turnover rate does not include the assets acquired in the merger.

^J For the period ended April 30.

^K For the four month period ended August 31. The Fund changed its fiscal year end from April 30 to August 31, effective August 31, 2006.

^L The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Notes to Financial Statements

For the period ended August 31, 2009

(Amounts in thousands except ratios)

1. Organization.

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

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds 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 their investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the Fund. These strategies are consistent with the investment objectives of the Fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the Fund. The following summarizes the Fund's investment in each Fidelity Central Fund.

Fidelity Central Fund	Investment Manager	Investment Objective	Investment Practices
Fidelity Corporate Bond 1-5 Year Central Fund	Fidelity Investment Money Management, Inc. (FIMM)	Seeks a high level of income by normally investing in investment-grade corporate bonds and other corporate debt securities and repurchase agreements for those securities.	Repurchase Agreements Restricted Securities Swap Agreements

Annual Report

2. Investments in Fidelity Central Funds - continued

Fidelity Central Fund	Investment Manager	Investment Objective	Investment Practices
Fidelity Mortgage Backed Securities Central Fund	FIMM	Seeks a high level of income by normally investing in investment-grade mortgage-related securities and repurchase agreements for those securities.	Delayed Delivery & When Issued Securities Futures Repurchase Agreements Swap Agreements
Fidelity Specialized High Income Central Fund	Fidelity Management & Research Company, Inc. (FMRC)	Seeks a high level of current income by normally investing in income-producing debt securities, with an emphasis on lower-quality debt securities.	Repurchase Agreements Restricted Securities Loans & Direct Debt Instruments

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 SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, October 26, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Security Valuation - continued

classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of August 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Debt securities, including restricted securities, are valued based on quotations received from dealers who make markets in such securities or by independent pricing services. For corporate bonds, foreign government and government agency obligations, municipal securities, preferred securities, supranational obligations and U.S. government and government agency obligations, pricing services generally utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. For asset backed securities, collateralized mortgage obligations, commercial mortgage securities, and U.S. government agency mortgage securities, pricing services generally utilize matrix pricing which considers prepayment speed assumptions, attributes of the collateral, yield or price of bonds of comparable quality, coupon, maturity and types as well as dealer supplied prices. Swaps are marked-to-market daily based on valuations from independent pricing services or dealer-supplied valuations and changes in value are recorded as unrealized appreciation (depreciation). Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value. Actual prices received at disposition may differ.

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

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV 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. 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. Inflation-indexed bonds are fixed-income securities whose principal value is periodically adjusted to the rate of inflation. Interest is accrued based on the principal value, which is adjusted for inflation. The adjustments to principal due to inflation are reflected as increases or decreases to interest income even though principal is not received until maturity. 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.

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

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. There are no unrecognized tax benefits in the accompanying financial statements. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years.

Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

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

Book-tax differences are primarily due to short-term capital gains, swap agreements, market discount, redemptions in kind, partnerships (including allocations from Fidelity Central Funds), deferred trustees compensation, capital loss carryforwards, losses deferred due to wash sales and excise tax regulations.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation	$ 127,713
Unrealized depreciation	(236,526)
Net unrealized appreciation (depreciation)	$ (108,813)
Undistributed ordinary income	$ 6,846
Capital loss carryforward	$ 306,346
Cost for federal income tax purposes	$ 6,986,812

The tax character of distributions paid was as follows:

	August 31, 2009	August 31, 2008
Ordinary Income	$ 394,409	$ 528,030

Annual Report

4. Operating Policies.

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

Delayed Delivery Transactions and When-Issued Securities. The Fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked-to-market daily and equivalent deliverable securities are held for the transaction. The value of the securities purchased on a delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

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

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Notes to Financial Statements - continued

(Amounts in thousands except ratios)

5. Investments in Derivative Instruments.

Objectives and Strategies for Investing in Derivative Instruments. The Fund uses derivative instruments ("derivatives"), including swap agreements, in order to meet its investment objectives. The Fund's strategy is to use derivatives as a risk management tool and as an additional way to gain exposure to certain types of assets. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

While utilizing derivatives in pursuit of its investment objectives, the Fund is exposed to certain financial risks relative to those derivatives. These risks are further explained below:

Credit Risk	Credit risk is the risk that the value of financial instruments will fluctuate as a result of changes in the credit quality of those instruments. Credit risk also includes the risk that the counterparty to a financial instrument will default or be unable to make further principal or interest payments on an obligation or commitment that it has entered into with the Fund.
Interest Rate Risk	Interest rate risk is the risk that the value of interest-bearing financial instruments will fluctuate due to changes in the prevailing levels of market interest rates.

The following notes provide more detailed information about each derivative type held by the Fund:

Swap Agreements. The Fund entered into swap agreements, which are contracts between two parties to exchange future cash flows at periodic intervals based on a notional principal amount. Payments are exchanged at specified intervals, accrued daily commencing with the effective date of the contract and recorded as realized gains or losses in the Fund's accompanying Statement of Operations. Gains or losses are realized in the event of an early termination of a swap agreement. Any upfront payments made or received upon entering a swap contract to compensate for differences between stated terms of the agreement and prevailing market conditions (e.g. credit spreads, interest rates or other factors) are recorded as realized gains or losses ratably over the term of the swap in the Fund's accompanying Statement of Operations. Risks of loss may exceed amounts recognized on the Fund's Statement of Assets and Liabilities. In addition, there is the risk of failure by the counterparty to perform under the terms of the agreement and lack of liquidity in the market. Details of swap agreements open at period end are included in the Fund's Schedule of Investments under the caption "Swap Agreements." The total notional amount of all open swap agreements at period end is indicative of the volume of this derivative type. Collateral, in the form of cash or securities, may be required to be held in segregated accounts with a fund's custodian bank in accordance with the swap agreement and, if required, is identified in the Fund's Schedule of Investments. The Fund could experience delays and costs in gaining access to the collateral even though it is held in the Fund's custodian bank.

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5. Investments in Derivative Instruments - continued

Swap Agreements - continued

The Fund entered into interest rate swap agreements to manage its exposure to interest rate changes. Interest rate swaps represent an agreement between counterparties to exchange cash flows based on the difference between two interest rates (e.g. fixed rate, floating rate), applied to a notional principal amount. Risks of loss may include interest rate risk and the possible inability of the counterparty to fulfill its obligations under the agreement. The Fund's maximum risk of loss from counterparty credit risk is the discounted net value of cash flows to be received from/paid to the counterparty over the contract's remaining life, to the extent that amount is positive. This risk is mitigated by the posting of collateral by the counterparty to the Fund to cover the Fund's exposure to the counterparty. Changes in interest rates can have a negative effect on both the value of the Fund's bond holdings as well as the amount of interest income earned. In general, the value of bonds can fall when interest rates rise and can rise when interest rates fall.

The Fund entered into credit default swap agreements to provide a measure of protection against defaults of an issuer ("buyer of protection") and/or to gain credit exposure to an issuer to which it is not otherwise exposed ("seller of protection"). The issuer may be either a single issuer or a "basket" of issuers. As a buyer of protection, the Fund does so when it holds bonds of the issuer or without owning the underlying asset or debt issued by the reference entity. Under the terms of a credit default swap the buyer of protection receives credit protection in exchange for making periodic payments to the seller of protection based on a fixed percentage applied to a notional principal amount. In return for these payments, the seller of protection acts as a guarantor of the creditworthiness of a reference obligation. Periodic payments are made over the life of the contract provided that no credit event occurs.

For credit default swaps on most corporate and sovereign issuers, credit events include bankruptcy, failure to pay, obligation acceleration or repudiation/moratorium. If a credit event were to occur during the term of the contract, the contract is typically settled in a market auction where the difference between the value of the reference obligation received and the notional amount of the swap is recorded as a realized loss by the seller of protection. For credit default swaps on corporate or sovereign issuers, the obligation that may be put to the seller of protection is not limited to the specific reference obligation described in the Fund's Schedule of Investments.

For credit default swaps on asset-backed securities, a credit event may be triggered by events such as failure to pay principal, maturity extension, rating downgrade or write-down. If a credit event were to occur during the term of the contract, upon notification of the buyer of protection, the seller of protection is obligated to take delivery from the

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Notes to Financial Statements - continued

(Amounts in thousands except ratios)

5. Investments in Derivative Instruments - continued

Swap Agreements - continued

buyer of protection the notional amount of a reference obligation, at par. The difference between the value of the reference obligation received and the notional amount paid is recorded as a realized loss by the seller of protection. For credit default swaps on asset-backed securities, the reference obligation described represents the security that may be put to the seller of protection.

Risks of loss includes credit risk. The Fund's maximum risk of loss from counterparty risk, either as a buyer of protection or as a seller of protection, is the value of the contract. This risk is mitigated by the posting of collateral by the counterparty to the Fund to cover the Fund's exposure to the counterparty. The notional amount of credit default swaps is included in the Fund's Schedule of Investments and approximates the maximum potential amount of future payments that the Fund could be required to make if the Fund is the seller of protection and a credit event were to occur. The total notional amount of all credit default swaps open at period end where the Fund is the seller of protection amounted to $112,212 representing 1.81% of net assets. Credit default swaps are considered to have credit-risk contingent features since they require payment by the seller of protection to the buyer of protection upon the occurrence of a defined credit event. The total value of credit default swaps in a net liability position as of period end was $(87,310). The value of assets posted as collateral, net of assets received as collateral, for these swaps was $89,827. If a defined credit event had occurred as of period end, the swaps' credit-risk-related contingent features would have been triggered and the Fund would have been required to pay $22,385 in addition to the collateral to settle these swaps.

Typically, the value of each credit default swap and credit rating disclosed for each reference obligation in the Fund's Schedule of Investments, where the Fund is the seller of protection, can be used as measures of the current payment/performance risk of the swap. As the value of the swap changes as a positive or negative percentage of the total notional amount, the payment/performance risk may decrease or increase, respectively. Any current or future declines in the value of the swap may be partially offset by upfront payments received by the Fund as the seller of protection if applicable. In addition to these measures, FMR monitors a variety of factors including cash flow assumptions, market activity and market sentiment as part of its ongoing process of assessing payment/performance risk.

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5. Investments in Derivative Instruments - continued

Realized and Change in Unrealized Gain (Loss) on Derivative Instruments. A summary of the Fund's value of derivatives by primary risk exposure as of period end, if any, is included at the end of the Fund's Schedule of Investments. The table below reflects the Fund's realized gain (loss) and change in unrealized gain (loss) for derivatives during the period.

Risk Exposure / Derivative Type	Realized Gain (Loss)	Change in Unrealized Gain (Loss)
Credit Risk
Swap Agreements	$ (60,283)	$ 46,505
Interest Rate Risk
Swap Agreements	8,252	1,380
Total Derivatives Realized and Change in Unrealized Gain (Loss) (a)(b)	$ (52,031)	$ 47,885

(a) Total derivatives realized gain (loss) included in the Statement of Operations is comprised of $(52,031) for swap agreements..

(b) Total derivatives change in unrealized gain (loss) included in the Statement of Operations is comprised of $47,885 for swap agreements.

6. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, U.S. government securities and liquidations and redemptions executed in-kind from Affiliated Central Funds, aggregated $1,365,625 and $4,837,222, respectively.

7. Fees and Other Transactions with Affiliates.

Management Fee and Expense Contract. 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 .20% of the Fund's average net assets and a group fee rate that averaged .12% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .32% of the Fund's average net assets.

In addition, under the expense contract, FMR pays all class-level expenses for Investment Grade Bond, so that the total expenses, except the compensation of the independent Trustees and certain other expenses such as interest expense, including commitment fees do not exceed .45% of the Class' average net assets. This agreement does not apply to any of the other classes and any change or modification that would increase expenses can only be made with shareholder approval.

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Notes to Financial Statements - continued

(Amounts in thousands except ratios)

7. Fees and Other Transactions with Affiliates - continued

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

	Distribution Fee	Service Fee	Paid to FDC	Retained by FDC
Class A	0%	.25%	$ 284	$ 10
Class T	0%	.25%	114	3
Class B	.65%	.25%	87	63
Class C	.75%	.25%	186	40
			$ 671	$ 116

Sales Load. FDC receives 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. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, .75% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

	Retained by FDC
Class A	$ 17
Class T	9
Class B*	24
Class C*	4
	$ 54

* 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 each respective class of the Fund, with the exception of Investment Grade Bond. FIIOC

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7. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

receives an asset-based fee of .10% of Investment Grade Bond's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, each class paid the following transfer agent fees:

	Amount	% of Average Net Assets
Class A	$ 206	.18
Class T	94	.21
Class B	24	.25
Class C	35	.19
Investment Grade Bond	7,386	.10
Institutional Class	43	.17
	$ 7,788

Fundwide Operations Fee. Pursuant to the Fundwide Operations and Expense Agreement (FWOE), FMR has agreed to provide for fund level expenses (which do not include transfer agent, Rule 12b-1 fees, compensation of the independent Trustees, interest (including commitment fees), taxes or extraordinary expenses, if any) in return for a FWOE fee equal to .35% less the total amount of the management fee. The FWOE paid by the Fund is reduced by an amount equal to the fees and expenses paid to the independent Trustees. For the period, the FWOE fee was equivalent to an annual rate of .03% of average net assets.

Redemption-In-Kind. On March 27, 2009, 565,128 fund shares held by affiliated entities were redeemed in-kind for cash and securities with a value of $3,588,563. The realized gain (loss) of $(319,897) on securities delivered through in-kind redemptions is included in the accompanying Statement of Operations and is not taxable to the Fund.

Other Affiliated Transactions. During the period, certain Fidelity Central Funds in which the Fund was invested were each liquidated pursuant to a Plan of Liquidation and Dissolution approved by the Central Fund Board. Under the plan, each Central Fund distributed in-kind all of its net assets to its shareholders pro rata at its net

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Notes to Financial Statements - continued

(Amounts in thousands except ratios)

7. Fees and Other Transactions with Affiliates - continued

Other Affiliated Transactions - continued

asset value (NAV) per share as of the close of business on the liquidation date. As a result, the Fund received cash and securities, including accrued interest, as noted in the following table.

Liquidation Date	Central Fund	Value of Cash and Securities Received (including accrued interest)	Shares of Central Fund Redeemed
01/23/09 (a)	Fidelity Ultra-Short Central Fund	$ 405,891	6,492
04/17/09 (b)	Fidelity Commercial Mortgage-Backed Securities Central Fund	$ 324,612	4,504
06/26/09 (b)	Fidelity 1-3 Year Duration Securitized Bond Central Fund	$ 66,112	850

(a) The Fund recognized a loss as the transaction was considered taxable to the Fund for federal income tax purposes.

(b) Because the Central Fund was a partnership for federal income tax purposes, the liquidation generally was tax free to the Fund.

8. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 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 $38 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

9. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in cash equivalents. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on

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9. Security Lending - continued

investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of interest income. Net income from lending portfolio securities during the period amounted to $13.

10. Expense Reductions.

Through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's expenses by $2. During the period, credits reduced each class' transfer agent expense as noted in the table below.

	Transfer Agent expense reduction
Investment Grade Bond	$ 36

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended August 31,	2009	2008
From net investment income
Class A	$ 5,369	$ 3,742
Class T	2,156	2,716
Class B	385	358
Class C	714	556
Investment Grade Bond	384,500	507,696
Institutional Class	1,285	1,805
Total	$ 394,409	$ 516,873
From net realized gain
Class A	$ -	$ 82
Class T	-	64
Class B	-	9
Class C	-	15
Investment Grade Bond	-	10,947
Institutional Class	-	40
Total	$ -	$ 11,157

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Notes to Financial Statements - continued

(Amounts in thousands except ratios)

12. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
Years ended August 31,	2009	2008	2009	2008
Class A
Shares sold	12,007	6,217	$ 77,884	$ 44,378
Issued in exchange for shares of Capital One Total Return Bond Fund	5,452	-	33,750	-
Reinvestment of distributions	589	515	3,815	3,652
Shares redeemed	(8,595)	(6,144)	(56,322)	(43,427)
Net increase (decrease)	9,453	588	$ 59,127	$ 4,603
Class T
Shares sold	2,526	3,480	$ 16,379	$ 24,742
Reinvestment of distributions	317	382	2,049	2,711
Shares redeemed	(3,788)	(5,613)	(24,703)	(39,832)
Net increase (decrease)	(945)	(1,751)	$ (6,275)	$ (12,379)
Class B
Shares sold	866	446	$ 5,609	$ 3,206
Reinvestment of distributions	46	39	299	280
Shares redeemed	(629)	(537)	(4,088)	(3,818)
Net increase (decrease)	283	(52)	$ 1,820	$ (332)
Class C
Shares sold	2,885	846	$ 18,675	$ 6,043
Reinvestment of distributions	82	53	536	379
Shares redeemed	(1,039)	(1,238)	(6,752)	(8,831)
Net increase (decrease)	1,928	(339)	$ 12,459	$ (2,409)
Investment Grade Bond
Shares sold	391,488	235,999	$ 2,540,236	$ 1,676,819
Reinvestment of distributions	55,275	71,069	356,433	504,629
Shares redeemed	(1,008,022)	(516,730)	(6,466,380)	(3,691,519)
Net increase (decrease)	(561,259)	(209,662)	$ (3,569,711)	$ (1,510,071)
Institutional Class
Shares sold	1,621	2,395	$ 10,522	$ 16,310
Reinvestment of distributions	166	212	1,078	1,503
Shares redeemed	(2,764)	(3,445)	(17,757)	(23,692)
Net increase (decrease)	(977)	(838)	$ (6,157)	$ (5,879)

Annual Report

13. 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.

Effective after the close of business on September 25, 2009, the Fidelity Corporate Bond 1-5 Year Central Fund ("1-5 Year"), a Fidelity Central Fund in which the Fund invests, was liquidated pursuant to a Plan of Liquidation and Dissolution approved by its Board of Directors. Under the plan, 1-5 Year distributed in-kind all of its net assets to its shareholders pro rata at its net asset value (NAV) per share as of the close of business on the liquidation date. As a result, the Fund received cash and securities, including accrued interest, of $137,142 in return for 1,323 shares of 1-5 Year. Because 1-5 Year was a partnership for federal income tax purposes, the liquidation generally was tax free to the Fund.

14. Credit Risk.

The Fund invests a portion of its assets, directly or indirectly, in structured securities of issuers backed by residential mortgage loans, credit card receivables and automotive loans. The value and related income of these securities is sensitive to changes in economic conditions, including delinquencies and/or defaults.

15. Merger Information.

On November 21, 2008, the Fund acquired all of the assets and assumed all of the liabilities (other than any deferred, accrued or prepaid expenses) of Capital One Total Return Bond Fund pursuant to an agreement and plan of reorganization approved by the Board of Trustees on June 19, 2008. The acquisition was accomplished by an exchange of 5,452 shares of Class A of the Fund for 3,655 shares then outstanding (value at $9.23 per share) of Capital One Total Return Bond Fund. The reorganization qualified as a tax-free reorganization for federal income tax purposes with no gain or loss recognized to the funds or their shareholders. The Capital One Total Return Bond Fund's net assets were combined with the Fund's net assets of $8,459,080 for total net assets after the acquisition of $8,492,830.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Fixed-Income Trust and the Shareholders of Fidelity Investment Grade Bond Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Investment Grade Bond Fund (a fund of Fidelity Fixed-Income Trust) at August 31, 2009, 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 periods indicated then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Investment Grade Bond Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with 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 are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at August 31, 2009 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

October 26, 2009

Annual Report

Trustees and Officers

The Trustees and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 187 funds advised by FMR or an affiliate. Mr. Curvey oversees 407 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd 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.

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, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation
Abigail P. Johnson (47)
	Year of Election or Appointment: 2009 Ms. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Ms. Johnson serves as President of Personal and Workplace Investing (2005-present). Ms. Johnson is a Director 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.
James C. Curvey (74)
	Year of Election or Appointment: 2007 Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-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.

* 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.

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, Age; Principal Occupation
Albert R. Gamper, Jr. (67)
	Year of Election or Appointment: 2006 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. Mr. Gamper currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities), a member of the Board of Trustees, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System. Previously, Mr. Gamper served as Chairman of the Board of Governors, Rutgers University (2004-2007).
Arthur E. Johnson (62)
	Year of Election or Appointment: 2008 Mr. Johnson serves as a member of the Board of Directors of Eaton Corporation (diversified power management, 2009-present) and AGL Resources, Inc. (holding company). Previously, Mr. Johnson served as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor, 1999-2009), and on the Board of Directors of IKON Office Solutions, Inc. (1999-2008). Mr. Arthur E. Johnson and Ms. Abigail P. Johnson are not related.
Michael E. Kenneally (55)
	Year of Election or Appointment: 2009 Mr. Kenneally also serves as Trustee (2009-present) or Member of the Advisory Board (2008-present) of other Fidelity Fixed Income and Asset Allocation Funds. Previously, Mr. Kenneally served as Chairman and Global Chief Executive Officer of Credit Suisse Asset Management (2003-2005). Mr. Kenneally was a Director of The Credit Suisse Funds (U.S. Mutual Fund, 2004-2008) and was awarded the Chartered Financial Analyst (CFA) designation in 1991.
James H. Keyes (68)
	Year of Election or Appointment: 2007 Mr. Keyes serves as a member of the Boards of Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines) and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions). Previously, Mr. Keyes served as a member of the Board of LSI Logic Corporation (semiconductor technologies, 1984-2008).
Marie L. Knowles (62)
	Year of Election or Appointment: 2001 Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. Ms. Knowles currently serves as a Director of McKesson Corporation (healthcare service). Ms. Knowles is an Honorary Trustee of the Brookings Institution and 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 and the Foundation Board of the School of Architecture at the University of Virginia (2007-present). Previously, Ms. Knowles served as a Director of Phelps Dodge Corporation (copper mining and manufacturing, 1994-2007).
Kenneth L. Wolfe (70)
	Year of Election or Appointment: 2005 Mr. Wolfe served as Chairman and a Director (2007-2009) and Chairman and Chief Executive Officer of Hershey Foods Corporation, and as a member of the Boards of Adelphia Communications Corporation (telecommunications, 2003-2006), Bausch & Lomb, Inc. (medical/pharmaceutical, 1993-2007), and Revlon, Inc. (2004-2009).

Annual Report

Executive Officers:

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

Name, Age; Principal Occupation
John R. Hebble (51)
	Year of Election or Appointment: 2008 President and Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Hebble also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments.
Boyce I. Greer (53)
	Year of Election or Appointment: 2005 or 2006 Vice President of Fidelity's Fixed Income Funds (2006) and Asset Allocation Funds (2005). Mr. Greer is also a Trustee of other investment companies advised by FMR. Mr. Greer is President of the Asset Allocation Division (2008-present), President and a Director of Strategic Advisers, Inc. (2008-present), President and a Director of Fidelity Investments Money Management, Inc. (2007-present), and an Executive Vice President of FMR and FMR Co., Inc. (2005-present). Previously, Mr. Greer served as a Director and Managing Director of Strategic Advisers, Inc. (2002-2005).
Christopher P. Sullivan (55)
	Year of Election or Appointment: 2009 Vice President of Fidelity's Bond Funds. Mr. Sullivan also serves as President of Fidelity's Bond Group (2009-present). Previously, Mr. Sullivan served as Managing Director, Co-Head of U.S. Fixed Income at Goldman Sachs Asset Management (2001-2009).
Scott C. Goebel (41)
	Year of Election or Appointment: 2008 Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).
Holly C. Laurent (55)
	Year of Election or Appointment: 2008 Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).
Christine Reynolds (50)
	Year of Election or Appointment: 2008 Chief Financial Officer of the Fidelity 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).
Michael H. Whitaker (42)
	Year of Election or Appointment: 2008 Chief Compliance Officer of Fidelity's Fixed Income and Asset Allocation 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.
Jeffrey S. Christian (47)
	Year of Election or Appointment: 2009 Deputy Treasurer of the Fidelity funds. Mr. Christian also serves as Chief Financial Officer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments. Previously, Mr. Christian served as Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009) and as Vice President of Business Analysis (2003-2004).
Bryan A. Mehrmann (48)
	Year of Election or Appointment: 2005 Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).
Stephanie J. Dorsey (40)
	Year of Election or Appointment: 2008 Deputy Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Ms. Dorsey is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.
Paul M. Murphy (62)
	Year of Election or Appointment: 2007 Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).
Kenneth B. Robins (40)
	Year of Election or Appointment: 2009 Assistant Treasurer of the Fidelity Fixed Income and Asset Allocation Funds. Mr. Robins also serves as President and Treasurer of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).
Gary W. Ryan (51)
	Year of Election or Appointment: 2005 Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

A total of 2.01% 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 $268,520,752 of distributions paid during the period January 1, 2009 to August 31, 2009 as qualifying to be taxed as interest-related dividends for nonresident alien shareholders.

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on July 15, 2009. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1
To elect a Board of Trustees.A
	# of Votes	% of Votes
James C. Curvey
Affirmative	29,535,490,304.51	95.434
Withheld	1,412,983,688.53	4.566
TOTAL	30,948,473,993.04	100.000
Albert R. Gamper, Jr.
Affirmative	29,631,645,146.15	95.745
Withheld	1,316,828,846.89	4.255
TOTAL	30,948,473,993.04	100.000
Abigail P. Johnson
Affirmative	29,481,082,358.76	95.259
Withheld	1,467,391,634.28	4.741
TOTAL	30,948,473,993.04	100.000
Arthur E. Johnson
Affirmative	29,601,580,051.86	95.648
Withheld	1,346,893,941.18	4.352
TOTAL	30,948,473,993.04	100.000
Michael E. Kenneally
Affirmative	29,688,902,929.52	95.930
Withheld	1,259,571,063.52	4.070
TOTAL	30,948,473,993.04	100.000
James H. Keyes
Affirmative	29,647,356,020.99	95.796
Withheld	1,301,117,972.05	4.204
TOTAL	30,948,473,993.04	100.000
Marie L. Knowles
Affirmative	29,665,215,088.51	95.854
Withheld	1,283,258,904.53	4.146
TOTAL	30,948,473,993.04	100.000
Kenneth L. Wolfe
Affirmative	29,580,330,647.68	95.579
Withheld	1,368,143,345.36	4.421
TOTAL	30,948,473,993.04	100.000
PROPOSAL 2
To amend the Declaration of Trust to reduce the required quorum for future shareholder meetings.A
	# of Votes	% of Votes
Affirmative	22,342,326,668.95	72.192
Against	5,700,226,054.43	18.418
Abstain	2,112,037,717.17	6.825
Broker Non-Votes	793,883,552.49	2.565
TOTAL	30,948,473,993.04	100.000
PROPOSAL 3
For Fidelity Investment Grade Bond Fund, a shareholder proposal concerning "procedures to prevent holding investments in companies that, in the judgement of the Board, substantially contribute to genocide or crimes against humanity, the most egregious violations of human rights."
	# of Votes	% of Votes
Affirmative	533,669,832.89	16.669
Against	2,451,794,789.83	76.578
Abstain	116,980,179.32	3.655
Broker Non-Votes	99,215,159.14	3.098
TOTAL	3,201,659,961.18	100.000
A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Investment Grade Bond Fund

On May 21, 2009, the Board of Trustees, including the Independent Trustees (together, the Board), voted to continue the management contract and subadvisory agreements (together, the Advisory Contracts) for the fund for four months, through September 30, 2009, in connection with the reorganization of the Board's new meeting schedule. The Board considered that the contractual terms of and fees payable under the fund's Advisory Contracts involve no changes in (i) the investment process or strategies employed in the management of the fund's assets; (ii) the nature or level of services provided under the fund's Advisory Contracts; or (iii) the day-to-day management of the fund or the persons primarily responsible for such management. The Board concluded that the fund's Advisory Contracts are fair and reasonable, and that the fund's Advisory Contracts should be renewed, without modification, through September 30, 2009, with the understanding that the Board will consider their renewal in September 2009.

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

Fidelity Research & Analysis Company

Fidelity Investments Money
Management, Inc.

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.

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

Fidelity Management & Research
(Japan) Inc.

Fidelity Management & Research
(Hong Kong) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

JPMorgan Chase Bank

New York, NY

AIGB-UANN-1009
1.784723.107

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor
Investment Grade Bond
Fund - Institutional Class

Annual Report

August 31, 2009

Institutional Class is a
class of Fidelity® Investment
Grade Bond Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message	<Click Here>	The Chairman's message to shareholders.
Performance	<Click Here>	How the fund has done over time.
Management's Discussion	<Click Here>	The manager's review of fund performance, strategy and outlook.
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>
Proxy Voting Results	<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.

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Abigail_P_Johnson)

Dear Shareholder:

We've seen a welcome uptick in the global equity markets this spring and summer, as signs of stabilization in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

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

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

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

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

Sincerely,

/s/Abigail P. Johnson

Abigail P. Johnson

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' 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 August 31, 2009	Past 1 year	Past 5 years	Past 10 years
Institutional Class A	5.16%	3.05%	5.27%

^A The initial offering of Institutional Class shares took place on August 27, 2002. Returns prior to August 27, 2002 are those of Investment Grade Bond, the original class of the fund.

$10,000 Over Past 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor Investment Grade Bond Fund - Institutional Class on August 31, 1999. The chart shows how the value of the investment would have changed, and also shows how the Barclays Capital U.S. Aggregate Bond Index performed over the same period. The initial offering of Institutional Class took place on August 27, 2002. See above for additional information regarding the performance of Institutional Class.

Annual Report

Management's Discussion of Fund Performance

Market Recap: While the positive returns of taxable bonds were more encouraging than the negative returns posted by major equity indexes for the year ending August 31, 2009, fixed-income securities rode their own wave of volatility. As the credit crisis resulting from a meltdown in the subprime mortgage market deepened in the beginning of the period, bond investors fled from lower-quality debt instruments and flocked to those with backing from the U.S. government. With government interventions around the world beginning to take root in the later months of the period, however, credit conditions improved and signs of stabilization among certain economic indicators emerged, eliciting greater demand for risk. Consequently, bonds further out on the risk spectrum boasted the largest returns. For the year overall, U.S. investment-grade bonds gained 7.94%, as measured by the Barclays Capital U.S. Aggregate Bond Index.

Comments from Jeffrey Moore, Portfolio Manager of Fidelity Advisor Investment Grade Bond Fund: The fund trailed its benchmark for the year, although very strong results thus far in 2009 helped us close much of the gap. For the 12 months ending August 31, 2009, the fund's Institutional Class shares gained 5.16%, lagging the Barclays Capital U.S. Aggregate Bond Index. As I review performance, I'll address the aggregate of my direct investments and those I made in Fidelity's fixed-income central funds. The biggest detractor by far from relative performance versus the index was an allocation to Fidelity® Ultra-Short Central Fund - an internal pool of short-term assets, including poorly performing securitized products - during the first half of the period. Disappointing security selection in mortgage-backed securities detracted as well. The fund benefited from an underweighting in conventional U.S. Treasury bonds, which lagged the index, even though my investment in Treasury Inflation-Protected Bonds (TIPS) proved too early in terms of inflation expectations. Two significant positives for the fund were favorable security selection and a large overweighting in corporate bonds. This sector benefited as credit spreads narrowed from all-time wide levels - indicating investors' increased willingness to assume risk - during the second half of the period. An out-of-index allocation to collateralized mortgage obligations also contributed. Lastly, in terms of the fund's structure, we significantly reduced our exposure to Fidelity's central funds during the period - including no longer owning Ultra-Short Central - while still maintaining many of the same securities via direct holdings.

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, 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 (March 1, 2009 to August 31, 2009).

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. 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. 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	Beginning Account Value March 1, 2009	Ending Account Value August 31, 2009	Expenses Paid During Period* March 1, 2009 to August 31, 2009
Class A	.79%
Actual		$ 1,000.00	$ 1,117.00	$ 4.22
HypotheticalA		$ 1,000.00	$ 1,021.22	$ 4.02
Class T	.81%
Actual		$ 1,000.00	$ 1,118.50	$ 4.33
HypotheticalA		$ 1,000.00	$ 1,021.12	$ 4.13
Class B	1.51%
Actual		$ 1,000.00	$ 1,112.80	$ 8.04
HypotheticalA		$ 1,000.00	$ 1,017.59	$ 7.68
Class C	1.53%
Actual		$ 1,000.00	$ 1,112.70	$ 8.15
HypotheticalA		$ 1,000.00	$ 1,017.49	$ 7.78
Investment Grade Bond	.47%
Actual		$ 1,000.00	$ 1,118.70	$ 2.51
HypotheticalA		$ 1,000.00	$ 1,022.84	$ 2.40
Institutional Class	.53%
Actual		$ 1,000.00	$ 1,118.20	$ 2.83
HypotheticalA		$ 1,000.00	$ 1,022.53	$ 2.70

^A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (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.

Annual Report

Investment Changes (Unaudited)

Quality Diversification (% of fund's net assets)
As of August 31, 2009		As of February 28, 2009
	U.S. Government and U.S. Government Agency Obligations 63.9%		U.S. Government and U.S. Government Agency Obligations 64.2%
	AAA 8.2%		AAA 10.8%
	AA 3.0%		AA 3.2%
	A 11.0%		A 8.8%
	BBB 19.3%		BBB 17.8%
	BB and Below 5.5%		BB and Below 5.1%
	Not Rated 0.1%		Not Rated 0.3%
	Short-Term Investments and Net Other Assets† (11.0)%		Short-Term Investments and Net Other Assets† (10.2)%

We have used ratings from Moody's® Investors Services, Inc. Where Moody's ratings are not available, we have used S&P® ratings. All ratings are as of the report date and do not reflect subsequent downgrades. The information in the above table is based on the combined investments of the fund and its pro-rata share of the investments in each non-money market Fidelity Central Fund.

Weighted Average Maturity as of August 31, 2009
		6 months ago
Years	5.9	6.1

The weighted average maturity is based on the dollar-weighted average length of time until principal payments are expected or until securities reach maturity, taking into account any maturity shortening feature such as a call, refunding or redemption provision.

Duration as of August 31, 2009
		6 months ago
Years	4.1	3.8

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

Asset Allocation (% of fund's net assets)
As of August 31, 2009*			As of February 28, 2009**
	Corporate Bonds 34.1%			Corporate Bonds 30.7%
	U.S. Government and U.S. Government Agency Obligations 63.9%			U.S. Government and U.S. Government Agency Obligations 64.2%
	Asset-Backed Securities 2.2%			Asset-Backed Securities 4.5%
	CMOs and Other Mortgage Related Securities 9.7%			CMOs and Other Mortgage Related Securities 10.6%
	Municipal Bonds 0.8%			Municipal Bonds 0.0%
	Other Investments 0.3%			Other Investments 0.2%
	Short-Term Investments and Net Other Assets† (11.0)%			Short-Term Investments and Net Other Assets† (10.2)%
* Foreign investments		7.1%	** Foreign investments		6.4%
* Futures and Swaps		3.7%	** Futures and Swaps		1.4%

^†Short-Term Investments and Net Other Assets are not included in the pie chart.

A holdings listing for the Fund, which presents direct holdings as well as the pro-rata share of any securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at fidelity.com and/or advisor.fidelity.com, as applicable.

Annual Report

Investments August 31, 2009

Showing Percentage of Net Assets

Nonconvertible Bonds - 30.0%
	Principal Amount (000s)		Value (000s)
CONSUMER DISCRETIONARY - 2.4%
Diversified Consumer Services - 0.2%
Cornell University 5.45% 2/1/19	$ 8,260		$ 9,006
Trustees of Dartmouth College 4.75% 6/1/19	1		1
			9,007
Household Durables - 0.1%
Fortune Brands, Inc.:
5.875% 1/15/36	1,620		1,355
6.375% 6/15/14	7,400		7,562
			8,917
Media - 2.1%
AOL Time Warner, Inc. 6.75% 4/15/11	13,204		14,037
Comcast Corp.:
4.95% 6/15/16	9,366		9,499
6.55% 7/1/39	6,000		6,496
COX Communications, Inc.:
6.25% 6/1/18 (f)	1,496		1,592
6.45% 12/1/36 (f)	8,387		8,604
6.95% 6/1/38 (f)	4,154		4,539
Liberty Media Corp.:
5.7% 5/15/13	5,015		4,764
8.25% 2/1/30	11,272		8,567
News America Holdings, Inc. 7.75% 12/1/45	3,549		3,717
News America, Inc.:
6.15% 3/1/37	3,755		3,627
6.2% 12/15/34	2,696		2,616
6.9% 3/1/19 (f)	16,509		18,598
Time Warner Cable, Inc.:
5.85% 5/1/17	21,110		22,169
6.75% 7/1/18	4,588		5,068
Viacom, Inc.:
4.375% 9/15/14	7,082		7,093
6.125% 10/5/17	5,422		5,731
6.75% 10/5/37	5,000		5,237
			131,954
TOTAL CONSUMER DISCRETIONARY			149,878
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
CONSUMER STAPLES - 1.5%
Beverages - 0.6%
Anheuser-Busch InBev Worldwide, Inc.:
5.375% 11/15/14 (f)	$ 5,675		$ 6,044
6.875% 11/15/19 (f)	10,600		11,857
8.2% 1/15/39 (f)	6,431		8,159
Diageo Capital PLC 5.2% 1/30/13	1,782		1,903
FBG Finance Ltd. 5.125% 6/15/15 (f)	6,502		6,660
			34,623
Food & Staples Retailing - 0.1%
CVS Caremark Corp. 6.302% 6/1/37 (l)	8,461		6,684
Food Products - 0.2%
Kraft Foods, Inc.:
4.125% 11/12/09	3,752		3,778
6% 2/11/13	5,827		6,339
6.25% 6/1/12	3,588		3,946
			14,063
Tobacco - 0.6%
Altria Group, Inc.:
9.25% 8/6/19	6,587		7,950
9.7% 11/10/18	6,979		8,537
Reynolds American, Inc.:
6.75% 6/15/17	8,918		9,087
7.25% 6/15/37	13,136		12,634
			38,208
TOTAL CONSUMER STAPLES			93,578
ENERGY - 3.7%
Energy Equipment & Services - 0.5%
BJ Services Co. 6% 6/1/18	8,410		8,297
DCP Midstream LLC:
6.75% 9/15/37 (f)	4,304		4,031
9.75% 3/15/19 (f)	3,394		4,035
Transocean Ltd. 6% 3/15/18	2,950		3,142
Weatherford International Ltd.:
6% 3/15/18	3,333		3,400
9.625% 3/1/19	4,130		5,017
			27,922
Oil, Gas & Consumable Fuels - 3.2%
Anadarko Finance Co. 6.75% 5/1/11	4,328		4,592
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
ENERGY - continued
Oil, Gas & Consumable Fuels - continued
Anadarko Petroleum Corp. 5.95% 9/15/16	$ 17,384		$ 18,078
Canadian Natural Resources Ltd.:
5.7% 5/15/17	4,230		4,430
5.9% 2/1/18	1,670		1,772
ConocoPhillips:
4.4% 5/15/13	29,500		30,985
5.75% 2/1/19	12,019		13,161
Duke Energy Field Services 7.875% 8/16/10	4,472		4,683
Nakilat, Inc. 6.067% 12/31/33 (f)	7,325		6,099
National Gas Co. of Trinidad & Tobago Ltd. 6.05% 1/15/36 (f)	3,531		2,755
Nexen, Inc.:
5.05% 11/20/13	2,950		3,030
5.875% 3/10/35	6,230		5,479
6.4% 5/15/37	4,561		4,220
Pemex Project Funding Master Trust 1.25% 12/3/12 (f)(l)	7,003		6,688
Petro-Canada:
6.05% 5/15/18	2,460		2,549
6.8% 5/15/38	6,080		6,435
Petroleos Mexicanos 8% 5/3/19 (f)	452		509
Ras Laffan Liquid Natural Gas Co. Ltd. III:
4.5% 9/30/12 (f)	3,501		3,588
5.5% 9/30/14 (f)	4,894		5,064
6.75% 9/30/19 (f)	3,203		3,348
Spectra Energy Capital, LLC 5.65% 3/1/20	4,574		4,635
Suncor Energy, Inc.:
6.1% 6/1/18	7,564		7,923
6.5% 6/15/38	1,513		1,538
6.85% 6/1/39	6,652		7,108
Talisman Energy, Inc. yankee 6.25% 2/1/38	6,626		6,510
TEPPCO Partners LP:
6.65% 4/15/18	6,856		7,391
7.55% 4/15/38	5,906		6,896
Texas Eastern Transmission LP 6% 9/15/17 (f)	13,001		13,986
Transcontinental Gas Pipe Line Corp. 6.4% 4/15/16	2,389		2,613
Valero Energy Corp. 6.625% 6/15/37	3,387		2,944
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
ENERGY - continued
Oil, Gas & Consumable Fuels - continued
XTO Energy, Inc.:
5.9% 8/1/12	$ 3,748		$ 4,054
6.25% 8/1/17	5,897		6,344
			199,407
TOTAL ENERGY			227,329
FINANCIALS - 13.1%
Capital Markets - 3.2%
Bear Stearns Companies, Inc. 6.95% 8/10/12	12,738		14,232
BlackRock, Inc. 6.25% 9/15/17	7,576		7,969
Goldman Sachs Group, Inc.:
5.45% 11/1/12	2,879		3,069
5.95% 1/18/18	6,036		6,284
6% 5/1/14	9,400		10,135
6.15% 4/1/18	5,599		5,910
6.75% 10/1/37	11,200		11,213
7.5% 2/15/19	8,466		9,747
Janus Capital Group, Inc. 6.125% 9/15/11 (d)	968		959
JPMorgan Chase Capital XVII 5.85% 8/1/35	2,280		1,924
JPMorgan Chase Capital XX 6.55% 9/29/36	57,053		49,725
Lazard Group LLC:
6.85% 6/15/17	3,068		3,002
7.125% 5/15/15	9,694		9,738
Merrill Lynch & Co., Inc. 6.875% 4/25/18	14,040		14,336
Morgan Stanley:
0.8375% 1/9/14 (l)	23,857		22,075
6% 5/13/14	5,820		6,171
6.625% 4/1/18	10,000		10,685
7.3% 5/13/19	5,986		6,666
Northern Trust Corp. 4.625% 5/1/14	1,322		1,404
State Street Corp. 4.3% 5/30/14	1,120		1,174
			196,418
Commercial Banks - 1.6%
Bank of America NA:
5.3% 3/15/17	4,800		4,416
6% 10/15/36	4,808		4,451
Barclays Bank PLC 6.75% 5/22/19	7,265		7,960
BB&T Capital Trust IV 6.82% 6/12/77 (l)	720		598
Credit Suisse (Guernsey) Ltd. 5.86%	7,977		5,664
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Commercial Banks - continued
Credit Suisse First Boston 6% 2/15/18	$ 10,531		$ 10,831
Credit Suisse First Boston New York Branch 5% 5/15/13	5,741		6,095
Credit Suisse New York Branch 5.5% 5/1/14	7,054		7,581
DBS Bank Ltd. (Singapore) 0.66% 5/16/17 (f)(l)	800		712
Export-Import Bank of Korea 5.25% 2/10/14 (f)	4,263		4,256
Fifth Third Bancorp:
4.5% 6/1/18	2,092		1,546
8.25% 3/1/38	1,713		1,522
HBOS PLC 6.75% 5/21/18 (f)	3,829		3,193
HSBC Holdings PLC:
0.7775% 10/6/16 (l)	907		840
6.5% 5/2/36	6,767		6,978
6.5% 9/15/37	2,956		3,057
KeyBank NA 5.8% 7/1/14	1,725		1,662
Korea Development Bank 5.75% 9/10/13	4,034		4,115
Manufacturers & Traders Trust Co. 2.0969% 4/1/13 (f)(l)	572		465
PNC Funding Corp. 6.7% 6/10/19	3,985		4,365
Regions Bank 6.45% 6/26/37	1,888		1,344
Santander Issuances SA Unipersonal 0.9688% 6/20/16 (f)(l)	2,581		2,375
Sovereign Bank 2.1931% 8/1/13 (l)	1,297		1,233
Standard Chartered Bank 6.4% 9/26/17 (f)	13,386		13,016
Wachovia Corp. 4.875% 2/15/14	1,057		1,079
			99,354
Consumer Finance - 0.9%
Capital One Bank USA NA 8.8% 7/15/19	7,970		8,539
Capital One Financial Corp. 5.7% 9/15/11	3,508		3,620
Discover Financial Services 10.25% 7/15/19	4,681		5,127
SLM Corp.:
0.6638% 7/26/10 (l)	38,055		34,818
0.7338% 10/25/11 (l)	2,316		1,834
0.8038% 1/27/14 (l)	1,322		839
0.8294% 3/15/11 (l)	667		575
4.5% 7/26/10	1,372		1,313
5% 10/1/13	490		359
			57,024
Diversified Financial Services - 1.3%
Bank of America Corp. 5.75% 12/1/17	9,673		9,409
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Diversified Financial Services - continued
Citigroup, Inc.:
5.3% 10/17/12	$ 5,103		$ 5,155
5.5% 4/11/13	25,084		24,967
6.125% 5/15/18	11,840		11,133
8.5% 5/22/19	5,000		5,465
CME Group, Inc. 5.75% 2/15/14	2,967		3,243
Prime Property Funding, Inc.:
5.125% 6/1/15 (f)	7,691		5,449
5.5% 1/15/14 (f)	5,204		3,977
TECO Finance, Inc. 7% 5/1/12	6,735		7,112
ZFS Finance USA Trust II 6.45% 12/15/65 (f)(l)	4,425		3,850
ZFS Finance USA Trust IV 5.875% 5/9/62 (f)(l)	704		564
ZFS Finance USA Trust V 6.5% 5/9/67 (f)(l)	2,033		1,586
			81,910
Insurance - 2.3%
Allstate Corp.:
6.2% 5/16/14	7,535		8,205
7.45% 5/16/19	5,694		6,579
Assurant, Inc. 5.625% 2/15/14	5,039		5,153
Axis Capital Holdings Ltd. 5.75% 12/1/14	7,868		7,959
Great-West Life & Annuity Insurance Co. 7.153% 5/16/46 (f)(l)	13,028		10,292
Liberty Mutual Group, Inc.:
6.7% 8/15/16 (f)	9,346		8,606
10.75% 6/15/88 (f)(l)	5,039		4,434
Lincoln National Corp. 7% 5/17/66 (l)	1,398		923
Massachusetts Mutual Life Insurance Co. 8.875% 6/1/39 (f)	7,055		7,917
Merna Reinsurance Ltd. Series 2007-1 Class B, 2.3475% 6/30/12 (f)(l)	11,269		10,843
MetLife, Inc. 6.75% 6/1/16	5,620		6,148
Metropolitan Life Global Funding I:
5.125% 11/9/11 (f)	4,449		4,620
5.125% 4/10/13 (f)	7,041		7,244
5.125% 6/10/14 (f)	4,961		5,170
Monumental Global Funding II 5.65% 7/14/11 (f)	4,316		4,411
New York Life Global Funding 4.65% 5/9/13 (f)	5,732		5,937
Pacific Life Global Funding 5.15% 4/15/13 (f)	5,929		5,984
Pacific Life Insurance Co. 9.25% 6/15/39 (f)	9,450		10,024
Prudential Financial, Inc. 7.375% 6/15/19	2,170		2,358
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Insurance - continued
QBE Insurance Group Ltd. 5.647% 7/1/23 (f)(l)	$ 11,077		$ 8,964
Symetra Financial Corp. 6.125% 4/1/16 (f)	6,139		4,965
The Chubb Corp. 6.5% 5/15/38	2,676		3,047
			139,783
Real Estate Investment Trusts - 2.7%
AMB Property LP:
5.9% 8/15/13	5,685		5,296
6.3% 6/1/13	5,773		5,599
AvalonBay Communities, Inc.:
5.375% 4/15/14	1,839		1,849
5.5% 1/15/12	1,650		1,713
6.125% 11/1/12	2,759		2,917
Brandywine Operating Partnership LP:
5.625% 12/15/10	11,741		11,700
5.7% 5/1/17	810		678
5.75% 4/1/12	3,961		3,862
Camden Property Trust 5.875% 11/30/12	3,797		3,902
Colonial Properties Trust:
4.8% 4/1/11	451		436
5.5% 10/1/15	7,511		6,640
6.875% 8/15/12	2,950		2,913
Colonial Realty LP 6.05% 9/1/16	5,558		4,856
Developers Diversified Realty Corp.:
4.625% 8/1/10	575		556
5% 5/3/10	4,036		3,922
5.25% 4/15/11	4,835		4,569
5.375% 10/15/12	3,236		2,939
Duke Realty LP:
5.4% 8/15/14	6,313		5,936
5.5% 3/1/16	6,313		5,600
5.625% 8/15/11	2,867		2,896
5.875% 8/15/12	711		713
5.95% 2/15/17	1,643		1,478
6.25% 5/15/13	4,560		4,583
6.5% 1/15/18	6,346		5,838
Equity One, Inc.:
6% 9/15/17	4,047		3,545
6.25% 1/15/17	2,676		2,419
Federal Realty Investment Trust:
5.4% 12/1/13	2,879		2,834
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Real Estate Investment Trusts - continued
Federal Realty Investment Trust: - continued
6% 7/15/12	$ 1,979		$ 2,041
6.2% 1/15/17	1,522		1,425
HRPT Properties Trust:
5.75% 11/1/15	1,726		1,501
6.65% 1/15/18	3,835		3,350
Liberty Property LP:
5.5% 12/15/16	3,932		3,459
6.375% 8/15/12	2,724		2,811
6.625% 10/1/17	3,918		3,614
Mack-Cali Realty LP:
5.05% 4/15/10	5,396		5,412
7.75% 2/15/11	637		670
Reckson Operating Partnership LP:
5.15% 1/15/11	1,646		1,573
6% 3/31/16	1,534		1,245
Simon Property Group LP:
4.6% 6/15/10	4,956		5,054
5.1% 6/15/15	3,937		3,886
5.375% 6/1/11	2,103		2,163
5.75% 5/1/12	2,369		2,485
7.75% 1/20/11	1,327		1,399
Tanger Properties LP 6.15% 11/15/15	10,207		9,600
UDR, Inc. 5.5% 4/1/14	6,325		6,102
United Dominion Realty Trust, Inc. 5.25% 1/15/15	2,151		2,015
Washington (REIT) 5.95% 6/15/11	6,289		6,211
			166,205
Real Estate Management & Development - 0.5%
ERP Operating LP:
5.375% 8/1/16	1,769		1,696
5.5% 10/1/12	7,317		7,636
5.75% 6/15/17	9,030		8,751
6.625% 3/15/12	1,392		1,471
Post Apartment Homes LP 6.3% 6/1/13	6,814		6,663
Regency Centers LP 6.75% 1/15/12	7,337		7,309
			33,526
Thrifts & Mortgage Finance - 0.6%
Bank of America Corp.:
6.5% 8/1/16	6,800		7,007
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Thrifts & Mortgage Finance - continued
Bank of America Corp.: - continued
7.375% 5/15/14	$ 24,420		$ 26,774
7.625% 6/1/19	4,600		5,065
Independence Community Bank Corp. 2.6688% 6/20/13 (l)	1,646		1,497
			40,343
TOTAL FINANCIALS			814,563
HEALTH CARE - 0.2%
Health Care Providers & Services - 0.2%
Express Scripts, Inc.:
5.25% 6/15/12	5,308		5,630
6.25% 6/15/14	3,144		3,436
7.25% 6/15/19	2,036		2,361
			11,427
INDUSTRIALS - 1.1%
Airlines - 1.0%
American Airlines, Inc. pass-thru trust certificates:
7.324% 4/15/11	7,983		7,983
7.858% 4/1/13	15,375		14,683
Continental Airlines, Inc. 6.545% 8/2/20	1,941		1,844
Delta Air Lines, Inc. pass-thru trust certificates:
6.821% 8/10/22	7,749		6,936
7.57% 11/18/10	12,844		12,523
U.S. Airways pass-thru trust certificates:
6.85% 7/30/19	3,912		3,012
8.36% 7/20/20	11,912		9,887
United Air Lines, Inc. pass-thru trust certificates:
6.071% 9/1/14	92		92
6.602% 9/1/13	165		162
7.032% 4/1/12	756		748
7.186% 10/1/12	1,878		1,854
7.811% 4/1/11	2,897		3,476
			63,200
Building Products - 0.0%
Masco Corp. 0.9388% 3/12/10 (l)	2,119		2,081
Road & Rail - 0.0%
Canadian Pacific Railway Co. 5.95% 5/15/37	584		559
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
INDUSTRIALS - continued
Transportation Infrastructure - 0.1%
BNSF Funding Trust I 6.613% 12/15/55 (l)	$ 3,739		$ 3,290
TOTAL INDUSTRIALS			69,130
INFORMATION TECHNOLOGY - 0.5%
Communications Equipment - 0.1%
Cisco Systems, Inc. 4.95% 2/15/19	1,557		1,625
Electronic Equipment & Components - 0.2%
Tyco Electronics Group SA:
5.95% 1/15/14	5,883		5,975
6.55% 10/1/17	5,174		5,141
7.125% 10/1/37	2,599		2,599
			13,715
Semiconductors & Semiconductor Equipment - 0.2%
Chartered Semiconductor Manufacturing Ltd.:
5.75% 8/3/10	5,797		5,741
6.375% 8/3/15	6,283		5,701
National Semiconductor Corp. 0.8794% 6/15/10 (l)	2,459		2,369
			13,811
TOTAL INFORMATION TECHNOLOGY			29,151
MATERIALS - 1.6%
Chemicals - 0.6%
Dow Chemical Co.:
7.6% 5/15/14	20,383		22,010
8.55% 5/15/19	8,100		8,823
9.4% 5/15/39	8,297		10,069
			40,902
Metals & Mining - 1.0%
Anglo American Capital PLC 9.375% 4/8/19 (f)	5,678		6,643
BHP Billiton Financial USA Ltd.:
5.5% 4/1/14	4,311		4,694
6.5% 4/1/19	4,311		4,915
Corporacion Nacional del Cobre (Codelco) 6.375% 11/30/12 (f)	5,241		5,726
Rio Tinto Finance (USA) Ltd.:
5.875% 7/15/13	7,171		7,619
6.5% 7/15/18	11,920		12,832
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
MATERIALS - continued
Metals & Mining - continued
Rio Tinto Finance (USA) Ltd.: - continued
7.125% 7/15/28	$ 10,526		$ 11,135
8.95% 5/1/14	6,462		7,531
			61,095
TOTAL MATERIALS			101,997
TELECOMMUNICATION SERVICES - 2.3%
Diversified Telecommunication Services - 1.6%
AT&T, Inc. 6.8% 5/15/36	10,394		11,561
BellSouth Capital Funding Corp. 7.875% 2/15/30	7,524		9,038
Deutsche Telekom International Financial BV:
5.25% 7/22/13	4,127		4,396
5.875% 8/20/13	6,186		6,716
6.75% 8/20/18	3,463		3,910
Sprint Capital Corp.:
6.875% 11/15/28	5,823		4,236
7.625% 1/30/11	4,304		4,309
Telecom Italia Capital SA:
4.95% 9/30/14	6,637		6,850
5.25% 10/1/15	3,019		3,132
Telefonica Emisiones SAU:
5.855% 2/4/13	1,612		1,747
5.877% 7/15/19	4,972		5,409
6.221% 7/3/17	1,964		2,171
Verizon Communications, Inc.:
5.25% 4/15/13	4,363		4,703
6.1% 4/15/18	5,800		6,305
6.35% 4/1/19	25,295		28,089
			102,572
Wireless Telecommunication Services - 0.7%
Sprint Nextel Corp. 6% 12/1/16	12,603		10,587
Verizon Wireless Capital LLC 3.75% 5/20/11 (f)	28,041		28,954
Vodafone Group PLC 5.625% 2/27/17	1,742		1,837
			41,378
TOTAL TELECOMMUNICATION SERVICES			143,950
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
UTILITIES - 3.6%
Electric Utilities - 2.0%
AmerenUE 6.4% 6/15/17	$ 6,291		$ 6,895
Baltimore Gas & Electric Co. 6.125% 7/1/13	4,726		5,098
Cleveland Electric Illuminating Co. 5.65% 12/15/13	6,779		7,149
Commonwealth Edison Co. 5.4% 12/15/11	10,787		11,519
Duke Energy Carolinas LLC 6% 1/15/38	5,746		6,392
EDP Finance BV 6% 2/2/18 (f)	14,961		16,136
Exelon Corp. 4.9% 6/15/15	18,546		18,834
FirstEnergy Corp. 6.45% 11/15/11	2,835		3,097
Nevada Power Co. 6.5% 5/15/18	9,605		10,468
Oncor Electric Delivery Co. 6.375% 5/1/12	20,436		22,254
Pennsylvania Electric Co. 6.05% 9/1/17	6,168		6,569
PPL Capital Funding, Inc. 6.7% 3/30/67 (l)	9,216		7,188
			121,599
Gas Utilities - 0.1%
Southern Natural Gas Co. 5.9% 4/1/17 (f)	3,626		3,714
Independent Power Producers & Energy Traders - 0.5%
Duke Capital LLC 5.668% 8/15/14	7,906		8,246
Exelon Generation Co. LLC 5.35% 1/15/14	14,041		14,684
PPL Energy Supply LLC:
6.2% 5/15/16	3,175		3,298
6.5% 5/1/18	6,705		7,067
			33,295
Multi-Utilities - 1.0%
Dominion Resources, Inc.:
5.2% 8/15/19	6,231		6,426
7.5% 6/30/66 (l)	7,145		5,859
National Grid PLC 6.3% 8/1/16	15,626		16,894
NiSource Finance Corp.:
0.9769% 11/23/09 (l)	5,826		5,795
5.4% 7/15/14	1,746		1,747
5.45% 9/15/20	6,378		5,781
6.4% 3/15/18	10,710		10,764
Wisconsin Energy Corp. 6.25% 5/15/67 (l)	11,838		9,352
			62,618
TOTAL UTILITIES			221,226
TOTAL NONCONVERTIBLE BONDS (Cost $1,838,746)		1,862,229
U.S. Government and Government Agency Obligations - 24.2%
	Principal Amount (000s)		Value (000s)
U.S. Government Agency Obligations - 3.2%
Fannie Mae:
1.375% 4/28/11 (e)	$ 68,024		$ 68,527
2.5% 5/15/14 (e)	43,474		43,234
Freddie Mac:
1.625% 4/26/11	52,500		53,113
2.125% 3/23/12	29,913		30,350
TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS			195,224
U.S. Treasury Inflation Protected Obligations - 7.1%
U.S. Treasury Inflation-Indexed Notes:
0.625% 4/15/13	117,851		116,010
2% 4/15/12	6,147		6,288
2% 1/15/14 (i)	24,157		24,610
2.125% 1/15/19 (e)	65,283		67,200
2.375% 1/15/17 (i)	184,630		192,650
2.375% 1/15/27 (i)	2,299		2,354
2.625% 7/15/17	31,131		33,126
TOTAL U.S. TREASURY INFLATION PROTECTED OBLIGATIONS			442,238
U.S. Treasury Obligations - 13.9%
U.S. Treasury Bonds 6.25% 5/15/30	72,500		93,593
U.S. Treasury Notes:
1.75% 8/15/12	4,162		4,195
1.875% 6/15/12	8,170		8,277
2.625% 7/31/14	97,970		99,133
2.75% 10/31/13	396,418		407,577
2.75% 2/15/19	95,000		89,931
3.625% 8/15/19	36,500		37,184
4% 8/15/18	119,291		124,920
TOTAL U.S. TREASURY OBLIGATIONS			864,810
TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS (Cost $1,489,454)		1,502,272
U.S. Government Agency - Mortgage Securities - 21.7%
	Principal Amount (000s)		Value (000s)
Fannie Mae - 18.4%
4% 9/17/24 (g)	$ 2,000		$ 2,018
4% 9/1/39 (g)	19,000		18,572
4.019% 9/1/33 (l)	3,352		3,457
4.046% 8/1/35 (l)	1,974		2,026
4.275% 6/1/36 (l)	443		460
4.491% 11/1/35 (l)	16,563		17,277
4.5% 4/1/23	130		133
4.5% 9/17/24 (g)	20,000		20,555
4.5% 9/1/39 (g)	19,000		19,088
4.5% 9/14/39 (g)	58,000		58,270
4.601% 10/1/34 (l)	11,838		12,261
4.602% 5/1/35 (l)	16,049		16,706
4.62% 2/1/35 (l)	6,408		6,659
4.62% 9/1/35 (l)	5,849		6,040
5% 4/1/18 to 6/1/38 (h)	154,653		159,671
5% 9/17/24 (g)	33,000		34,382
5% 9/1/39 (g)(h)	30,000		30,776
5.175% 4/1/36 (l)	10,949		11,396
5.5% 9/17/24 (g)	13,000		13,675
5.5% 12/1/30 to 12/1/38 (h)	291,841		305,019
5.5% 9/1/39 (g)(h)	74,000		76,982
5.564% 7/1/37 (l)	1,425		1,493
5.82% 7/1/46 (l)	17,491		18,393
6% 3/1/16 to 11/1/38	65,658		69,286
6% 9/14/39 (g)(h)	175,000		184,078
6.004% 4/1/36 (l)	1,020		1,075
6.106% 4/1/36 (l)	2,507		2,651
6.319% 4/1/36 (l)	1,104		1,172
6.5% 9/1/39 (g)	1,000		1,069
6.5% 9/14/39 (g)	41,000		43,842
TOTAL FANNIE MAE			1,138,482
Freddie Mac - 0.8%
3.908% 8/1/35 (l)	9,451		9,693
4.472% 10/1/34 (l)	5,021		5,187
4.549% 4/1/35 (l)	13,275		13,729
4.638% 4/1/35 (l)	10,579		10,931
4.661% 1/1/36 (l)	2,990		3,088
4.727% 7/1/35 (l)	3,842		3,959
5.669% 10/1/35 (l)	739		782
U.S. Government Agency - Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Freddie Mac - continued
5.919% 6/1/36 (l)	$ 2,463		$ 2,580
6.103% 6/1/36 (l)	1,212		1,269
TOTAL FREDDIE MAC			51,218
Government National Mortgage Association - 2.5%
5.5% 12/20/28 to 12/20/38	148,814		156,083
5.5% 9/21/39 (g)	1,000		1,044
TOTAL GOVERNMENT NATIONAL MORTGAGE ASSOCIATION			157,127
TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES (Cost $1,310,645)		1,346,827
Asset-Backed Securities - 2.2%
Accredited Mortgage Loan Trust Series 2005-1 Class M1, 0.7356% 4/25/35 (l)	1,444		767
ACE Securities Corp. Series 2006-NC2:
Class M7, 1.0156% 7/25/36 (l)	661		1
Class M8, 1.1156% 7/25/36 (l)	29		0*
ACE Securities Corp. Home Equity Loan Trust:
Series 2004-HE1:
Class M1, 0.7656% 2/25/34 (l)	223		204
Class M2, 1.3656% 2/25/34 (l)	275		109
Series 2005-HE2 Class M2, 0.7156% 4/25/35 (l)	208		180
Series 2005-SD1 Class A1, 0.6656% 11/25/50 (l)	20		19
Series 2006-HE2:
Class M3, 0.6056% 5/25/36 (l)	287		5
Class M4, 0.6656% 5/25/36 (l)	86		1
Series 2006-OP1:
Class M4, 0.6356% 4/25/36 (l)	135		4
Class M5, 0.6556% 4/25/36 (l)	128		3
Advanta Business Card Master Trust:
Series 2006-A6 Class A6, 0.3025% 9/20/13 (l)	2,141		2,056
Series 2006-C1 Class C1, 0.7525% 10/20/14 (l)	471		14
Series 2007-A4 Class A4, 0.3025% 4/22/13 (l)	1,907		1,830
Series 2007-D1 Class D, 1.6725% 1/22/13 (f)(l)	6,136		123
Airspeed Ltd. Series 2007-1A Class C1, 2.7728% 6/15/32 (f)(l)	6,435		2,477
ALG Student Loan Trust I Series 2006-1 Class A1, 1.0825% 10/28/18 (f)(l)	517		515
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
AmeriCredit Automobile Receivables Trust:
Series 2005-DA Class A4, 5.02% 11/6/12	$ 183		$ 185
Series 2006-1 Class B1, 5.2% 3/6/11	50		50
AmeriCredit Prime Automobile Receivables Trust:
Series 2007-1:
Class D, 5.62% 9/30/14	812		447
Class E, 6.96% 3/31/16 (f)	3,214		1,607
Series 2007-2M Class A3, 5.22% 4/8/10	210		214
Ameriquest Mortgage Securities, Inc. pass-thru certificates:
Series 2003-10 Class M1, 0.9656% 12/25/33 (l)	96		69
Series 2004-R11 Class M1, 0.9256% 11/25/34 (l)	454		210
Series 2004-R2 Class M3, 0.8156% 4/25/34 (l)	124		52
Series 2005-R2 Class M1, 0.7156% 4/25/35 (l)	1,638		1,160
Argent Securities, Inc. pass-thru certificates:
Series 2003-W7 Class A2, 0.6556% 3/1/34 (l)	38		10
Series 2004-W7:
Class M1, 0.8156% 5/25/34 (l)	1,012		488
Class M2, 0.8656% 5/25/34 (l)	851		599
Series 2006-W4 Class A2C, 0.4256% 5/25/36 (l)	1,231		375
Asset Backed Funding Corp. Series 2006-OPT2 Class M7, 1.0456% 10/25/36 (l)	948		15
Asset Backed Securities Corp. Home Equity Loan Trust:
Series 2004-HE2 Class M1, 0.8156% 4/25/34 (l)	2,117		1,120
Series 2004-HE6 Class A2, 0.6256% 6/25/34 (l)	331		169
Series 2006-HE2 Class M1, 0.6356% 3/25/36 (l)	149		5
Axon Financial Funding Ltd. Series 2007-1A Class A1, 5.96% 4/4/17 (c)(f)(l)	5,160		0*
Bank of America Credit Card Master Trust Series 2006-HE7 Class B4, 0.3528% 3/15/12 (l)	2,723		2,717
Bear Stearns Asset Backed Securities I Trust Series 2005-3 Class A1, 0.7156% 9/25/35 (l)	74		54
BMW Floorplan Master Owner Trust Series 2006-1A Class B, 0.3628% 9/17/11 (f)(l)	212		212
Brazos Higher Education Authority, Inc. Student Loan Rev. Series 2006 A2R, 5.03% 12/1/41	998		878
Brazos Higher Education Authority, Inc. Series 2006-2 Class A9, 0.6175% 12/26/24 (l)	1,821		1,702
C-BASS Trust Series 2006-CB7 Class A2, 0.3256% 10/25/36 (l)	556		505
Capital Auto Receivables Asset Trust:
Series 2006-1:
Class B, 5.26% 10/15/10	364		365
Class D, 7.16% 1/15/13 (f)	2,475		2,277
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Capital Auto Receivables Asset Trust: - continued
Series 2006-2:
Class B, 5.07% 12/15/11	$ 1,265		$ 1,282
Class C, 5.31% 6/15/12	930		907
Series 2007-1 Class C, 5.38% 11/15/12	331		266
Series 2007-SN1 Class D, 6.05% 1/17/12	162		150
Capital One Auto Finance Trust:
Series 2005-BSS Class D, 4.8% 9/15/12	685		686
Series 2006-C:
Class A3A, 5.07% 7/15/11	17		17
Class A3B, 0.2828% 7/15/11 (l)	60		60
Series 2007-B Class A3A, 5.03% 4/15/12	426		430
Capital One Multi-Asset Execution Trust Series 2007-C3 Class C3, 0.5628% 4/15/13 (f)(l)	2,306		2,217
Capital Trust Ltd. Series 2004-1:
Class A2, 0.7225% 7/20/39 (f)(l)	363		73
Class B, 1.0225% 7/20/39 (f)(l)	355		43
Class C, 1.3725% 7/20/39 (f)(l)	456		36
CarMax Auto Owner Trust Series 2007-2 Class C, 5.61% 11/15/13	670		603
Carrington Mortgage Loan Trust:
Series 2006-FRE1 Class M1, 0.5656% 7/25/36 (l)	905		32
Series 2006-NC2 Class M7, 1.1156% 6/25/36 (l)	572		10
Series 2006-NC3 Class M10, 2.2656% 8/25/36 (f)(l)	855		14
Series 2006-NC4 Class M1, 0.5656% 10/25/36 (l)	127		4
Series 2006-RFC1 Class M9, 2.1356% 5/25/36 (l)	251		6
Series 2007-RFC1 Class A3, 0.4056% 12/25/36 (l)	1,429		376
Cendant Timeshare Receivables Funding LLC:
Series 2005 1A Class 2A2, 0.4525% 5/20/17 (f)(l)	176		141
Series 2005-1A Class A1, 4.67% 5/20/17 (f)	398		311
Chase Issuance Trust Series 2004-3 Class C, 0.7428% 6/15/12 (l)	421		419
CIT Equipment Collateral Trust Series 2006-VT2 Class D, 5.46% 4/20/14	217		193
Citigroup Mortgage Loan Trust Series 2007-AMC4 Class M1, 0.5356% 5/25/37 (l)	607		19
Countrywide Asset-Backed Certificates Trust:
Series 2006-13 Class 1AF1, 0.3856% 1/25/37 (l)	4		4
Series 2007-11 Class 2A1, 0.3256% 6/25/47 (l)	91		87
Series 2007-4 Class A1A, 0.3856% 9/25/37 (l)	535		503
Countrywide Home Loan Trust Series 2006-13 Class N, 7% 8/25/37 (f)	1,666		0*
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Countrywide Home Loans, Inc.:
Series 2004-3:
Class M1, 0.7656% 6/25/34 (l)	$ 687		$ 377
Class M4, 1.2356% 4/25/34 (l)	127		64
Series 2004-4 Class M2, 0.7956% 6/25/34 (l)	467		299
Series 2005-3 Class MV1, 0.6856% 8/25/35 (l)	1,621		1,474
Series 2005-AB1 Class A2, 0.4756% 8/25/35 (l)	286		263
CPS Auto Receivables Trust:
Series 2006-D:
Class A3, 5.157% 5/15/11 (f)	31		31
Class A4, 5.115% 8/15/13 (f)	731		716
Series 2007-B Class A3, 5.47% 11/15/11 (f)	210		210
Series 2007-C Class A3, 5.43% 5/15/12 (f)	169		169
DB Master Finance LLC Series 2006-1 Class M1, 8.285% 6/20/31 (f)	3,272		2,865
Discover Card Master Trust I Series 2007-1 Class B, 0.3728% 8/15/12 (l)	2,306		2,263
Drive Auto Receivables Trust Series 2006-1 Class A4, 5.54% 12/16/13 (f)	1,480		1,463
Fannie Mae subordinate REMIC pass-thru certificates Series 2004-T5 Class AB3, 0.6603% 5/28/35 (l)	31		17
Fieldstone Mortgage Investment Corp.:
Series 2004-3 Class M5, 2.4406% 8/25/34 (l)	231		47
Series 2006-3 Class 2A3, 0.4256% 11/25/36 (l)	4,467		1,357
First Franklin Mortgage Loan Trust:
Series 2004-FF2 Class M3, 1.0906% 3/25/34 (l)	22		11
Series 2005-FF9 Class A3, 0.5456% 10/25/35 (l)	4,053		3,399
Series 2006-FF12 Class A2, 0.3056% 9/25/36 (l)	208		203
Series 2006-FF5 Class 2A2, 0.3756% 4/25/36 (l)	56		54
Ford Credit Auto Owner Trust:
Series 2006-B Class D, 7.26% 2/15/13 (f)	3,428		3,184
Series 2006-C:
Class B, 5.3% 6/15/12	409		414
Class D, 6.89% 5/15/13 (f)	2,428		2,114
Series 2007-A Class D, 7.05% 12/15/13 (f)	1,378		1,213
Ford Credit Floorplan Master Owner Trust Series 2006-4 Class B, 0.8228% 6/15/13 (l)	613		398
Franklin Auto Trust:
Series 2006-1:
Class B, 5.14% 7/21/14	41		33
Class C, 5.41% 7/21/14	363		182
Series 2007-1:
Class A4, 5.03% 2/16/15	286		294
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Franklin Auto Trust: - continued
Series 2007-1:
Class C, 5.43% 2/16/15	$ 350		$ 167
Fremont Home Loan Trust:
Series 2004-1:
Class M1, 0.9406% 2/25/34 (l)	57		26
Class M2, 1.0156% 2/25/34 (l)	98		76
Series 2005-A:
Class M3, 0.7556% 1/25/35 (l)	752		176
Class M4, 0.9456% 1/25/35 (l)	289		53
Series 2006-A Class M4, 0.6656% 5/25/36 (l)	462		4
Series 2006-D Class M1, 0.4956% 11/25/36 (l)	184		3
GCO Education Loan Funding Master Trust II Series 2007-1A Class C1L, 1.0413% 9/25/30 (f)(l)	2,174		1,626
GCO Slims Trust Series 2006-1A, 5.72% 3/1/22 (f)	1,961		1,569
GE Business Loan Trust:
Series 2003-1 Class A, 0.7028% 4/15/31 (f)(l)	274		183
Series 2006-2A:
Class A, 0.4528% 11/15/34 (f)(l)	1,617		970
Class B, 0.5528% 11/15/34 (f)(l)	586		170
Class C, 0.6528% 11/15/34 (f)(l)	970		213
Class D, 1.0228% 11/15/34 (f)(l)	370		59
GE Capital Credit Card Master Note Trust:
Series 2006-1:
Class B, 0.3828% 9/17/12 (l)	705		684
Class C, 0.5128% 9/17/12 (l)	549		516
Series 2007-1 Class C, 0.5428% 3/15/13 (l)	3,765		3,449
GE Equipment Midticket LLC Series 2006-1 Class B, 0.4228% 9/15/17 (l)	751		608
Goal Capital Funding Trust Series 2007-1 Class C1, 1.0075% 6/25/42 (l)	421		253
GS Auto Loan Trust:
Series 2006-1 Class D, 6.25% 1/15/14 (f)	845		719
Series 2007-1:
Class B, 5.53% 12/15/14	55		48
Class C, 5.74% 12/15/14	118		94
GSAMP Trust:
Series 2004-AR1:
Class B4, 5% 6/25/34 (f)(l)	626		46
Class M1, 0.9156% 6/25/34 (l)	2,042		1,076
Series 2007-HE1 Class M1, 0.5156% 3/25/47 (l)	827		32
GSR Mortgage Loan Trust:
Series 2004-OPT Class A1, 0.6056% 11/25/34 (l)	13		6
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
GSR Mortgage Loan Trust: - continued
Series 2005-MTR1 Class A1, 0.4056% 10/25/35 (l)	$ 62		$ 62
Series 2006-FM1 Class M3, 0.6156% 4/25/36 (l)	342		4
Guggenheim Structured Real Estate Funding Ltd.:
Series 2005-1 Class C, 1.3456% 5/25/30 (f)(l)	523		79
Series 2006-3:
Class B, 0.6656% 9/25/46 (f)(l)	519		78
Class C, 0.8156% 9/25/46 (f)(l)	1,211		121
Home Equity Asset Trust:
Series 2002-3 Class A5, 1.1456% 2/25/33 (l)	0*		0*
Series 2003-2 Class M1, 1.5856% 8/25/33 (l)	292		142
Series 2003-3 Class M1, 1.5556% 8/25/33 (l)	714		344
Series 2003-5 Class A2, 0.9656% 12/25/33 (l)	26		10
Series 2003-7 Class A2, 1.0256% 3/25/34 (l)	1		1*
Series 2004-3 Class M2, 1.9656% 8/25/34 (l)	238		138
Series 2004-7 Class A3, 0.6556% 1/25/35 (l)	0*		0*
Series 2005-5 Class 2A2, 0.5156% 11/25/35 (l)	216		203
Series 2006-1 Class 2A3, 0.4906% 4/25/36 (l)	2,523		2,320
Series 2006-8 Class 2A1, 0.3156% 3/25/37 (l)	12		11
HSBC Credit Card Master Note Trust I Series 2006-1 Class B, 0.4128% 6/15/12 (l)	1,784		1,772
HSBC Home Equity Loan Trust Series 2006-2:
Class M1, 0.5425% 3/20/36 (l)	465		267
Class M2, 0.5625% 3/20/36 (l)	770		373
HSI Asset Securitization Corp. Trust Series 2007-HE1 Class 2A3, 0.4556% 1/25/37 (l)	1,144		336
Hyundai Auto Receivables Trust Series 2006-1:
Class B, 5.29% 11/15/12	75		75
Class C, 5.34% 11/15/12	97		98
JPMorgan Mortgage Acquisition Trust:
Series 2006-NC2 Class M2, 0.5656% 7/25/36 (l)	116		2
Series 2007-CH1:
Class AV4, 0.3956% 11/25/36 (l)	1,144		514
Class MV1, 0.4956% 11/25/36 (l)	928		95
Series 2007-CH3 Class M1, 0.5656% 3/25/37 (l)	326		11
Keycorp Student Loan Trust:
Series 1999-A Class A2, 1.5575% 12/27/09 (l)	804		639
Series 2006-A:
Class 2A1, 1.2575% 9/27/21 (l)	303		301
Class 2C, 2.3775% 3/27/42 (l)	2,011		328
Lancer Funding Ltd. Series 2006-1A Class A3, 2.2775% 4/6/46 (f)(l)	367		0*
Long Beach Auto Receivables Trust Series 2007-A Class A4, 5.025% 1/15/14	2,274		2,092
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Long Beach Mortgage Loan Trust:
Series 2004-2 Class M2, 1.3456% 6/25/34 (l)	$ 267		$ 205
Series 2006-8 Class 2A1, 0.3056% 9/25/36 (l)	17		17
Marriott Vacation Club Owner Trust Series 2006-2A:
Class B, 5.442% 10/20/28 (f)	20		11
Class C, 5.691% 10/20/28 (f)	9		5
Class D, 6.01% 10/20/28 (f)	108		48
MASTR Asset Backed Securities Trust:
Series 2006-AM3 Class M1, 0.5256% 10/25/36 (l)	410		11
Series 2007-HE1 Class M1, 0.5656% 5/25/37 (l)	622		22
Meritage Mortgage Loan Trust Series 2004-1 Class M1, 1.0156% 7/25/34 (l)	125		56
Merrill Auto Trust Securitization Series 2007-1 Class B, 5.79% 12/16/13	238		227
Merrill Lynch Mortgage Investors Trust:
Series 2003-OPT1 Class M1, 0.9156% 7/25/34 (l)	564		400
Series 2006-FM1 Class A2B, 0.3756% 4/25/37 (l)	2,004		1,458
Series 2006-MLN1 Class A2A, 0.3356% 7/25/37 (l)	44		42
Series 2006-OPT1 Class A1A, 0.5256% 6/25/35 (l)	2,359		1,158
Morgan Stanley ABS Capital I Trust:
Series 2004-HE6 Class A2, 0.6056% 8/25/34 (l)	45		9
Series 2005-HE1 Class M2, 0.7356% 12/25/34 (l)	387		259
Series 2005-HE2 Class M1, 0.6656% 1/25/35 (l)	350		133
Series 2005-NC1 Class M1, 0.7056% 1/25/35 (l)	317		127
Series 2005-NC2 Class B1, 1.4356% 3/25/35 (l)	331		52
Series 2006-HE6 Class A2A, 0.3056% 9/25/36 (l)	250		245
Series 2006-NC4 Class M4, 0.6156% 6/25/36 (l)	254		1
Series 2007-HE2 Class M1, 0.5156% 1/25/37 (l)	150		3
Morgan Stanley Dean Witter Capital I Trust Series 2002-NC3 Class A3, 0.9456% 8/25/32 (l)	27		6
Morgan Stanley Home Equity Loans Trust Series 2007-2 Class A1, 0.3656% 4/25/37 (l)	726		593
Morgan Stanley IXIS Real Estate Capital Trust Series 2006-2 Class A1, 0.3156% 11/25/36 (l)	11		10
National Collegiate Funding LLC Series 2004-GT1 Class IO1, 7.87% 6/25/10 (f)(l)(n)	2,480		223
National Collegiate Student Loan Trust:
Series 2004-2 Class AIO, 9.75% 10/25/14 (n)	3,249		650
Series 2005-GT1 Class AIO, 6.75% 12/25/09 (n)	1,844		51
Series 2006-1 Class AIO, 5.5% 4/25/11 (n)	265		17
Series 2006-2 Class AIO, 6% 8/25/11 (n)	132		13
Series 2006-3:
Class A1, 0.2956% 9/25/19 (l)	556		548
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
National Collegiate Student Loan Trust: - continued
Series 2006-3:
Class AIO, 7.1% 1/25/12 (n)	$ 212		$ 30
Series 2006-4:
Class A1, 0.2956% 3/25/25 (l)	611		587
Class AIO, 6.35% 2/27/12 (n)	673		88
Class D, 1.3656% 5/25/32 (l)	1,537		37
Series 2007-1 Class AIO, 7.27% 4/25/12 (n)	905		150
Series 2007-2 Class AIO, 6.7% 7/25/12 (n)	769		123
New Century Home Equity Loan Trust:
Series 2005-4 Class M2, 0.7756% 9/25/35 (l)	1,132		227
Series 2005-D Class M2, 0.7356% 2/25/36 (l)	538		32
Nomura Home Equity Loan Trust Series 2006-HE2 Class A2, 0.3856% 3/25/36 (l)	386		368
NovaStar Mortgage Funding Trust Series 2006-6 Class A2A, 0.3356% 1/25/37 (l)	11		11
Ocala Funding LLC:
Series 2005-1A Class A, 1.7725% 3/20/10 (f)(l)	449		175
Series 2006-1A Class A, 1.6725% 3/20/11 (f)(l)	933		345
Option One Mortgage Loan Trust:
Series 2004-3 Class M3, 0.9156% 11/25/34 (l)	272		214
Series 2007-5 Class 2A1, 0.3556% 5/25/37 (l)	135		125
Series 2007-6 Class 2A1, 0.3256% 7/25/37 (l)	185		172
Park Place Securities, Inc.:
Series 2004-WCW1:
Class M2, 0.9456% 9/25/34 (l)	221		156
Class M3, 1.5156% 9/25/34 (l)	422		111
Class M4, 1.7156% 9/25/34 (l)	542		78
Series 2004-WCW2 Class M3, 0.8156% 7/25/35 (l)	318		47
Series 2005-WCH1:
Class M2, 0.7856% 1/25/35 (l)	1,624		1,068
Class M3, 0.8256% 1/25/35 (l)	379		197
Class M4, 1.0956% 1/25/35 (l)	1,171		190
Series 2005-WHQ2:
Class M7, 1.5156% 5/25/35 (l)	1,440		26
Class M9, 2.1456% 5/25/35 (l)	469		3
Providian Master Note Trust Series 2006-C1A Class C1, 0.8228% 3/16/15 (f)(l)	2,416		2,188
Rental Car Finance Corp. Series 2005-1A Class A2, 4.59% 6/25/11 (f)	302		236
Residential Asset Mortgage Products, Inc. Series 2006-EFC2 Class M1, 0.4956% 12/25/36 (l)	407		10
Residential Asset Securities Corp. Series 2007-KS2 Class AI1, 0.3356% 2/25/37 (l)	206		191
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Salomon Brothers Mortgage Securities VII, Inc. Series 2003-HE1 Class A, 1.0656% 4/25/33 (l)	$ 4		$ 2
Saxon Asset Securities Trust Series 2004-1 Class M1, 1.0606% 3/25/35 (l)	1,498		745
Securitized Asset Backed Receivables LLC Trust:
Series 2005-FR4 Class B3, 1.9856% 1/25/36 (l)	54		1*
Series 2006-FR4 Class A2A, 0.3456% 8/25/36 (l)	46		23
Series 2007-NC1 Class A2A, 0.3156% 12/25/36 (l)	29		26
Sierra Receivables Funding Co. Series 2007-1A Class A2, 0.4225% 3/20/19 (f)(l)	857		711
SLM Private Credit Student Loan Trust Series 2004-A Class C, 1.5794% 6/15/33 (l)	1,009		202
Specialty Underwriting & Residential Finance Trust:
Series 2003-BC3 Class M2, 2.6656% 8/25/34 (l)	142		92
Series 2006-AB2 Class N1, 5.75% 6/25/37 (f)	374		4
Structured Asset Investment Loan Trust Series 2004-8 Class M5, 1.4156% 9/25/34 (l)	67		10
Structured Asset Securities Corp.:
Series 2004-GEL1 Class A, 0.6256% 2/25/34 (l)	109		58
Series 2007-GEL1 Class A2, 0.4556% 1/25/37 (f)(l)	1,038		277
Structured Asset Securities Corp. Mortgage Loan Trust Series 2007-OSI Class A2, 0.3556% 6/25/37 (l)	2,596		2,088
Superior Wholesale Inventory Financing Trust Series 2007-AE1:
Class A, 0.3728% 1/15/12 (l)	947		932
Class B, 0.5728% 1/15/12 (l)	790		743
Class C, 0.8728% 1/15/12 (l)	1,217		998
SVO VOI Mortgage Corp. Series 2006-AA Class A, 5.28% 2/20/24 (f)	832		709
Swift Master Auto Receivables Trust:
Series 2007-1:
Class A, 0.3728% 6/15/12 (l)	2,667		2,574
Class B, 0.4928% 6/15/12 (l)	242		224
Class C, 0.7728% 6/15/12 (l)	145		102
Series 2007-2 Class A, 0.9228% 10/15/12 (l)	1,632		1,557
Terwin Mortgage Trust:
Series 2003-4HE Class A1, 1.1256% 9/25/34 (l)	23		8
Series 2003-6HE Class A1, 0.7356% 11/25/33 (l)	29		11
Trapeza CDO XII Ltd./, Inc. Series 2007-12A Class B, 1.1375% 4/6/42 (f)(l)	1,689		84
Triad Auto Receivables Owner Trust:
Series 2006-C Class A4, 5.31% 5/13/13	631		624
Series 2007-A Class A3, 5.28% 2/13/12	1,003		1,011
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Turquoise Card Backed Securities PLC:
Series 2006-2:
Class B, 0.4228% 10/17/11 (l)	$ 3,156		$ 3,038
Class C, 0.6228% 10/17/11 (l)	3,622		3,395
Series 2007-1 Class C, 0.6428% 6/15/12 (l)	2,910		2,183
Wachovia Auto Loan Owner Trust:
Series 2006-1 Class A4, 5.08% 4/20/12 (f)	557		569
Series 2006-2A:
Class B, 5.29% 6/20/12 (f)	233		240
Class D, 5.54% 12/20/12 (f)	332		300
Class E, 7.05% 5/20/14 (f)	3,929		3,198
WaMu Asset Holdings Corp. Series 2006-8 Class N1, 6.048% 10/25/46 (f)	704		0*
WaMu Asset-Backed Certificates Series 2006-HE3 Class M4, 0.6456% 10/25/36 (l)	478		8
WaMu Master Note Trust:
Series 2006-C2A Class C2, 0.7728% 8/15/15 (f)(l)	6,423		5,657
Series 2007-A4A Class A4, 5.2% 10/15/14 (f)	6,931		7,185
Series 2007-A5A Class A5, 1.0228% 10/15/14 (f)(l)	1,020		1,015
Series 2007-C1 Class C1, 0.6728% 5/15/14 (f)(l)	3,966		3,865
Wells Fargo Home Equity Trust:
Series 2004-3 Class A, 4.5% 11/27/34 (a)(f)	6		0
Series 2006-2 Class A2, 0.3656% 7/25/36 (l)	421		405
Whinstone Capital Management Ltd. Series 1A Class B3, 1.4038% 10/25/44 (f)(l)	1,419		170
TOTAL ASSET-BACKED SECURITIES (Cost $143,062)		137,867
Collateralized Mortgage Obligations - 1.7%
Private Sponsor - 1.7%
Arkle Master Issuer PLC floater Series 2006-2A:
Class 2B, 0.56% 2/17/52 (f)(l)	2,182		2,130
Class 2M, 0.64% 2/17/52 (f)(l)	1,485		1,430
Arran Residential Mortgages Funding No. 1 PLC floater Series 2006-1A Class DB, 0.94% 4/12/56 (f)(l)	1,133		736
Banc of America Commercial Mortgage Trust Series 2007-2:
Class B, 5.6986% 4/10/49 (l)	1,123		236
Class C, 5.6986% 4/10/49 (l)	2,997		540
Class D, 5.6986% 4/10/49 (l)	1,500		240
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Banc of America Mortgage Securities, Inc.:
Series 2003-K Class 1A1, 5.2037% 12/25/33 (l)	$ 66		$ 51
Series 2003-L Class 2A1, 5.2191% 1/25/34 (l)	1,432		1,225
Series 2004-1 Class 2A2, 4.6617% 10/25/34 (l)	1,604		1,351
Series 2004-A Class 2A2, 5.4508% 2/25/34 (l)	217		186
Series 2004-B:
Class 1A1, 4.6868% 3/25/34 (l)	120		93
Class 2A2, 4.5749% 3/25/34 (l)	907		771
Series 2004-C Class 1A1, 4.097% 4/25/34 (l)	147		121
Series 2004-D:
Class 1A1, 3.8783% 5/25/34 (l)	170		131
Class 2A2, 3.8898% 5/25/34 (l)	1,460		1,234
Series 2004-G Class 2A7, 4.2585% 8/25/34 (l)	1,244		1,060
Series 2004-H Class 2A1, 4.469% 9/25/34 (l)	1,176		969
Series 2005-H:
Class 1A1, 4.6982% 9/25/35 (l)	670		524
Class 2A2, 4.805% 9/25/35 (l)	771		348
Bayview Commercial Asset Trust Series 2006-3A Class IO, 2.3908% 10/25/36 (f)(l)(n)	39,136		2,798
Bear Stearns ALT-A Trust floater Series 2005-1 Class A1, 0.5456% 1/25/35 (l)	2,184		1,694
Bear Stearns Commercial Mortgage Securities Trust Series 2006-T24 Class X2, 0.4243% 10/12/41 (f)(l)(n)	2,763		37
Chase Mortgage Finance Trust:
Series 2007-A1 Class 1A5, 4.6804% 2/25/37 (l)	1,480		1,285
Series 2007-A2 Class 2A1, 5.0375% 7/25/37 (l)	1,634		1,475
Citigroup Commercial Mortgage Trust Series 2008-C7 Class A2B, 6.2986% 12/10/49 (l)	1,372		1,354
Citigroup Mortgage Loan Trust Series 2004-UST1:
Class A3, 4.189% 8/25/34 (l)	1,321		1,171
Class A4, 3.4368% 8/25/34 (l)	1,127		994
Cobalt CMBS Commercial Mortgage Trust Series 2007-C2 Class B, 5.617% 4/15/47 (l)	1,533		215
COMM pass-thru certificates floater Series 2001-J2A Class A2F, 0.7728% 7/16/34 (f)(l)	1,372		1,158
Countrywide Alternative Loan Trust planned amortization class Series 2003-5T2 Class A2, 0.6656% 5/25/33 (l)	38		38
Countrywide Home Loans, Inc. Series 2005-HYB3 Class 2A6B, 4.3939% 6/20/35 (l)	419		169
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Credit Suisse First Boston Adjustable Rate Mortgage Trust floater Series 2005-2 Class 6M2, 0.7456% 6/25/35 (l)	$ 1,170		$ 82
Credit Suisse First Boston Mortgage Securities Corp. floater:
Series 2004-AR7 Class 6A2, 1.0256% 8/25/34 (l)	27		15
Series 2004-AR8 Class 8A2, 1.0256% 9/25/34 (l)	18		12
Series 2007-AR7 Class 2A1, 3.934% 11/25/34 (l)	1,751		1,461
Deutsche Alt-A Securities Mortgage Loan Trust floater Series 2007-BAR1 Class A3, 0.4256% 3/25/37 (l)	2,725		978
DSLA Mortgage Loan Trust Series 2006-AR2 Class 2AB1, 0.3688% 9/19/36 (l)	331		303
First Horizon Mortgage pass-thru Trust:
floater Series 2004-FL1 Class 2A1, 1.4488% 12/25/34 (l)	42		21
Series 2004-AR5 Class 2A1, 5.0255% 10/25/34 (l)	1,461		1,119
Fosse Master Issuer PLC:
floater Series 2006-1A:
Class B2, 0.67% 10/18/54 (f)(l)	2,627		2,090
Class C2, 0.98% 10/18/54 (f)(l)	881		573
Class M2, 0.76% 10/18/54 (f)(l)	1,509		1,034
Series 2007-1A Class C2, 1.06% 10/18/54 (f)(l)	183		158
Gracechurch Mortgage Financing PLC floater Series 2006-1 Class D2, 0.895% 11/20/56 (f)(l)	2,144		1,501
Gracechurch Mortgage Funding PLC floater Series 1A Class DB, 0.98% 10/11/41 (f)(l)	2,469		1,975
Granite Master Issuer PLC floater:
Series 2005-4 Class C2, 0.8225% 12/20/54 (l)	117		18
Series 2006-1A Class C2, 0.8725% 12/20/54 (f)(l)	5,059		759
Series 2006-2 Class C1, 0.7425% 12/20/54 (l)	4,271		513
Series 2006-3 Class C2, 0.7725% 12/20/54 (l)	890		107
Series 2006-4:
Class B1, 0.3625% 12/20/54 (l)	3,376		1,182
Class C1, 0.6525% 12/20/54 (l)	2,064		310
Class M1, 0.4425% 12/20/54 (l)	889		160
Series 2007-1:
Class 1C1, 0.5725% 12/20/54 (l)	1,688		203
Class 1M1, 0.4225% 12/20/54 (l)	1,120		202
Class 2C1, 0.7025% 12/20/54 (l)	768		92
Class 2M1, 0.5225% 12/20/54 (l)	1,438		259
Series 2007-2 Class 2C1, 0.7028% 12/17/54 (l)	1,992		299
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Granite Mortgages PLC floater Series 2003-3 Class 1C, 2.96% 1/20/44 (l)	$ 341		$ 43
GSR Mortgage Loan Trust:
Series 2004-11 Class 1A1, 4.3491% 9/25/34 (l)	229		164
Series 2007-AR2 Class 2A1, 4.8216% 4/25/35 (l)	561		378
Harborview Mortgage Loan Trust floater Series 2005-2 Class 2A1A, 0.5088% 5/19/35 (l)	328		174
Holmes Master Issuer PLC floater Series 2006-1A Class 2C, 0.8994% 7/15/40 (f)(l)	683		637
Impac CMB Trust floater:
Series 2004-11 Class 2A2, 1.0056% 3/25/35 (l)	185		61
Series 2005-1 Class M4, 1.0156% 4/25/35 (l)	20		2
Series 2005-3 Class A1, 0.5056% 8/25/35 (l)	462		215
JPMorgan Chase Commercial Mortgage Securities Trust Series 2007-CB18 Class A3, 5.447% 6/12/47 (l)	2,602		2,303
JPMorgan Mortgage Trust:
sequential payer Series 2006-A5 Class 3A5, 5.9501% 8/25/36 (l)	1,633		1,215
Series 2004-A1 Class 2A1, 4.4607% 2/25/34 (l)	893		797
Series 2004-A3 Class 4A1, 4.2916% 7/25/34 (l)	2,197		1,933
Series 2006-A2 Class 5A1, 5.0559% 11/25/33 (l)	1,646		1,446
LB-UBS Commercial Mortgage Trust sequential payer Series 2006-C6 Class A4, 5.372% 12/31/49	617		536
Lehman Structured Securities Corp. floater Series 2005-1 Class A2, 0.6544% 9/26/45 (f)(l)	346		161
MASTR Adjustable Rate Mortgages Trust:
floater Series 2005-1 Class 1A1, 0.5356% 2/25/35 (l)	43		24
Series 2007-3 Class 22A2, 0.4756% 5/25/47 (l)	1,132		389
MASTR Alternative Loan Trust Series 2004-3 Class 3A1, 6% 4/25/34	463		342
MASTR Asset Backed Securities Trust Series 2006-NC3 Class M1, 0.4956% 10/25/36 (l)	311		5
Merrill Lynch Alternative Note Asset Trust floater Series 2007-OAR1 Class A1, 0.4356% 2/25/37 (l)	1,579		698
Merrill Lynch Floating Trust floater Series 2006-1:
Class B, 0.4428% 6/15/22 (f)(l)	190		107
Class C, 0.4628% 6/15/22 (f)(l)	1,173		493
Class D, 0.4728% 6/15/22 (f)(l)	452		126
Class E, 0.4828% 6/15/22 (f)(l)	722		159
Class F, 0.5128% 6/15/22 (f)(l)	1,196		239
Class G, 0.5828% 6/15/22 (f)(l)	271		43
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Merrill Lynch Floating Trust floater Series 2006-1: - continued
Class H, 0.6028% 6/15/22 (f)(l)	$ 542		$ 76
Class J, 0.6428% 6/15/22 (f)(l)	633		76
Merrill Lynch Mortgage Investors Trust:
floater:
Series 2005-B Class A2, 1.4% 7/25/30 (l)	596		429
Series 2006-MLN1 Class M4, 0.6256% 7/25/37 (l)	828		3
Series 2004-A4 Class A1, 3.3459% 8/25/34 (l)	1,786		1,602
Series 2005-A2 Class A7, 4.4821% 2/25/35 (l)	1,782		1,358
Series 2006-A6 Class A4, 5.364% 10/25/33 (l)	1,261		1,084
Merrill Lynch-CFC Commercial Mortgage Trust Series 2006-3 Class ASB, 5.382% 7/12/46 (l)	5,874		5,661
Opteum Mortgage Acceptance Corp. floater Series 2005-3 Class APT, 0.5556% 7/25/35 (l)	2,334		1,565
Option One Mortgage Loan Trust floater Series 2007-CP1 Class M1, 0.5656% 3/25/37 (l)	2,252		100
Permanent Financing No. 8 PLC floater Class 3C, 1.17% 6/10/42 (l)	1,741		1,372
Permanent Master Issuer PLC floater Series 2006-1 Class 2C, 0.9094% 7/17/42 (l)	414		310
Provident Funding Mortgage Loan Trust Series 2005-2 Class 3A, 4.2156% 10/25/35 (l)	3,847		3,011
RESI Finance LP/RESI Finance DE Corp. floater:
Series 2003-B:
Class B5, 2.6256% 7/10/35 (f)(l)	1,712		873
Class B6, 3.1256% 7/10/35 (f)(l)	2,269		1,055
Series 2004-A:
Class B4, 1.4756% 2/10/36 (f)(l)	602		242
Class B5, 1.9756% 2/10/36 (f)(l)	401		151
Series 2004-B:
Class B4, 1.3756% 2/10/36 (f)(l)	416		133
Class B5, 1.8256% 2/10/36 (f)(l)	307		89
Class B6, 2.2756% 2/10/36 (f)(l)	158		39
Series 2004-C:
Class B4, 1.2256% 9/10/36 (f)(l)	553		182
Class B5, 1.6256% 9/10/36 (f)(l)	614		177
Class B6, 2.0256% 9/10/36 (f)(l)	178		41
Residential Asset Mortgage Products, Inc.:
sequential payer:
Series 2003-SL1 Class A31, 7.125% 4/25/31	824		729
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Residential Asset Mortgage Products, Inc.: - continued
sequential payer:
Series 2004-SL3 Class A1, 7% 8/25/16	$ 76		$ 67
Series 2005-AR5 Class 1A1, 4.3273% 9/19/35 (l)	192		121
Residential Funding Securities Corp. floater Series 2003-RP2 Class A1, 0.7156% 6/25/33 (f)(l)	337		239
ResMAE Mortgage Loan Trust floater Series 2006-1 Class A2A, 0.3656% 2/25/36 (f)(l)	4		4
Salomon Brothers Mortgage Securities VII, Inc. Series 2006-C2 Class H, 6.308% 7/18/33 (f)	194		157
Sequoia Mortgage Trust floater:
Series 2004-6 Class A3B, 1.6013% 7/20/34 (l)	37		25
Series 2004-7 Class A3B, 1.535% 7/20/34 (l)	24		14
Soundview Home Equity Loan Trust floater Series 2006-EQ1 Class M7, 1.0656% 9/25/36 (l)	262		4
Structured Asset Securities Corp.:
floater Series 2004-NP1 Class A, 0.6656% 9/25/33 (f)(l)	66		31
Series 2003-15A Class 4A, 5.4571% 4/25/33 (l)	611		509
Series 2003-20 Class 1A1, 5.5% 7/25/33	542		466
TBW Mortgage-Backed pass-thru certificates floater Series 2006-4 Class A3, 0.4656% 9/25/36 (l)	2,597		1,234
WaMu Mortgage pass-thru certificates:
floater Series 2006-AR11 Class C1B1, 0.3456% 9/25/46 (l)	49		47
Series 2003-AR8 Class A, 4.1135% 8/25/33 (l)	910		815
Series 2005-AR3 Class A2, 4.6405% 3/25/35 (l)	2,470		1,963
Wells Fargo Mortgage Backed Securities Trust:
Series 2004-T Class A1, 3.954% 9/25/34 (l)	427		365
Series 2004-W Class A9, 4.5277% 11/25/34 (l)	2,188		1,569
Series 2005-AR12 Class 2A6, 4.046% 7/25/35 (l)	3,200		2,771
Series 2005-AR2 Class 2A2, 4.57% 3/25/35	2,165		1,876
Series 2005-AR3 Class 2A1, 3.768% 3/25/35 (l)	1,845		1,539
Series 2006-AR8 Class 3A1, 5.2377% 4/25/36 (l)	22,415		18,237
TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS (Cost $113,988)		106,291
Commercial Mortgage Securities - 8.0%
	Principal Amount (000s)		Value (000s)
Asset Securitization Corp. Series 1997-D5:
Class A-6, 7.2794% 2/14/43 (l)	$ 1,605		$ 1,451
Class A2, 6.9094% 2/14/43 (l)	1,009		1,096
Class A3, 6.9594% 2/14/43 (l)	1,089		1,179
Class PS1, 1.556% 2/14/43 (l)(n)	5,243		184
Banc of America Commercial Mortgage Trust:
sequential payer:
Series 2006-2 Class AAB, 5.7211% 5/10/45 (l)	1,602		1,580
Series 2006-3 Class A4, 5.889% 7/10/44 (l)	8,540		7,045
Series 2006-4 Class A1, 5.363% 7/10/46 (l)	243		247
Series 2006-5:
Class A1, 5.185% 9/10/47	61		62
Class A2, 5.317% 9/10/47	5,295		5,300
Class A3, 5.39% 9/10/47	1,913		1,835
Series 2006-6 Class A3, 5.369% 12/10/16	2,744		2,333
Series 2007-2 Class A1, 5.421% 4/10/49	173		176
Series 2007-4 Class A3, 5.8115% 2/10/51 (l)	1,368		1,273
Series 2006-6 Class E, 5.619% 10/10/45 (f)	793		102
Series 2007-3:
Class A3, 5.6581% 6/10/49 (l)	2,291		1,932
Class A4, 5.6581% 6/10/49 (l)	2,860		2,191
Banc of America Commercial Mortgage, Inc.:
sequential payer:
Series 2000-2 Class A2, 7.197% 9/15/32	335		341
Series 2001-1 Class A4, 5.451% 1/15/49	3,005		2,581
Series 2004-2:
Class A2, 3.52% 11/10/38	11		11
Class A3, 4.05% 11/10/38	1,856		1,856
Class A4, 4.153% 11/10/38	1,740		1,696
Series 2004-4 Class A3, 4.128% 7/10/42	576		578
Series 2005-1 Class A3, 4.877% 11/10/42	4,728		4,722
Series 2006-1 Class A1, 5.219% 9/10/45 (l)	584		592
Series 2001-3 Class H, 6.562% 4/11/37 (f)	767		732
Series 2001-PB1:
Class J, 7.166% 5/11/35 (f)	343		226
Class K, 6.15% 5/11/35 (f)	638		490
Series 2002-2 Class XP, 2.0377% 7/11/43 (f)(l)(n)	866		5
Series 2003-2 Class XP, 0.4553% 3/11/41 (f)(l)(n)	11,981		39
Series 2005-3 Series A3B, 5.09% 7/10/43 (l)	4,262		4,082
Series 2005-6 Class A3, 5.1791% 9/10/47 (l)	2,470		2,384
Series 2007-1 Class B, 5.543% 1/15/49	826		176
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Banc of America Large Loan, Inc. floater:
Series 2005-MIB1:
Class C, 0.5828% 3/15/22 (f)(l)	$ 589		$ 342
Class D, 0.6328% 3/15/22 (f)(l)	597		328
Class E, 0.6728% 3/15/22 (f)(l)	493		256
Class F, 0.7428% 3/15/22 (f)(l)	489		244
Class G, 0.8028% 3/15/22 (f)(l)	317		142
Series 2006-BIX1:
Class C, 0.4528% 10/15/19 (f)(l)	882		591
Class D, 0.4828% 10/15/19 (f)(l)	1,077		646
Class E, 0.5128% 10/15/19 (f)(l)	998		549
Class F, 0.5828% 10/15/19 (f)(l)	2,362		1,181
Class G, 0.6028% 10/15/19 (f)(l)	951		428
Bayview Commercial Asset Trust:
floater:
Series 2003-2 Class M1, 1.1156% 12/25/33 (f)(l)	77		38
Series 2004-1:
Class A, 0.6256% 4/25/34 (f)(l)	1,231		874
Class B, 2.1656% 4/25/34 (f)(l)	138		55
Class M1, 0.8256% 4/25/34 (f)(l)	111		65
Class M2, 1.4656% 4/25/34 (f)(l)	102		51
Series 2004-2:
Class A, 0.6956% 8/25/34 (f)(l)	949		665
Class M1, 0.8456% 8/25/34 (f)(l)	172		86
Series 2004-3:
Class A1, 0.6356% 1/25/35 (f)(l)	2,038		1,325
Class A2, 0.6856% 1/25/35 (f)(l)	293		182
Class M1, 0.7656% 1/25/35 (f)(l)	352		179
Class M2, 1.2656% 1/25/35 (f)(l)	177		78
Series 2005-2A:
Class A1, 0.5756% 8/25/35 (f)(l)	1,623		1,060
Class M1, 0.6956% 8/25/35 (f)(l)	86		35
Class M2, 0.7456% 8/25/35 (f)(l)	141		53
Class M3, 0.7656% 8/25/35 (f)(l)	78		27
Class M4, 0.8756% 8/25/35 (f)(l)	72		23
Series 2005-3A:
Class A1, 0.5856% 11/25/35 (f)(l)	636		429
Class A2, 0.6656% 11/25/35 (f)(l)	595		357
Class M1, 0.7056% 11/25/35 (f)(l)	128		53
Class M2, 0.7556% 11/25/35 (f)(l)	96		37
Class M3, 0.7756% 11/25/35 (f)(l)	85		31
Class M4, 0.8656% 11/25/35 (f)(l)	107		37
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bayview Commercial Asset Trust: - continued
floater:
Series 2005-4A:
Class A2, 0.6556% 1/25/36 (f)(l)	$ 1,485		$ 891
Class B1, 1.6656% 1/25/36 (f)(l)	129		35
Class M1, 0.7156% 1/25/36 (f)(l)	479		225
Class M2, 0.7356% 1/25/36 (f)(l)	144		63
Class M3, 0.7656% 1/25/36 (f)(l)	210		86
Class M4, 0.8756% 1/25/36 (f)(l)	116		43
Class M5, 0.9156% 1/25/36 (f)(l)	116		38
Class M6, 0.9656% 1/25/36 (f)(l)	124		36
Series 2006-1:
Class A2, 0.6256% 4/25/36 (f)(l)	224		128
Class M1, 0.6456% 4/25/36 (f)(l)	136		55
Class M2, 0.6656% 4/25/36 (f)(l)	143		55
Class M3, 0.6856% 4/25/36 (f)(l)	123		45
Class M4, 0.7856% 4/25/36 (f)(l)	70		24
Class M5, 0.8256% 4/25/36 (f)(l)	68		22
Class M6, 0.9056% 4/25/36 (f)(l)	135		42
Series 2006-2A:
Class A1, 0.4956% 7/25/36 (f)(l)	3,934		2,641
Class A2, 0.5456% 7/25/36 (f)(l)	203		118
Class B1, 1.1356% 7/25/36 (f)(l)	129		37
Class B3, 2.9656% 7/25/36 (f)(l)	115		29
Class M1, 0.5756% 7/25/36 (f)(l)	213		86
Class M2, 0.5956% 7/25/36 (f)(l)	150		57
Class M3, 0.6156% 7/25/36 (f)(l)	124		45
Class M4, 0.6856% 7/25/36 (f)(l)	143		49
Class M5, 0.7356% 7/25/36 (f)(l)	103		34
Class M6, 0.8056% 7/25/36 (f)(l)	154		48
Series 2006-3A:
Class B1, 1.0656% 10/25/36 (f)(l)	133		20
Class B2, 1.6156% 10/25/36 (f)(l)	163		20
Class B3, 2.8656% 10/25/36 (f)(l)	156		20
Class M4, 0.6956% 10/25/36 (f)(l)	147		34
Class M5, 0.7456% 10/25/36 (f)(l)	176		35
Class M6, 0.8256% 10/25/36 (f)(l)	345		62
Series 2006-4A:
Class A1, 0.4956% 12/25/36 (f)(l)	730		490
Class A2, 0.5356% 12/25/36 (f)(l)	3,704		1,722
Class B1, 0.9656% 12/25/36 (f)(l)	184		40
Class B2, 1.5156% 12/25/36 (f)(l)	188		37
Class B3, 2.7156% 12/25/36 (f)(l)	197		35
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bayview Commercial Asset Trust: - continued
floater:
Series 2006-4A:
Class M1, 0.5556% 12/25/36 (f)(l)	$ 237		$ 80
Class M2, 0.5756% 12/25/36 (f)(l)	159		50
Class M3, 0.6056% 12/25/36 (f)(l)	161		47
Class M4, 0.6656% 12/25/36 (f)(l)	192		54
Class M5, 0.7056% 12/25/36 (f)(l)	176		46
Class M6, 0.7856% 12/25/36 (f)(l)	159		38
Series 2007-1:
Class A2, 0.5356% 3/25/37 (f)(l)	796		390
Class B1, 0.9356% 3/25/37 (f)(l)	253		45
Class B2, 1.4156% 3/25/37 (f)(l)	183		27
Class B3, 3.6156% 3/25/37 (f)(l)	502		60
Class M1, 0.5356% 3/25/37 (f)(l)	223		85
Class M2, 0.5556% 3/25/37 (f)(l)	167		53
Class M3, 0.5856% 3/25/37 (f)(l)	221		66
Class M4, 0.6356% 3/25/37 (f)(l)	180		48
Class M5, 0.6856% 3/25/37 (f)(l)	187		45
Class M6, 0.7656% 3/25/37 (f)(l)	260		56
Series 2007-2A:
Class A1, 0.5356% 7/25/37 (f)(l)	1,939		1,125
Class A2, 0.5856% 7/25/37 (f)(l)	1,816		853
Class B1, 1.8656% 7/25/37 (f)(l)	544		79
Class B2, 2.5156% 7/25/37 (f)(l)	474		64
Class B3, 3.6156% 7/25/37 (f)(l)	532		69
Class M1, 0.6356% 7/25/37 (f)(l)	619		217
Class M2, 0.6756% 7/25/37 (f)(l)	322		97
Class M3, 0.7556% 7/25/37 (f)(l)	326		82
Class M4, 0.9156% 7/25/37 (f)(l)	678		136
Class M5, 1.0156% 7/25/37 (f)(l)	599		108
Class M6, 1.2656% 7/25/37 (f)(l)	761		114
Series 2007-3:
Class A2, 0.5556% 7/25/37 (f)(l)	792		391
Class B1, 1.2156% 7/25/37 (f)(l)	478		95
Class B2, 1.8656% 7/25/37 (f)(l)	1,228		209
Class B3, 4.2656% 7/25/37 (f)(l)	637		94
Class M1, 0.5756% 7/25/37 (f)(l)	420		158
Class M2, 0.6056% 7/25/37 (f)(l)	448		156
Class M3, 0.6356% 7/25/37 (f)(l)	722		236
Class M4, 0.7656% 7/25/37 (f)(l)	1,137		331
Class M5, 0.8656% 7/25/37 (f)(l)	576		141
Class M6, 1.0656% 7/25/37 (f)(l)	437		101
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bayview Commercial Asset Trust: - continued
floater:
Series 2007-4A:
Class B1, 2.8156% 9/25/37 (f)(l)	$ 257		$ 33
Class B2, 3.7156% 9/25/37 (f)(l)	930		112
Class M1, 1.2156% 9/25/37 (f)(l)	247		62
Class M2, 1.3156% 9/25/37 (f)(l)	247		52
Class M4, 1.8656% 9/25/37 (f)(l)	630		107
Class M5, 2.0156% 9/25/37 (f)(l)	630		95
Class M6, 2.2156% 9/25/37 (f)(l)	631		85
Series 2004-1 Class IO, 1.25% 4/25/34 (f)(n)	3,915		61
Series 2007-5A Class IO, 1.5496% 10/25/37 (f)(n)	8,446		726
Bear Stearns Commercial Mortgage Securities Trust:
floater:
Series 2006-BBA7:
Class G, 0.7128% 3/15/19 (f)(l)	639		307
Class H, 0.9228% 3/15/19 (f)(l)	429		185
Class J, 1.1228% 3/15/19 (f)(l)	323		123
Series 2007-BBA8:
Class D, 0.5228% 3/15/22 (f)(l)	489		244
Class E, 0.5728% 3/15/22 (f)(l)	2,544		1,179
Class F, 0.6228% 3/15/22 (f)(l)	1,561		668
Class G, 0.6728% 3/15/22 (f)(l)	401		157
Class H, 0.8228% 3/15/22 (f)(l)	489		176
Class J, 0.9728% 3/15/22 (f)(l)	489		137
sequential payer:
Series 2003-PWR2 Class A3, 4.834% 5/11/39	778		798
Series 2004-PWR3 Class A3, 4.487% 2/11/41	1,702		1,714
Series 2005-PWR9 Class A2, 4.735% 9/11/42	8,685		8,696
Series 2006-PW14 Class A4, 5.201% 12/11/38	1,773		1,580
Series 2006-T24 Class A1, 4.905% 10/12/41 (l)	202		205
Series 2007 PW17 Class A4, 5.694% 6/11/50	14,079		12,443
Series 2007-PW16 Class A4, 5.7167% 6/11/40 (l)	803		689
Series 2007-PW17 Class A1, 5.282% 6/11/50	757		763
Series 2007-PW18 Class A2, 5.613% 6/11/50	11,400		11,301
Series 2007-T26 Class A1, 5.145% 1/12/45 (l)	471		474
Series 2003-PWR2 Class X2, 0.4648% 5/11/39 (f)(l)(n)	12,856		105
Series 2006-PW13 Class A3, 5.518% 9/11/41	4,842		4,584
Series 2006-PW14 Class X2, 0.6482% 12/11/38 (f)(l)(n)	19,965		410
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bear Stearns Commercial Mortgage Securities Trust: - continued
Series 2006-T22:
Class A1, 5.415% 4/12/38 (l)	$ 231		$ 234
Class A4, 5.4634% 4/12/38 (l)	172		163
Series 2007-PW15 Class A1, 5.016% 2/11/44	379		381
Series 2007-PW16:
Class B, 5.713% 6/11/40 (f)	220		64
Class C, 5.713% 6/11/40 (f)	183		46
Class D, 5.713% 6/11/40 (f)	183		44
Series 2007-PW18 Class X2, 0.3442% 6/11/50 (f)(l)(n)	136,744		1,840
Series 2007-T28 Class X2, 0.1821% 9/11/42 (f)(l)(n)	68,708		458
C-BASS Trust floater Series 2006-SC1 Class A, 0.5356% 5/25/36 (f)(l)	823		426
CDC Commercial Mortgage Trust Series 2002-FX1:
Class G, 6.625% 5/15/35 (f)	1,612		1,576
Class XCL, 2.3511% 5/15/35 (f)(l)(n)	22,160		821
Chase Commercial Mortgage Securities Corp.:
Series 1999-2:
Class E, 7.734% 1/15/32	550		548
Class F, 7.734% 1/15/32	298		296
Series 2000-3 Class G 6.887% 10/15/32 (f)	5,748		3,647
Series 2001-245 Class A2, 6.275% 2/12/16 (f)(l)	1,395		1,455
Citigroup Commercial Mortgage Trust:
floater Series 2006-FL2:
Class F, 0.5828% 8/16/21 (f)(l)	490		147
Class G, 0.6028% 11/15/36 (f)(l)	408		114
Class H, 0.6428% 11/15/36 (f)(l)	327		82
Series 2006-C5 Class AMP2, 5.5005% 10/15/49 (f)	2,332		816
Series 2007-C6:
Class A1, 5.622% 12/10/49 (l)	463		474
Class A2, 5.6994% 12/10/49 (l)	1,370		1,370
Class A4, 5.6994% 12/10/49 (l)	3,103		2,697
Series 2007-FL3A Class A2, 0.4128% 4/15/22 (f)(l)	4,955		2,973
Citigroup/Deutsche Bank Commercial Mortgage Trust:
sequential payer:
Series 2006-CD2 Class A4, 5.3625% 1/15/46 (l)	572		511
Series 2007-CD4:
Class A1, 4.977% 12/11/49	372		376
Class A2A, 5.237% 12/11/49	1,221		1,213
Series 2007-CD4:
Class A3, 5.293% 12/11/49	1,336		1,240
Class C, 5.476% 12/11/49	2,583		194
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Cobalt CMBS Commercial Mortgage Trust:
sequential payer:
Series 2006-C1 Class A1, 5.043% 8/15/48	$ 173		$ 173
Series 2007-C2 Class A1, 5.064% 4/15/47 (l)	198		201
Series 2007-C3 Class A3, 5.8202% 5/15/46 (l)	1,372		1,252
Series 2006-C1 Class B, 5.359% 8/15/48	4,116		700
COMM pass-thru certificates:
floater:
Series 2005-F10A:
Class B, 0.5028% 4/15/17 (f)(l)	3,073		1,813
Class C, 0.5428% 4/15/17 (f)(l)	1,104		640
Class D, 0.5828% 4/15/17 (f)(l)	753		395
Class E, 0.6428% 4/15/17 (f)(l)	240		115
Class F, 0.6828% 4/15/17 (f)(l)	136		61
Class G, 0.8228% 4/15/17 (f)(l)	136		57
Class H, 0.8928% 4/15/17 (f)(l)	136		56
Class J, 1.1228% 4/15/17 (f)(l)	104		42
Series 2005-FL11:
Class C, 0.5728% 11/15/17 (f)(l)	2,165		1,050
Class D, 0.6128% 11/15/17 (f)(l)	113		60
Class E, 0.6628% 11/15/17 (f)(l)	399		202
Class F, 0.7228% 11/15/17 (f)(l)	305		147
Class G, 0.7728% 11/15/17 (f)(l)	211		97
Series 2006-FL12 Class AJ, 0.4028% 12/15/20 (f)(l)	1,955		987
sequential payer:
Series 2005-C6 Class A2, 4.999% 6/10/44 (l)	129		130
Series 2006-C8:
Class A1, 5.11% 12/10/46	60		60
Class A3, 5.31% 12/10/46	3,910		3,527
Series 2006-CN2A Class A2FX, 5.449% 2/5/19	2,319		2,244
Series 2007-C9 Class A4, 5.8162% 12/10/49 (l)	3,036		2,669
Series 2004-LBN2 Class X2, 0.8704% 3/10/39 (f)(l)(n)	2,439		27
Series 2006-C8:
Class B, 5.44% 12/10/46	2,376		683
Class XP, 0.4956% 12/10/46 (l)(n)	13,427		205
Commercial Mortgage Asset Trust sequential payer Series 1999-C2 Class A2, 7.546% 11/17/32 (l)	472		474
Credit Suisse Commercial Mortgage Trust:
sequential payer:
Series 2006-C5:
Class A1, 5.297% 12/15/39	447		454
Class AJ, 5.373% 12/15/39	2,778		1,046
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Credit Suisse Commercial Mortgage Trust: - continued
sequential payer:
Series 2007-C2:
Class A1, 5.269% 1/15/49	$ 123		$ 125
Class A3, 5.542% 1/15/49 (l)	2,744		1,997
Series 2007-C3:
Class A1, 5.664% 6/15/39 (l)	252		257
Class A4, 5.7229% 6/15/39 (l)	825		604
Series 2006-C4 Class AAB, 5.439% 9/15/39	7,809		7,570
Series 2006-C5 Class ASP, 0.6636% 12/15/39 (l)(n)	8,533		181
Series 2007-C5 Class A4, 5.695% 9/15/40 (l)	1,242		914
Credit Suisse First Boston Mortgage Capital Certificates floater Series 2007-TF2A Class B, 0.6228% 4/15/22 (f)(l)	4,895		1,224
Credit Suisse First Boston Mortgage Securities Corp.:
sequential payer:
Series 2001-CK6 Class B, 6.582% 8/15/36	1,372		1,382
Series 2002-CP5 Class A1, 4.106% 12/15/35	101		102
Series 2004-C1:
Class A3, 4.321% 1/15/37	463		468
Class A4, 4.75% 1/15/37	639		623
Series 1998-C1 Class D, 7.17% 5/17/40	1,436		1,483
Series 1999-C1 Class E, 8.1143% 9/15/41 (l)	1,418		1,413
Series 2001-CK6 Class AX, 0.9618% 9/15/18 (l)(n)	3,986		64
Series 2001-CKN5 Class AX, 2.0784% 9/15/34 (f)(l)(n)	12,794		381
Series 2003-C4 Class ASP, 0.4415% 8/15/36 (f)(l)(n)	7,676		34
Series 2004-C1 Class ASP, 0.953% 1/15/37 (f)(l)(n)	74,214		992
Series 2006-C1 Class A3, 5.5509% 2/15/39 (l)	7,244		7,072
Credit Suisse Mortgage Capital Certificates:
floater:
Series 200-TFL1 Class B, 0.4228% 2/15/22 (f)(l)	519		234
Series 2007-TFL1:
Class C:
0.4428% 2/15/22 (f)(l)	1,479		562
0.5428% 2/15/22 (f)(l)	528		158
Class F, 0.5928% 2/15/22 (f)(l)	1,056		285
sequential payer Series 2007-C1 Class A1, 5.227% 2/15/40	146		148
Series 2007-C1:
Class ASP, 0.4177% 2/15/40 (l)(n)	26,883		385
Class B, 5.487% 2/15/40 (f)(l)	2,097		304
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
First Union National Bank-Bank of America Commercial Mortgage Trust Series 2001-C1:
Class D, 6.484% 3/15/33	$ 489		$ 441
Class G, 6.936% 3/15/33 (f)	903		762
GE Capital Commercial Mortgage Corp.:
sequential payer Series 2007-C1 Class A4, 5.543% 12/10/49	6,821		4,934
Series 2001-1 Class X1, 1.0483% 5/15/33 (f)(l)(n)	14,187		199
Series 2004-C1 Class X2, 1.3053% 11/10/38 (f)(l)(n)	7,350		99
Series 2005-C1 Class B, 4.846% 6/10/48 (l)	392		126
Series 2007-C1 Class XP, 0.2088% 12/10/49 (l)(n)	26,983		193
GMAC Commercial Mortgage Securities, Inc.:
Series 2003-C3 Class X2, 0.8723% 12/10/38 (f)(l)(n)	8,430		62
Series 2004-C3 Class X2, 0.6224% 12/10/41 (l)(n)	5,617		68
Series 2005-C1 Class X2, 0.6559% 5/10/43 (l)(n)	7,478		93
Greenwich Capital Commercial Funding Corp.:
floater Series 2006-FL4 Class B, 0.4653% 11/5/21 (f)(l)	516		238
sequential payer:
Series 2004-GG1 Class A4, 4.755% 6/10/36	876		883
Series 2007-GG11:
Class A1, 5.358% 12/10/49	1,358		1,381
Class A2, 5.597% 12/10/49	2,744		2,639
Series 2007-GG9:
Class A1, 5.233% 3/10/39	342		348
Class A4, 5.444% 3/10/39	3,989		3,404
Series 2003-C1 Class XP, 2.2423% 7/5/35 (f)(l)(n)	4,449		67
Series 2003-C2 Class XP, 1.1772% 1/5/36 (f)(l)(n)	10,134		88
Series 2005-GG3 Class XP, 0.9155% 8/10/42 (f)(l)(n)	27,415		461
Series 2006-GG7:
Class A3, 5.9166% 7/10/38 (l)	3,617		3,437
Class A4, 5.9166% 7/10/38 (l)	10,620		9,274
Series 2007-GG11 Class A1, 0.4798% 12/10/49 (f)(n)	34,576		373
GS Mortgage Securities Corp. II:
floater:
Series 2006-FL8A:
Class C, 0.5156% 6/6/20 (f)(l)	69		51
Class D, 0.5556% 6/6/20 (f)(l)	327		173
Class E, 0.6456% 6/6/20 (f)(l)	379		193
Class F, 0.7156% 6/6/20 (f)(l)	662		305
Series 2007-EOP:
Class C, 0.5956% 3/6/20 (f)(l)	1,304		991
Class D, 0.6456% 3/6/20 (f)(l)	8,605		6,454
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
GS Mortgage Securities Corp. II: - continued
floater:
Series 2007-EOP:
Class F, 0.7556% 3/6/20 (f)(l)	$ 107		$ 78
Class G, 0.7956% 3/6/20 (f)(l)	54		39
Class H, 0.9256% 3/6/20 (f)(l)	600		414
Class J, 1.1256% 3/6/20 (f)(l)	860		576
sequential payer Series 2004-GG2 Class A4, 4.964% 8/10/38	425		423
Series 2001-LIBA Class C, 6.733% 2/14/16 (f)	678		728
Series 2005-GG4 Class XP, 0.6918% 7/10/39 (f)(l)(n)	31,039		483
Series 2006-GG6 Class A2, 5.506% 4/10/38 (l)	8,045		8,082
GS Mortgage Securities Trust:
sequential payer:
Series 2006-GG8:
Class A2, 5.479% 11/10/39	2,058		2,044
Class A4, 5.56% 11/10/39 (l)	10,543		9,258
Series 2007-GG10:
Class A1, 5.69% 8/10/45	191		195
Class A2, 5.778% 8/10/45	654		652
Class A4, 5.8051% 8/10/45 (l)	417		326
Series 2007-GG10 Class B, 5.8051% 8/10/45 (l)	1,715		371
JPMorgan Chase Commercial Mortgage Securities Corp.:
Series 2004-C1 Class X2, 1.1524% 1/15/38 (f)(l)(n)	2,259		25
Series 2004-CB8 Class X2, 1.2614% 1/12/39 (f)(l)(n)	2,355		31
Series 2006-LDP7 Class A4, 5.875% 4/15/45 (l)	9,200		8,039
JPMorgan Chase Commercial Mortgage Securities Trust:
floater Series 2006-FLA2:
Class B, 0.4428% 11/15/18 (f)(l)	1,148		609
Class C, 0.4828% 11/15/18 (f)(l)	815		417
Class D, 0.5028% 11/15/18 (f)(l)	257		112
Class E, 0.5528% 11/15/18 (f)(l)	370		160
Class F, 0.6028% 11/15/18 (f)(l)	556		234
Class G, 0.6328% 11/15/18 (f)(l)	484		207
Class H, 0.7728% 11/15/18 (f)(l)	370		131
sequential payer:
Series 2006-CB14 Class A3B, 5.4854% 12/12/44 (l)	4,080		3,681
Series 2006-CB15 Class A3, 5.819% 6/12/43 (l)	2,066		1,911
Series 2006-CB17 Class A4, 5.429% 12/12/43	1,102		991
Series 2006-LDP8 Class A4, 5.399% 5/15/45	874		726
Series 2006-LDP9 Class A2, 5.134% 5/15/47 (l)	652		618
Series 2007-CB19 Class A4, 5.7476% 2/12/49 (l)	4,812		3,985
Series 2007-CB20 Class A4, 5.794% 2/12/51	6,844		5,612
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
JPMorgan Chase Commercial Mortgage Securities Trust: - continued
sequential payer:
Series 2007-LD11:
Class A2, 5.7828% 6/15/49 (l)	$ 3,852		$ 3,846
Class A4, 5.7978% 6/15/49 (l)	2,036		1,722
Series 2007-LDP10 Class A1, 5.122% 1/15/49	136		138
Series 2007-LDPX Class A3, 5.412% 1/15/49	3,776		3,170
Series 2004-LDP4 Class D, 5.1236% 10/15/42 (l)	1,235		272
Series 2005-CB13 Class E, 5.3498% 1/12/43 (f)(l)	694		118
Series 2006-CB17 Class A3, 5.45% 12/12/43	391		370
Series 2007-CB19:
Class B, 5.7442% 2/12/49	117		34
Class C, 5.7462% 2/12/49	307		77
Class D, 5.7462% 2/12/49	322		77
Series 2007-LDP10:
Class BS, 5.437% 1/15/49 (l)	262		62
Class CS, 5.466% 1/15/49 (l)	113		25
Class ES, 5.5454% 1/15/49 (f)(l)	709		87
JPMorgan Commercial Mortgage Finance Corp. Series 2000-C9 Class G, 6.25% 10/15/32 (f)	566		561
LB Commercial Conduit Mortgage Trust:
Series 1998-C1 Class D, 6.98% 2/18/30	1,485		1,525
Series 2007-C3:
Class F, 5.9498% 7/15/44 (l)	272		28
Class G, 6.1497% 7/15/44 (f)(l)	481		45
LB-UBS Commercial Mortgage Trust:
sequential payer:
Series 2001-C2 Class A2, 6.653% 11/15/27	263		275
Series 2001-C3 Class A1, 6.058% 6/15/20	97		100
Series 2006-C1:
Class A2, 5.084% 2/15/31	658		657
Class A4, 5.156% 2/15/31	521		469
Series 2006-C3 Class A1, 5.478% 3/15/39	117		119
Series 2006-C6:
Class A1, 5.23% 9/15/39	200		203
Class A2, 5.262% 9/15/39 (l)	2,394		2,405
Series 2006-C7:
Class A1, 5.279% 11/15/38	146		148
Class A2, 5.3% 11/15/38	1,509		1,504
Class A3, 5.347% 11/15/38	1,022		901
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
LB-UBS Commercial Mortgage Trust: - continued
sequential payer:
Series 2007-C1:
Class A1, 5.391% 2/15/40 (l)	$ 191		195
Class A4, 5.424% 2/15/40	6,714		5,096
Series 2007-C2:
Class A1, 5.226% 2/15/40	179		182
Class A3, 5.43% 2/15/40	661		507
Series 2000-C5 Class E, 7.29% 12/15/32	96		95
Series 2001-C3 Class B, 6.512% 6/15/36	2,652		2,752
Series 2001-C7 Class D, 6.514% 11/15/33	1,509		1,415
Series 2003-C3 Class XCP, 1.2222% 3/11/37 (f)(l)(n)	5,757		42
Series 2004-C2 Class XCP, 1.2332% 3/15/36 (f)(l)(n)	14,791		216
Series 2004-C4 Class A2, 4.567% 6/15/29 (l)	329		330
Series 2005-C3 Class XCP, 0.7261% 7/15/40 (l)(n)	4,625		81
Series 2006-C3 Class A3 5.689% 3/15/32	620		596
Series 2006-C6 Class XCP, 0.6633% 9/15/39 (l)(n)	8,504		162
Series 2007-C1:
Class C, 5.533% 2/15/40 (l)	3,018		643
Class D, 5.563% 2/15/40 (l)	549		107
Class E, 5.582% 2/15/40 (l)	274		51
Class XCP, 0.4737% 2/15/40 (l)(n)	3,348		48
Series 2007-C6 Class A4, 5.858% 7/15/40 (l)	1,714		1,364
Series 2007-C7:
Class A3, 5.866% 9/15/45	4,486		3,690
Class XCP, 0.3054% 9/15/45 (l)(n)	112,874		1,327
LB-UBS Westfield Trust Series 2001-WM, 6.754% 7/14/16 (f)	392		391
Leafs CMBS I Ltd./Leafs CMBS I Corp. Series 2002-1A:
Class B, 4.13% 11/20/37 (f)	2,077		1,682
Class C, 4.13% 11/20/37 (f)	5,919		4,025
Lehman Brothers Floating Rate Commercial Mortgage Trust floater Series 2006-LLFA:
Class D, 0.5028% 9/15/21 (f)(l)	440		176
Class E, 0.5628% 9/15/21 (f)(l)	1,586		476
Class F, 0.6128% 9/15/21 (f)(l)	906		249
Class G, 0.6328% 9/15/21 (f)(l)	1,791		448
Class H, 0.6728% 9/15/21 (f)(l)	462		104
Lehman Large Loan Trust Series 1997-LLI Class E, 7.3% 10/12/34	2,435		2,658
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Merrill Lynch Mortgage Trust:
sequential payer:
Series 2004-MKB1 Class A2, 4.353% 2/12/42	$ 218		$ 219
Series 2005-CIP1 Class A2, 4.96% 7/12/38	4,410		4,461
Series 2007-C1 Class A1, 4.533% 6/12/50	1,065		1,072
Series 2005-CKI1 Class A3, 5.2398% 11/12/37 (l)	2,253		2,256
Series 2005-LC1 Class F, 5.3781% 1/12/44 (f)(l)	1,194		251
Series 2006-C1 Class A2, 5.6114% 5/12/39 (l)	1,935		1,952
Series 2007-C1 Class A4, 5.8286% 6/12/50 (l)	5,194		4,013
Series 2008-C1 Class A4, 5.69% 2/12/51	2,929		2,259
Merrill Lynch-CFC Commercial Mortgage Trust:
floater Series 2006-4 Class A2FL, 0.4163% 12/12/49 (l)	639		527
sequential payer:
Series 2006-1 CLass A3, 5.671% 2/12/39	1,460		1,371
Series 2006-4 Class ASB, 5.133% 12/12/49 (l)	1,179		1,059
Series 2007-5:
Class A1, 4.275% 8/12/48	103		103
Class A3, 5.364% 8/12/48	535		452
Class A4, 5.378% 8/12/48	55		40
Class B, 5.479% 2/12/17	4,116		853
Series 2007-6 Class A1, 5.175% 3/12/51	120		122
Series 2007-7 Class A4, 5.7487% 6/12/50 (l)	4,802		3,487
Series 2007-8 Class A1, 4.622% 8/12/49	362		365
Series 2006-2 Class A4, 5.9092% 6/12/46 (l)	833		792
Series 2006-4 Class XP, 0.6228% 12/12/49 (l)(n)	28,866		617
Series 2007-6 Class B, 5.635% 3/12/51 (l)	1,372		307
Series 2007-7 Class B, 5.75% 6/12/50	1,765		402
Series 2007-8 Class A3, 5.957% 8/12/49 (l)	1,183		904
Morgan Stanley Capital I Trust:
floater:
Series 2005-XLF:
Class G, 0.643% 8/15/19 (f)(l)	23		21
Class H, 0.663% 8/15/19 (f)(l)	109		84
Class J, 0.733% 8/15/19 (f)(l)	82		59
Series 2006-XLF:
Class C, 1.473% 7/15/19 (f)(l)	653		65
Class F, 0.593% 7/15/19 (f)(l)	1,321		1,057
Class G, 0.633% 7/15/19 (f)(l)	750		390
Series 2007-XCLA Class A1, 0.473% 7/17/17 (f)(l)	2,155		1,185
Series 2007-XLCA Class B, 0.7728% 7/17/17 (f)(l)	1,792		90
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Morgan Stanley Capital I Trust: - continued
floater:
Series 2007-XLFA:
Class C, 0.433% 10/15/20 (f)(l)	$ 788		$ 252
Class D, 0.463% 10/15/20 (f)(l)	529		132
Class E, 0.523% 10/15/20 (f)(l)	662		132
Class F, 0.573% 10/15/20 (f)(l)	397		72
Class G, 0.613% 10/15/20 (f)(l)	491		108
Class H, 0.703% 10/15/20 (f)(l)	309		31
Class J, 0.853% 10/15/20 (f)(l)	353		28
Class MHRO, 0.963% 10/15/20 (f)(l)	424		47
Class MJPM, 1.273% 10/15/20 (f)(l)	167		15
Class MSTR, 0.973% 10/15/20 (f)(l)	300		42
Class NHRO, 1.163% 10/15/20 (f)(l)	641		58
Class NSTR, 1.123% 10/15/20 (f)(l)	276		30
sequential payer:
Series 2003-IQ5 Class X2, 0.9799% 4/15/38 (f)(l)(n)	4,662		69
Series 2004-HQ3 Class A2, 4.05% 1/13/41	387		391
Series 2005-IQ9 Class A3, 4.54% 7/15/56	2,037		1,998
Series 2006-HQ10 Class A4, 5.328% 11/12/41	4,496		4,019
Series 2006-HQ8 Class A1, 5.124% 3/12/44	23		23
Series 2007-HQ11:
Class A1, 5.246% 2/12/44	326		331
Class A31, 5.439% 2/12/44 (l)	10,884		10,114
Series 2007-IQ13 Class A1, 5.05% 3/15/44	330		334
Series 2007-IQ14 Class A1, 5.38% 4/15/49	306		312
Series 2007-IQ15 Class A4, 5.8806% 6/11/49 (l)	6,250		4,954
Series 2007-IQ16 Class A4, 5.809% 12/12/49	13,930		11,936
Series 2007-T25:
Class A1, 5.391% 11/12/49	185		188
Class A2, 5.507% 11/12/49	1,349		1,307
Series 2007-T27 Class A4, 5.804% 6/11/42	5,025		4,626
Series 2003-IQ6 Class X2, 0.5812% 12/15/41 (f)(l)(n)	9,930		115
Series 2005-IQ9 Class X2, 1.1689% 7/15/56 (f)(l)(n)	16,777		372
Series 2006-HQ10 Class X2, 0.69% 11/12/41 (f)(l)(n)	6,588		89
Series 2006-HQ8 Class A3, 5.4387% 3/12/16 (l)	2,128		2,066
Series 2006-HQ9 Class B, 5.832% 7/12/44 (l)	2,036		649
Series 2006-IQ11:
Class A3, 5.7345% 10/15/42 (l)	2,277		2,177
Class A4, 5.7705% 10/15/42 (l)	412		352
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Morgan Stanley Capital I Trust: - continued
Series 2006-IQ12 Class B, 5.468% 12/15/43	$ 1,372		$ 403
Series 2006-T23 Class A3, 5.8075% 8/12/41 (l)	700		656
Series 2007-HQ11 Class B, 5.538% 2/20/44 (l)	2,488		685
Series 2007-HQ12:
Class A4, 5.6318% 4/12/49 (l)	7,259		5,663
Series A1, 5.519% 4/12/49 (l)	522		532
Series 2007-IQ14:
Class A4, 5.692% 4/15/49 (l)	2,058		1,602
Class AAB, 5.654% 4/15/49	3,010		2,733
Class B, 5.914% 4/15/49	337		93
Series 2007-T25 Class A3, 5.514% 11/12/49	33,625		30,383
Series 2007-XLC1:
Class C, 0.8728% 7/17/17 (f)(l)	2,423		121
Class D, 0.9728% 7/17/17 (f)(l)	1,140		57
Class E, 1.0728% 7/17/17 (f)(l)	927		46
Morgan Stanley Dean Witter Capital I Trust sequential payer Series 2001-PPM Class A2, 6.4% 2/15/31	38		40
SBA CMBS Trust Series 2006-1A Class C, 5.559% 11/15/36 (f)	131		130
STRIPS III Ltd./STRIPS III Corp. floater Series 2004-1A Class A, 0.7475% 3/24/18 (f)(l)	66		60
Structured Asset Securities Corp. Series 1997-LLI Class D, 7.15% 10/12/34	208		221
TrizecHahn Office Properties Trust Series 2001-TZHA Class C4, 6.893% 5/15/16 (f)	1,166		1,233
Wachovia Bank Commercial Mortgage Trust:
floater:
Series 2005-WL5A Class K, 1.4728% 1/15/18 (f)(l)	1,013		608
Series 2006-WL7A:
Class E, 0.5528% 9/15/21 (f)(l)	1,377		413
Class F, 0.6281% 8/11/18 (f)(l)	1,490		298
Class G, 0.6481% 8/11/18 (f)(l)	1,411		212
Class J, 0.8881% 8/11/18 (f)(l)	314		31
Series 2007-WHL8:
Class AP1, 0.9728% 6/15/20 (f)(l)	105		21
Class AP2, 1.0728% 6/15/20 (f)(l)	175		26
Class F, 0.7528% 6/15/20 (f)(l)	3,396		679
Class LXR1, 0.9728% 6/15/20 (f)(l)	169		34
Class LXR2, 1.0728% 6/15/20 (f)(l)	2,315		231
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Wachovia Bank Commercial Mortgage Trust: - continued
sequential payer:
Series 2003-C6 Class A2, 4.498% 8/15/35	$ 450		$ 457
Series 2003-C7 Class A1, 4.241% 10/15/35 (f)	2,938		2,979
Series 2006-C27 Class A2, 5.624% 7/15/45	1,226		1,226
Series 2006-C29:
Class A1, 5.11% 11/15/48	630		640
Class A3, 5.313% 11/15/48	3,644		3,339
Series 2007-C30:
Class A1, 5.031% 12/15/43	195		197
Class A3, 5.246% 12/15/43	1,178		1,136
Class A4, 5.305% 12/15/43	403		322
Class A5, 5.342% 12/15/43	1,468		1,040
Series 2007-C31:
Class A1, 5.14% 4/15/47	70		71
Class A4, 5.509% 4/15/47	3,101		2,343
Series 2007-C32:
Class A2, 5.7355% 6/15/49 (l)	1,646		1,614
Class A3, 5.9289% 6/15/49 (l)	19,610		15,299
Series 2003-C6 Class G, 5.125% 8/15/35 (f)	652		333
Series 2003-C8 Class XP, 0.3689% 11/15/35 (f)(l)(n)	3,691		17
Series 2003-C9 Class XP, 0.4822% 12/15/35 (f)(l)(n)	3,724		22
Series 2004-C15:
Class 180A, 5.3979% 10/15/41 (f)(l)	1,055		971
Class 180B, 5.3979% 10/15/41 (f)(l)	480		446
Series 2005-C19 Class B, 4.892% 5/15/44	1,372		549
Series 2005-C22:
Class B, 5.3549% 12/15/44 (l)	3,042		913
Class F, 5.3549% 12/15/44 (f)(l)	2,288		297
Series 2006-C29 Class E, 5.516% 11/15/48 (l)	1,372		172
Series 2007-C30:
Class C, 5.483% 12/15/43 (l)	4,116		453
Class D, 5.513% 12/15/43 (l)	2,195		220
Class XP, 0.4317% 12/15/43 (f)(l)(n)	16,872		255
Series 2007-C31 Class C, 5.693% 4/15/47 (l)	5,657		707
Series 2007-C31A Class A2, 5.421% 4/15/47	1,580		1,537
Series 2007-C32:
Class D, 5.7405% 6/15/49 (l)	1,031		113
Class E, 5.7405% 6/15/49 (l)	1,625		171
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Wachovia Bank Commercial Mortgage Trust pass-thru certificates:
sequential payer Series 2007-C33 Class A5, 5.9023% 2/15/51 (l)	$ 908		$ 702
Series 2007-C33 Class B, 5.9023% 2/15/51 (l)	2,307		358
TOTAL COMMERCIAL MORTGAGE SECURITIES (Cost $470,360)		494,698
Municipal Securities - 0.8%
California Gen. Oblig.:
7.5% 4/1/34	20,125		21,370
7.55% 4/1/39	24,527		26,297
TOTAL MUNICIPAL SECURITIES (Cost $45,135)		47,667
Foreign Government and Government Agency Obligations - 0.1%
Ontario Province 4.1% 6/16/14 (Cost $7,985)	7,970		8,369
Supranational Obligations - 0.0%
Corporacion Andina de Fomento 5.2% 5/21/13 (Cost $514)	516		526

Fixed-Income Funds - 18.9%
	Shares
Fidelity Corporate Bond 1-5 Year Central Fund (m)	1,323,107		135,341
Fidelity Mortgage Backed Securities Central Fund (m)	8,807,786		897,601
Fidelity Specialized High Income Central Fund (m)	1,563,591		139,519
TOTAL FIXED-INCOME FUNDS (Cost $1,167,887)		1,172,461
Preferred Securities - 0.1%
	Principal Amount (000s)
FINANCIALS - 0.1%
Diversified Financial Services - 0.1%
MUFG Capital Finance 1 Ltd. 6.346% (l) (Cost $4,291)	$ 4,291		3,968
Cash Equivalents - 3.1%
	Maturity Amount (000s)		Value (000s)
Investments in repurchase agreements in a joint trading account at:
0.2%, dated 8/31/09 due 9/1/09 (Collateralized by U.S. Treasury Obligations) #	$ 23,424		$ 23,424
0.21%, dated 8/31/09 due 9/1/09 (Collateralized by U.S. Government Obligations) # (b)	171,401		171,400
TOTAL CASH EQUIVALENTS (Cost $194,824)		194,824
TOTAL INVESTMENT PORTFOLIO - 110.8% (Cost $6,786,891)			6,877,999
NET OTHER ASSETS - (10.8)%			(670,488)
NET ASSETS - 100%		$ 6,207,511

Swap Agreements
	Expiration Date	Notional Amount (000s)
Credit Default Swaps
Receive monthly notional amount multiplied by 3.05% and pay Merrill Lynch upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-NC8, Class B3, 7.2913% 9/25/34 (Rating-B1) (j)	Oct. 2034	$ 878	(659)
Receive monthly notional amount multiplied by 3.35% and pay Morgan Stanley, Inc. upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-HE7, Class B3, 9.01% 8/25/34 (Rating-C) (j)	Sept. 2034	868	(821)
Receive from Barclays Bank upon credit event of Ryder System, Inc., par value of the notional amount of Ryder System, Inc. 6.95% 12/1/25, and pay quarterly notional amount multiplied by .91%	June 2013	13,600	197
Swap Agreements - continued
	Expiration Date	Notional Amount (000s)	Value (000s)
Credit Default Swaps - continued
Receive from Deutsche Bank, upon credit event of Chartered Semiconductor Manufacturing Ltd., par value of the notional amount of Chartered Semiconductor Manufacturing Ltd. 6.375% 8/3/15 and pay quarterly notional amount multiplied by 1.14%	Sept. 2013	$ 10,650	$ 661
Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to Credit Suisse First Boston upon each credit event of one of the issues of ABX AA 07-01 Index, par value of the proportional notional amount (Rating-C) (Upfront Payment $2,116,000) (k)	Sept. 2037	9,045	(8,819)
Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to Credit Suisse First Boston upon each credit event of one of the issues of ABX AA 07-01 Index, par value of the proportional notional amount (Rating-C) (Upfront Payment $5,250,000) (k)	Sept. 2037	24,580	(23,965)
Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to JPMorgan Chase, Inc. upon each credit event of one of the issues of ABX AA 07-01 Index, par value of the proportional notional amount (Rating-C) (Upfront Payment $1,302,000) (k)	Sept. 2037	5,506	(5,368)
Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to JPMorgan Chase, Inc. upon each credit event of one of the issues of ABX AA 07-01 Index, par value of the proportional notional amount (Rating-C) (Upfront Payment $4,231,000) (k)	Sept. 2037	18,386	(17,926)
Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to Morgan Stanley, Inc. upon each credit event of one of the issues of ABX AA 07-01 Index, par value of the proportional notional amount (Rating-C) (Upfront Payment $2,754,000) (k)	Sept. 2037	10,029	(9,778)
Swap Agreements - continued
	Expiration Date	Notional Amount (000s)	Value (000s)
Credit Default Swaps - continued
Receive monthly a fixed rate of .15% multiplied by the notional amount and pay to UBS upon each credit event of one of the issues of ABX AA 07-1 Index, par value of the proportional notional amount (Rating-C) (Upfront Payment $3,716,000) (k)	Sept. 2037	$ 16,419	$ (16,009)
Receive monthly notional amount multiplied by .82% and pay UBS upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-NC6 Class M3, 5.6413% 7/25/34 (j)	August 2034	682	(499)
Receive monthly notional amount multiplied by .85% and pay UBS upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-NC8 Class M6, 5.4413% 9/25/34 (j)	Oct. 2034	815	(582)
Receive monthly notional amount multiplied by 2.54% and pay Merrill Lynch upon credit event of Countrywide Home Loans, Inc., par value of the notional amount of Countrywide Home Loans, Inc. Series 2003-BC1 Class B1, 7.6913% 3/25/32 (Rating-Ba1) (j)	April 2032	262	(144)
Receive monthly notional amount multiplied by 2.61% and pay Goldman Sachs upon credit event of Fremont Home Loan Trust, par value of the notional amount of Fremont Home Loan Trust Series 2004-1 Class M9, 7.3913% 2/25/34 (Rating-Baa3) (j)	March 2034	38	(5)
Receive monthly notional amount multiplied by 2.61% and pay Goldman Sachs upon credit event of Fremont Home Loan Trust, par value of the notional amount of Fremont Home Loan Trust Series 2004-A Class B3, 7.0413% 1/25/34 (Rating-C) (j)	Feb. 2034	4	(3)
Swap Agreements - continued
	Expiration Date	Notional Amount (000s)	Value (000s)
Credit Default Swaps - continued
Receive quarterly notional amount multiplied by .35% and pay Goldman Sachs upon credit event of Southern California Edison Co., par value of the notional amount of Southern California Edison Co. 7.625% 1/15/10 (Rating-A3) (j)	Sept. 2010	$ 11,200	$ (129)
Receive quarterly notional amount multiplied by 4% and pay Morgan Stanley, Inc. upon credit event of Developers Diversified Realty Corp., par value of the notional amount of Developers Diversified Realty Corp. 5.375% 10/15/12 (Rating-Baa3) (j)	March 2013	13,500	(2,603)
TOTAL CREDIT DEFAULT SWAPS		136,462	(86,452)
Interest Rate Swaps
Receive semi-annually a fixed rate equal to 1.9475% and pay quarterly a floating rate based on 3-month LIBOR with JPMorgan Chase, Inc.	July 2012	150,000	620
Receive semi-annually a fixed rate equal to 2.333% and pay quarterly a floating rate based on 3-month LIBOR with JPMorgan Chase, Inc.	August 2012	60,000	760
TOTAL INTEREST RATE SWAPS		210,000	1,380
		$ 346,462	$ (85,072)

Legend

(a) Non-income producing

(b) Includes investment made with cash collateral received from securities on loan.

(c) Non-income producing - Issuer is in default.

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

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

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $485,835,000 or 7.8% of net assets.

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

(h) A portion of the security is subject to a forward commitment to sell.

(i) Security or a portion of the security has been segregated as collateral for swap agreements. At the period end, the value of securities pledged amounted to $116,791,000 of which $26,964,000 is segregated at the custodian for terminated contracts with Lehman Brothers Special Financing, Inc.

(j) Represents a credit default swap contract in which the fund has sold protection on the underlying reference entity. The value of each credit default swap and the credit rating can be measures of the current payment/performance risk. For the underlying reference entity, ratings disclosed are from Moody's Investor Services, Inc. Where Moody's ratings are not available, S&P ratings are disclosed and are indicated as such. All ratings are as of the report date and do not reflect subsequent changes. Where a credit rating is not disclosed, the value is used as the measure of the payment/performance risk.

(k) Represents a tradable index of credit default swaps on home equity asset-backed debt securities. In addition, the swap represents a contract in which the fund has sold protection on the index of underlying securities. Ratings represent a weighted average of the ratings of all securities included in the index. Ratings used in the weighted average are from Moody's Investor Services, Inc., or S&P where Moody's ratings are not available. All ratings are as of the report date and do not reflect subsequent changes.

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

(m) Affiliated fund that is 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 web site 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, 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 web site or upon request

(n) 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 held as of the end of the period.

* Amount represents less than $1,000.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty	Value (Amounts in thousands)
$23,424,000 due 9/01/09 at 0.20%
BNP Paribas Securities Corp.	$ 4,028
Banc of America Securities LLC	2,005
Bank of America, NA	5,014
Deutsche Bank Securities, Inc.	2,206
ING Financial Markets LLC	645
J.P. Morgan Securities, Inc.	4,011
Mizuho Securities USA, Inc.	2,005
Repurchase Agreement / Counterparty	Value (Amounts in thousands)
Morgan Stanley & Co., Inc.	$ 1,003
Societe Generale, New York Branch	2,507
	$ 23,424
$171,400,000 due 9/01/09 at 0.21%
J.P. Morgan Securities, Inc.	$ 171,400

Affiliated Central Funds

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

Fund	Income earned (Amounts in thousands)
Fidelity 1-3 Year Duration Securitized Bond Central Fund	$ 4,933
Fidelity Commercial Mortgage-Backed Securities Central Fund	24,415
Fidelity Corporate Bond 1-5 Year Central Fund	13,144
Fidelity Mortgage Backed Securities Central Fund	74,046
Fidelity Specialized High Income Central Fund	13,299
Fidelity Ultra-Short Central Fund	5,849
Total	$ 135,686

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

Fund (Amounts in thousands)	Value, beginning of period	Purchases	Sales Proceeds	Value, end of period	% ownership, end of period
Fidelity 1-3 Year Duration Securitized Bond Central Fund	$ 273,953	$ 4,002	$ 253,325*	$ -	0.0%
Fidelity Commercial Mortgage-Backed Securities Central Fund	804,720	20,444	674,829*	-	0.0%
Fidelity Corporate Bond 1-5 Year Central Fund	454,435	8,948	314,864*	135,341	40.8%
Fidelity Mortgage Backed Securities Central Fund	1,998,004	56,270	1,212,669*	897,601	11.6%
Fidelity Specialized High Income Central Fund	195,170	38,592	80,902*	139,519	34.1%
Fidelity Ultra-Short Central Fund	806,565	-	678,425*	-	0.0%
Total	$ 4,532,847	$ 128,256	$ 3,215,014	$ 1,172,461

*Includes the value of shares redeemed through in-kind transactions. See Note 7 of the Notes to Financial Statements.

Other Information

The following is a summary of the inputs used, as of August 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description (Amounts in thousands)	Total	Level 1	Level 2	Level 3
Investments in Securities:
Asset-Backed Securities	$ 137,867	$ -	$ 118,482	$ 19,385
Cash Equivalents	194,824	-	194,824	-
Collateralized Mortgage Obligations	106,291	-	97,452	8,839
Commercial Mortgage Securities	494,698	-	444,739	49,959
Corporate Bonds	1,862,229	-	1,862,229	-
Fixed-Income Funds	1,172,461	1,172,461	-	-
Foreign Government and Government Agency Obligations	8,369	-	8,369	-
Municipal Securities	47,667	-	47,667	-
Preferred Securities	3,968	-	3,968	-
Supranational Obligations	526	-	526	-
U.S. Government Agency - Mortgage Securities	1,346,827	-	1,346,827	-
U.S. Government and Government Agency Obligations	1,502,272	-	1,502,272	-
Total Investments in Securities:	$ 6,877,999	$ 1,172,461	$ 5,627,355	$ 78,183
Derivative Instruments:
Assets
Swap Agreements	$ 2,238	$ -	$ 2,238	$ -
Total Assets	$ 2,238	$ -	$ 2,238	$ -
Liabilities
Swap Agreements	$ (87,310)	$ -	$ (85,677)	$ (1,633)
Total Liabilities	$ (87,310)	$ -	$ (85,677)	$ (1,633)
Total Derivative Instruments:	$ (85,072)	$ -	$ (83,439)	$ (1,633)
Other Financial Instruments
Forward commitments	$ (3,255)	$ -	$ (3,255)	$ -

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

(Amounts in thousands)
Investments in Securities: Asset-Backed Securities
Beginning Balance	$ 500
Total Realized Gain (Loss)	(4,217)
Total Unrealized Gain (Loss)	7,546
Cost of Purchases	32,120
Proceeds of Sales	(12,592)
Amortization/Accretion	(7,857)
Transfers in/out of Level 3	3,885
Ending Balance	$ 19,385
The change in unrealized gain (loss) attributable to Level 3 securities at August 31, 2009	$ (266)
Collateralized Mortgage Obligations
Beginning Balance	$ 214
Total Realized Gain (Loss)	(2,065)
Total Unrealized Gain (Loss)	5,413
Cost of Purchases	8,595
Proceeds of Sales	(4,849)
Amortization/Accretion	(4,719)
Transfers in/out of Level 3	6,250
Ending Balance	$ 8,839
The change in unrealized gain (loss) attributable to Level 3 securities at August 31, 2009	$ 2,284
Commercial Mortgage Securities
Beginning Balance	$ -
Total Realized Gain (Loss)	(4,817)
Total Unrealized Gain (Loss)	(7,237)
Cost of Purchases	64,066
Proceeds of Sales	(24,538)
Amortization/Accretion	857
Transfers in/out of Level 3	21,628
Ending Balance	$ 49,959
The change in unrealized gain (loss) attributable to Level 3 securities at August 31, 2009	$ (7,237)
Derivative Instruments:
Swap Agreements
Beginning Balance	$ (38,155)
Total Unrealized Gain (loss)	36,477
Transfers in/out of Level 3	45
Ending Balance	$ (1,633)
Realized gain (loss) on Swap Agreements for the period	$ (39,699)
The change in unrealized gain (loss) attributable to Level 3 Swap Agreements at August 31, 2009	$ 430

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities and Derivative Instruments identified as using Level 3 inputs at either the beginning or the end of the current fiscal period, and includes the value of securities received or delivered through affiliated in-kind transactions. See Note 7 of the Notes to Financial Statements. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by risk exposure as of August 31, 2009. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Risk Exposure / Derivative Type	Value (Amounts in thousands)
	Asset	Liability
Credit Risk
Swap Agreements (a)	$ 858	$ (87,310)
Interest Rate Risk
Swap Agreements (a)	1,380	-
Total Value of Derivatives	$ 2,238	$ (87,310)

(a) Value is disclosed on the Statement of Assets and Liabilities in the Unrealized Appreciation and Unrealized Depreciation on Swap Agreements line-items.

Income Tax Information

At August 31, 2009, the fund had a capital loss carryforward of approximately $306,346,000 of which $1,926,000, $1,000, $107,986,000, $17,287,000 and $179,146,000 will expire on August 31, 2010, 2013, 2014, 2016 and 2017, respectively.

The fund intends to elect to defer to its fiscal year ending August 31, 2010 approximately $393,883,000 of losses recognized during the period November 1, 2008 to August 31, 2009.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)	August 31, 2009
Assets
Investment in securities, at value (including securities loaned of $167,291 and repurchase agreements of $194,824) - See accompanying schedule: Unaffiliated issuers (cost $5,619,004)	$ 5,705,538
Fidelity Central Funds (cost $1,167,887)	1,172,461
Total Investments (cost $6,786,891)		$ 6,877,999
Commitment to sell securities on a delayed delivery basis	(504,015)
Receivable for securities sold on a delayed delivery basis	500,760	(3,255)
Receivable for investments sold, regular delivery		113,247
Receivable for swap agreements		17
Receivable for fund shares sold		11,575
Interest receivable		47,502
Distributions receivable from Fidelity Central Funds		5,017
Unrealized appreciation on swap agreements		2,238
Other receivables		92
Total assets		7,054,432
Liabilities
Payable for investments purchased Regular delivery	$ 74,579
Delayed delivery	502,745
Payable for swap agreements	1,164
Payable for fund shares redeemed	4,952
Distributions payable	1,449
Unrealized depreciation on swap agreements	87,310
Accrued management fee	1,615
Distribution fees payable	69
Other affiliated payables	688
Other payables and accrued expenses	950
Collateral on securities loaned, at value	171,400
Total liabilities		846,921
Net Assets		$ 6,207,511
Net Assets consist of:
Paid in capital		$ 7,009,801
Undistributed net investment income		11,786
Accumulated undistributed net realized gain (loss) on investments		(830,068)
Net unrealized appreciation (depreciation) on investments		15,992
Net Assets		$ 6,207,511

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

Annual Report

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)	August 31, 2009
Calculation of Maximum Offering Price Class A: Net Asset Value and redemption price per share ($144,651 ÷ 20,983 shares)		$ 6.89
Maximum offering price per share (100/96.00 of $6.89)		$ 7.18
Class T: Net Asset Value and redemption price per share ($46,370 ÷ 6,723 shares)		$ 6.90
Maximum offering price per share (100/96.00 of $6.90)		$ 7.19
Class B: Net Asset Value and offering price per share ($11,053 ÷ 1,602 shares)A		$ 6.90
Class C: Net Asset Value and offering price per share ($27,099 ÷ 3,926 shares)A		$ 6.90
Investment Grade Bond: Net Asset Value, offering price and redemption price per share ($5,951,245 ÷ 862,743 shares)		$ 6.90
Institutional Class: Net Asset Value, offering price and redemption price per share ($27,093 ÷ 3,924 shares)		$ 6.90

^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

Financial Statements - continued

Statement of Operations

Amounts in thousands	Year ended August 31, 2009
Investment Income
Dividends		$ 623
Interest		278,835
Income from Fidelity Central Funds		135,686
Total income		415,144
Expenses
Management fee	$ 24,290
Transfer agent fees	7,788
Distribution fees	671
Fund wide operations fee	2,276
Independent trustees' compensation	29
Miscellaneous	896
Total expenses before reductions	35,950
Expense reductions	(38)	35,912
Net investment income		379,232
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	54,549
Redemption in-kind with affiliated entities	(319,897)
Fidelity Central Funds	(669,026)
Swap agreements	(52,031)
Total net realized gain (loss)		(986,405)
Change in net unrealized appreciation (depreciation) on: Investment securities	668,055
Swap agreements	47,885
Delayed delivery commitments	(940)
Total change in net unrealized appreciation (depreciation)		715,000
Net gain (loss)		(271,405)
Net increase (decrease) in net assets resulting from operations		$ 107,827

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

Annual Report

Statement of Changes in Net Assets

Amounts in thousands	Year ended August 31, 2009	Year ended August 31, 2008
Increase (Decrease) in Net Assets
Operations
Net investment income	$ 379,232	$ 545,862
Net realized gain (loss)	(986,405)	(26,541)
Change in net unrealized appreciation (depreciation)	715,000	(414,694)
Net increase (decrease) in net assets resulting from operations	107,827	104,627
Distributions to shareholders from net investment income	(394,409)	(516,873)
Distributions to shareholders from net realized gain	-	(11,157)
Total distributions	(394,409)	(528,030)
Share transactions - net increase (decrease)	(3,508,737)	(1,526,467)
Total increase (decrease) in net assets	(3,795,319)	(1,949,870)
Net Assets
Beginning of period	10,002,830	11,952,700
End of period (including undistributed net investment income of $11,786 and undistributed net investment income of $33,213, respectively)	$ 6,207,511	$ 10,002,830

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

Annual Report

Financial Highlights - Class A

Years ended August 31,	2009	2008	2007	2006 L	2006 K	2005 K
Selected Per-Share Data
Net asset value, beginning of period	$ 6.89	$ 7.18	$ 7.35	$ 7.24	$ 7.50	$ 7.47
Income from Investment Operations
Net investment income E	.303	.331	.353	.118	.298	.237
Net realized and unrealized gain (loss)	.007 H	(.303)	(.161)	.092	(.206)	.131
Total from investment operations	.310	.028	.192	.210	.092	.368
Distributions from net investment income	(.310)	(.311)	(.352)	(.100)	(.282)	(.238)
Distributions from net realized gain	-	(.007)	(.010)	-	(.070)	(.100)
Total distributions	(.310)	(.318)	(.362)	(.100)	(.352)	(.338)
Net asset value, end of period	$ 6.89	$ 6.89	$ 7.18	$ 7.35	$ 7.24	$ 7.50
Total Return B, C, D	4.89%	.36%	2.61%	2.92%	1.23%	5.03%
Ratios to Average Net Assets F, I
Expenses before reductions	.79%	.80%	.75%	.71% A	.71%	.83%
Expenses net of fee waivers, if any	.79%	.80%	.75%	.71% A	.71%	.83%
Expenses net of all reductions	.79%	.80%	.74%	.71% A	.71%	.83%
Net investment income	4.67%	4.67%	4.83%	4.86% A	4.04%	3.17%
Supplemental Data
Net assets, end of period (in millions)	$ 145	$ 79	$ 79	$ 46	$ 37	$ 31
Portfolio turnover rate G	119%J, M	231%	181% M	206% A, J	145%	227%

^A Annualized

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

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

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

^E Calculated based on average shares outstanding during the period.

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

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

^H The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

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

^J The portfolio turnover rate does not include the assets acquired in the merger.

^K For the period ended April 30.

^L For the four month period ended August 31. The Fund changed its fiscal year end from April 30 to August 31, effective August 31, 2006.

^M The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Financial Highlights - Class T

Years ended August 31,	2009	2008	2007	2006 L	2006 K	2005 K
Selected Per-Share Data
Net asset value, beginning of period	$ 6.89	$ 7.18	$ 7.35	$ 7.24	$ 7.51	$ 7.47
Income from Investment Operations
Net investment income E	.302	.332	.350	.116	.290	.230
Net realized and unrealized gain (loss)	.016 H	(.303)	(.163)	.091	(.216)	.141
Total from investment operations	.318	.029	.187	.207	.074	.371
Distributions from net investment income	(.308)	(.312)	(.347)	(.097)	(.274)	(.231)
Distributions from net realized gain	-	(.007)	(.010)	-	(.070)	(.100)
Total distributions	(.308)	(.319)	(.357)	(.097)	(.344)	(.331)
Net asset value, end of period	$ 6.90	$ 6.89	$ 7.18	$ 7.35	$ 7.24	$ 7.51
Total Return B, C, D	5.02%	.36%	2.54%	2.89%	.98%	5.07%
Ratios to Average Net Assets F, I
Expenses before reductions	.82%	.80%	.80%	.82% A	.83%	.93%
Expenses net of fee waivers, if any	.82%	.80%	.80%	.82% A	.83%	.93%
Expenses net of all reductions	.82%	.79%	.79%	.81% A	.83%	.93%
Net investment income	4.65%	4.67%	4.77%	4.76% A	3.92%	3.07%
Supplemental Data
Net assets, end of period (in millions)	$ 46	$ 53	$ 68	$ 59	$ 57	$ 48
Portfolio turnover rate G	119% J, M	231%	181% M	206% A, J	145%	227%

^A Annualized

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

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

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

^E Calculated based on average shares outstanding during the period.

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

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

^H The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

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

^J The portfolio turnover rate does not include the assets acquired in the merger.

^K For the period ended April 30.

^L For the four month period ended August 31. The Fund changed its fiscal year end from April 30 to August 31, effective August 31, 2006.

^M The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Financial Highlights - Class B

Years ended August 31,	2009	2008	2007	2006 L	2006 K	2005 K
Selected Per-Share Data
Net asset value, beginning of period	$ 6.89	$ 7.19	$ 7.36	$ 7.24	$ 7.51	$ 7.47
Income from Investment Operations
Net investment income E	.257	.281	.299	.099	.239	.180
Net realized and unrealized gain (loss)	.016 H	(.313)	(.164)	.102	(.216)	.140
Total from investment operations	.273	(.032)	.135	.201	.023	.320
Distributions from net investment income	(.263)	(.261)	(.295)	(.081)	(.223)	(.180)
Distributions from net realized gain	-	(.007)	(.010)	-	(.070)	(.100)
Total distributions	(.263)	(.268)	(.305)	(.081)	(.293)	(.280)
Net asset value, end of period	$ 6.90	$ 6.89	$ 7.19	$ 7.36	$ 7.24	$ 7.51
Total Return B, C, D	4.29%	(.49)%	1.83%	2.79%	.28%	4.37%
Ratios to Average Net Assets F, I
Expenses before reductions	1.51%	1.50%	1.50%	1.50% A	1.51%	1.64%
Expenses net of fee waivers, if any	1.51%	1.50%	1.50%	1.50% A	1.51%	1.60%
Expenses net of all reductions	1.51%	1.50%	1.50%	1.50% A	1.51%	1.59%
Net investment income	3.95%	3.96%	4.07%	4.07% A	3.24%	2.40%
Supplemental Data
Net assets, end of period (in millions)	$ 11	$ 9	$ 10	$ 9	$ 9	$ 9
Portfolio turnover rate G	119% J, M	231%	181% M	206% A, J	145%	227%

^A Annualized

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

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

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

^E Calculated based on average shares outstanding during the period.

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

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

^H The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

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

^J The portfolio turnover rate does not include the assets acquired in the merger.

^K For the period ended April 30.

^L For the four month period ended August 31. The Fund changed its fiscal year end from April 30 to August 31, effective August 31, 2006.

^M The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Financial Highlights - Class C

Years ended August 31,	2009	2008	2007	2006 L	2006 K	2005 K
Selected Per-Share Data
Net asset value, beginning of period	$ 6.90	$ 7.19	$ 7.36	$ 7.24	$ 7.51	$ 7.47
Income from Investment Operations
Net investment income E	.255	.278	.294	.097	.233	.176
Net realized and unrealized gain (loss)	.005 H	(.304)	(.163)	.102	(.216)	.140
Total from investment operations	.260	(.026)	.131	.199	.017	.316
Distributions from net investment income	(.260)	(.257)	(.291)	(.079)	(.217)	(.176)
Distributions from net realized gain	-	(.007)	(.010)	-	(.070)	(.100)
Total distributions	(.260)	(.264)	(.301)	(.079)	(.287)	(.276)
Net asset value, end of period	$ 6.90	$ 6.90	$ 7.19	$ 7.36	$ 7.24	$ 7.51
Total Return B, C, D	4.09%	(.40)%	1.77%	2.76%	.20%	4.30%
Ratios to Average Net Assets F, I
Expenses before reductions	1.55%	1.55%	1.55%	1.58% A	1.60%	1.67%
Expenses net of fee waivers, if any	1.55%	1.55%	1.55%	1.58% A	1.60%	1.66%
Expenses net of all reductions	1.55%	1.55%	1.55%	1.58% A	1.60%	1.66%
Net investment income	3.91%	3.91%	4.02%	3.99% A	3.15%	2.34%
Supplemental Data
Net assets, end of period (in millions)	$ 27	$ 14	$ 17	$ 10	$ 9	$ 7
Portfolio turnover rate G	119% J, M	231%	181% M	206% A, J	145%	227%

^A Annualized

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

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

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

^E Calculated based on average shares outstanding during the period.

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

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

^H The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

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

^J The portfolio turnover rate does not include the assets acquired in the merger.

^K For the period ended April 30.

^L For the four month period ended August 31. The Fund changed its fiscal year end from April 30 to August 31, effective August 31, 2006.

^M The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Financial Highlights - Investment Grade Bond

Years ended August 31,	2009	2008	2007	2006 K	2006 J	2005 J
Selected Per-Share Data
Net asset value, beginning of period	$ 6.89	$ 7.19	$ 7.35	$ 7.24	$ 7.50	$ 7.47
Income from Investment Operations
Net investment income D	.326	.356	.376	.124	.317	.254
Net realized and unrealized gain (loss)	.015 G	(.313)	(.153)	.092	(.206)	.130
Total from investment operations	.341	.043	.223	.216	.111	.384
Distributions from net investment income	(.331)	(.336)	(.373)	(.106)	(.301)	(.254)
Distributions from net realized gain	-	(.007)	(.010)	-	(.070)	(.100)
Total distributions	(.331)	(.343)	(.383)	(.106)	(.371)	(.354)
Net asset value, end of period	$ 6.90	$ 6.89	$ 7.19	$ 7.35	$ 7.24	$ 7.50
Total Return B, C	5.39%	.57%	3.05%	3.01%	1.48%	5.26%
Ratios to Average Net Assets E, H
Expenses before reductions	.46%	.45%	.45%	.45% A	.46%	.61%
Expenses net of fee waivers, if any	.46%	.45%	.45%	.45% A	.46%	.61%
Expenses net of all reductions	.46%	.44%	.44%	.45% A	.46%	.61%
Net investment income	5.00%	5.02%	5.13%	5.12% A	4.29%	3.39%
Supplemental Data
Net assets, end of period (in millions)	$ 5,951	$ 9,814	$ 11,739	$ 10,141	$ 8,018	$ 6,721
Portfolio turnover rate F	119% I, L	231%	181% L	206% A, I	145%	227%

^A Annualized

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

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

^D Calculated based on average shares outstanding during the period.

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

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

^G The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

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

^I The portfolio turnover rate does not include the assets acquired in the merger.

^J For the period ended April 30.

^K For the four month period ended August 31. The Fund changed its fiscal year end from April 30 to August 31, effective August 31, 2006.

^L The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Financial Highlights - Institutional Class

Years ended August 31,	2009	2008	2007	2006 K	2006 J	2005 J
Selected Per-Share Data
Net asset value, beginning of period	$ 6.90	$ 7.19	$ 7.36	$ 7.25	$ 7.51	$ 7.48
Income from Investment Operations
Net investment income D	.322	.353	.374	.124	.313	.254
Net realized and unrealized gain (loss)	.005 G	(.303)	(.163)	.091	(.205)	.129
Total from investment operations	.327	.050	.211	.215	.108	.383
Distributions from net investment income	(.327)	(.333)	(.371)	(.105)	(.298)	(.253)
Distributions from net realized gain	-	(.007)	(.010)	-	(.070)	(.100)
Total distributions	(.327)	(.340)	(.381)	(.105)	(.368)	(.353)
Net asset value, end of period	$ 6.90	$ 6.90	$ 7.19	$ 7.36	$ 7.25	$ 7.51
Total Return B, C	5.16%	.66%	2.88%	2.99%	1.44%	5.24%
Ratios to Average Net Assets E, H
Expenses before reductions	.53%	.50%	.48%	.49% A	.50%	.59%
Expenses net of fee waivers, if any	.53%	.50%	.48%	.49% A	.50%	.59%
Expenses net of all reductions	.53%	.49%	.47%	.49% A	.50%	.59%
Net investment income	4.94%	4.97%	5.10%	5.07% A	4.25%	3.40%
Supplemental Data
Net assets, end of period (in millions)	$ 27	$ 34	$ 41	$ 29	$ 26	$ 16
Portfolio turnover rate F	119% I, L	231%	181% L	206% A, I	145%	227%

^A Annualized

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

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

^D Calculated based on average shares outstanding during the period.

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

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

^G The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

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

^I The portfolio turnover rate does not include the assets acquired in the merger.

^J For the period ended April 30.

^K For the four month period ended August 31. The Fund changed its fiscal year end from April 30 to August 31, effective August 31, 2006.

^L The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Notes to Financial Statements

For the period ended August 31, 2009

(Amounts in thousands except ratios)

1. Organization.

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

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds 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 their investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the Fund. These strategies are consistent with the investment objectives of the Fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the Fund. The following summarizes the Fund's investment in each Fidelity Central Fund.

Fidelity Central Fund	Investment Manager	Investment Objective	Investment Practices
Fidelity Corporate Bond 1-5 Year Central Fund	Fidelity Investment Money Management, Inc. (FIMM)	Seeks a high level of income by normally investing in investment-grade corporate bonds and other corporate debt securities and repurchase agreements for those securities.	Repurchase Agreements Restricted Securities Swap Agreements

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2. Investments in Fidelity Central Funds - continued

Fidelity Central Fund	Investment Manager	Investment Objective	Investment Practices
Fidelity Mortgage Backed Securities Central Fund	FIMM	Seeks a high level of income by normally investing in investment-grade mortgage-related securities and repurchase agreements for those securities.	Delayed Delivery & When Issued Securities Futures Repurchase Agreements Swap Agreements
Fidelity Specialized High Income Central Fund	Fidelity Management & Research Company, Inc. (FMRC)	Seeks a high level of current income by normally investing in income-producing debt securities, with an emphasis on lower-quality debt securities.	Repurchase Agreements Restricted Securities Loans & Direct Debt Instruments

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 SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, October 26, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Security Valuation - continued

classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of August 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Debt securities, including restricted securities, are valued based on quotations received from dealers who make markets in such securities or by independent pricing services. For corporate bonds, foreign government and government agency obligations, municipal securities, preferred securities, supranational obligations and U.S. government and government agency obligations, pricing services generally utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. For asset backed securities, collateralized mortgage obligations, commercial mortgage securities, and U.S. government agency mortgage securities, pricing services generally utilize matrix pricing which considers prepayment speed assumptions, attributes of the collateral, yield or price of bonds of comparable quality, coupon, maturity and types as well as dealer supplied prices. Swaps are marked-to-market daily based on valuations from independent pricing services or dealer-supplied valuations and changes in value are recorded as unrealized appreciation (depreciation). Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value. Actual prices received at disposition may differ.

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

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV 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. 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. Inflation-indexed bonds are fixed-income securities whose principal value is periodically adjusted to the rate of inflation. Interest is accrued based on the principal value, which is adjusted for inflation. The adjustments to principal due to inflation are reflected as increases or decreases to interest income even though principal is not received until maturity. 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.

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

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. There are no unrecognized tax benefits in the accompanying financial statements. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years.

Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

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

Book-tax differences are primarily due to short-term capital gains, swap agreements, market discount, redemptions in kind, partnerships (including allocations from Fidelity Central Funds), deferred trustees compensation, capital loss carryforwards, losses deferred due to wash sales and excise tax regulations.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation	$ 127,713
Unrealized depreciation	(236,526)
Net unrealized appreciation (depreciation)	$ (108,813)
Undistributed ordinary income	$ 6,846
Capital loss carryforward	$ 306,346
Cost for federal income tax purposes	$ 6,986,812

The tax character of distributions paid was as follows:

	August 31, 2009	August 31, 2008
Ordinary Income	$ 394,409	$ 528,030

Annual Report

4. Operating Policies.

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

Delayed Delivery Transactions and When-Issued Securities. The Fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked-to-market daily and equivalent deliverable securities are held for the transaction. The value of the securities purchased on a delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

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

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

5. Investments in Derivative Instruments.

Objectives and Strategies for Investing in Derivative Instruments. The Fund uses derivative instruments ("derivatives"), including swap agreements, in order to meet its investment objectives. The Fund's strategy is to use derivatives as a risk management tool and as an additional way to gain exposure to certain types of assets. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

While utilizing derivatives in pursuit of its investment objectives, the Fund is exposed to certain financial risks relative to those derivatives. These risks are further explained below:

Credit Risk	Credit risk is the risk that the value of financial instruments will fluctuate as a result of changes in the credit quality of those instruments. Credit risk also includes the risk that the counterparty to a financial instrument will default or be unable to make further principal or interest payments on an obligation or commitment that it has entered into with the Fund.
Interest Rate Risk	Interest rate risk is the risk that the value of interest-bearing financial instruments will fluctuate due to changes in the prevailing levels of market interest rates.

The following notes provide more detailed information about each derivative type held by the Fund:

Swap Agreements. The Fund entered into swap agreements, which are contracts between two parties to exchange future cash flows at periodic intervals based on a notional principal amount. Payments are exchanged at specified intervals, accrued daily commencing with the effective date of the contract and recorded as realized gains or losses in the Fund's accompanying Statement of Operations. Gains or losses are realized in the event of an early termination of a swap agreement. Any upfront payments made or received upon entering a swap contract to compensate for differences between stated terms of the agreement and prevailing market conditions (e.g. credit spreads, interest rates or other factors) are recorded as realized gains or losses ratably over the term of the swap in the Fund's accompanying Statement of Operations. Risks of loss may exceed amounts recognized on the Fund's Statement of Assets and Liabilities. In addition, there is the risk of failure by the counterparty to perform under the terms of the agreement and lack of liquidity in the market. Details of swap agreements open at period end are included in the Fund's Schedule of Investments under the caption "Swap Agreements." The total notional amount of all open swap agreements at period end is indicative of the volume of this derivative type. Collateral, in the form of cash or securities, may be required to be held in segregated accounts with a fund's custodian bank in accordance with the swap agreement and, if required, is identified in the Fund's Schedule of Investments. The Fund could experience delays and costs in gaining access to the collateral even though it is held in the Fund's custodian bank.

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5. Investments in Derivative Instruments - continued

Swap Agreements - continued

The Fund entered into interest rate swap agreements to manage its exposure to interest rate changes. Interest rate swaps represent an agreement between counterparties to exchange cash flows based on the difference between two interest rates (e.g. fixed rate, floating rate), applied to a notional principal amount. Risks of loss may include interest rate risk and the possible inability of the counterparty to fulfill its obligations under the agreement. The Fund's maximum risk of loss from counterparty credit risk is the discounted net value of cash flows to be received from/paid to the counterparty over the contract's remaining life, to the extent that amount is positive. This risk is mitigated by the posting of collateral by the counterparty to the Fund to cover the Fund's exposure to the counterparty. Changes in interest rates can have a negative effect on both the value of the Fund's bond holdings as well as the amount of interest income earned. In general, the value of bonds can fall when interest rates rise and can rise when interest rates fall.

The Fund entered into credit default swap agreements to provide a measure of protection against defaults of an issuer ("buyer of protection") and/or to gain credit exposure to an issuer to which it is not otherwise exposed ("seller of protection"). The issuer may be either a single issuer or a "basket" of issuers. As a buyer of protection, the Fund does so when it holds bonds of the issuer or without owning the underlying asset or debt issued by the reference entity. Under the terms of a credit default swap the buyer of protection receives credit protection in exchange for making periodic payments to the seller of protection based on a fixed percentage applied to a notional principal amount. In return for these payments, the seller of protection acts as a guarantor of the creditworthiness of a reference obligation. Periodic payments are made over the life of the contract provided that no credit event occurs.

For credit default swaps on most corporate and sovereign issuers, credit events include bankruptcy, failure to pay, obligation acceleration or repudiation/moratorium. If a credit event were to occur during the term of the contract, the contract is typically settled in a market auction where the difference between the value of the reference obligation received and the notional amount of the swap is recorded as a realized loss by the seller of protection. For credit default swaps on corporate or sovereign issuers, the obligation that may be put to the seller of protection is not limited to the specific reference obligation described in the Fund's Schedule of Investments.

For credit default swaps on asset-backed securities, a credit event may be triggered by events such as failure to pay principal, maturity extension, rating downgrade or write-down. If a credit event were to occur during the term of the contract, upon notification of the buyer of protection, the seller of protection is obligated to take delivery from the

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

5. Investments in Derivative Instruments - continued

Swap Agreements - continued

buyer of protection the notional amount of a reference obligation, at par. The difference between the value of the reference obligation received and the notional amount paid is recorded as a realized loss by the seller of protection. For credit default swaps on asset-backed securities, the reference obligation described represents the security that may be put to the seller of protection.

Risks of loss includes credit risk. The Fund's maximum risk of loss from counterparty risk, either as a buyer of protection or as a seller of protection, is the value of the contract. This risk is mitigated by the posting of collateral by the counterparty to the Fund to cover the Fund's exposure to the counterparty. The notional amount of credit default swaps is included in the Fund's Schedule of Investments and approximates the maximum potential amount of future payments that the Fund could be required to make if the Fund is the seller of protection and a credit event were to occur. The total notional amount of all credit default swaps open at period end where the Fund is the seller of protection amounted to $112,212 representing 1.81% of net assets. Credit default swaps are considered to have credit-risk contingent features since they require payment by the seller of protection to the buyer of protection upon the occurrence of a defined credit event. The total value of credit default swaps in a net liability position as of period end was $(87,310). The value of assets posted as collateral, net of assets received as collateral, for these swaps was $89,827. If a defined credit event had occurred as of period end, the swaps' credit-risk-related contingent features would have been triggered and the Fund would have been required to pay $22,385 in addition to the collateral to settle these swaps.

Typically, the value of each credit default swap and credit rating disclosed for each reference obligation in the Fund's Schedule of Investments, where the Fund is the seller of protection, can be used as measures of the current payment/performance risk of the swap. As the value of the swap changes as a positive or negative percentage of the total notional amount, the payment/performance risk may decrease or increase, respectively. Any current or future declines in the value of the swap may be partially offset by upfront payments received by the Fund as the seller of protection if applicable. In addition to these measures, FMR monitors a variety of factors including cash flow assumptions, market activity and market sentiment as part of its ongoing process of assessing payment/performance risk.

Annual Report

5. Investments in Derivative Instruments - continued

Realized and Change in Unrealized Gain (Loss) on Derivative Instruments. A summary of the Fund's value of derivatives by primary risk exposure as of period end, if any, is included at the end of the Fund's Schedule of Investments. The table below reflects the Fund's realized gain (loss) and change in unrealized gain (loss) for derivatives during the period.

Risk Exposure / Derivative Type	Realized Gain (Loss)	Change in Unrealized Gain (Loss)
Credit Risk
Swap Agreements	$ (60,283)	$ 46,505
Interest Rate Risk
Swap Agreements	8,252	1,380
Total Derivatives Realized and Change in Unrealized Gain (Loss) (a)(b)	$ (52,031)	$ 47,885

(a) Total derivatives realized gain (loss) included in the Statement of Operations is comprised of $(52,031) for swap agreements..

(b) Total derivatives change in unrealized gain (loss) included in the Statement of Operations is comprised of $47,885 for swap agreements.

6. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, U.S. government securities and liquidations and redemptions executed in-kind from Affiliated Central Funds, aggregated $1,365,625 and $4,837,222, respectively.

7. Fees and Other Transactions with Affiliates.

Management Fee and Expense Contract. 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 .20% of the Fund's average net assets and a group fee rate that averaged .12% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .32% of the Fund's average net assets.

In addition, under the expense contract, FMR pays all class-level expenses for Investment Grade Bond, so that the total expenses, except the compensation of the independent Trustees and certain other expenses such as interest expense, including commitment fees do not exceed .45% of the Class' average net assets. This agreement does not apply to any of the other classes and any change or modification that would increase expenses can only be made with shareholder approval.

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Notes to Financial Statements - continued

(Amounts in thousands except ratios)

7. Fees and Other Transactions with Affiliates - continued

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

	Distribution Fee	Service Fee	Paid to FDC	Retained by FDC
Class A	0%	.25%	$ 284	$ 10
Class T	0%	.25%	114	3
Class B	.65%	.25%	87	63
Class C	.75%	.25%	186	40
			$ 671	$ 116

Sales Load. FDC receives 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. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, .75% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

	Retained by FDC
Class A	$ 17
Class T	9
Class B*	24
Class C*	4
	$ 54

* 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 each respective class of the Fund, with the exception of Investment Grade Bond. FIIOC

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7. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

receives an asset-based fee of .10% of Investment Grade Bond's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, each class paid the following transfer agent fees:

	Amount	% of Average Net Assets
Class A	$ 206	.18
Class T	94	.21
Class B	24	.25
Class C	35	.19
Investment Grade Bond	7,386	.10
Institutional Class	43	.17
	$ 7,788

Fundwide Operations Fee. Pursuant to the Fundwide Operations and Expense Agreement (FWOE), FMR has agreed to provide for fund level expenses (which do not include transfer agent, Rule 12b-1 fees, compensation of the independent Trustees, interest (including commitment fees), taxes or extraordinary expenses, if any) in return for a FWOE fee equal to .35% less the total amount of the management fee. The FWOE paid by the Fund is reduced by an amount equal to the fees and expenses paid to the independent Trustees. For the period, the FWOE fee was equivalent to an annual rate of .03% of average net assets.

Redemption-In-Kind. On March 27, 2009, 565,128 fund shares held by affiliated entities were redeemed in-kind for cash and securities with a value of $3,588,563. The realized gain (loss) of $(319,897) on securities delivered through in-kind redemptions is included in the accompanying Statement of Operations and is not taxable to the Fund.

Other Affiliated Transactions. During the period, certain Fidelity Central Funds in which the Fund was invested were each liquidated pursuant to a Plan of Liquidation and Dissolution approved by the Central Fund Board. Under the plan, each Central Fund distributed in-kind all of its net assets to its shareholders pro rata at its net

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

7. Fees and Other Transactions with Affiliates - continued

Other Affiliated Transactions - continued

asset value (NAV) per share as of the close of business on the liquidation date. As a result, the Fund received cash and securities, including accrued interest, as noted in the following table.

Liquidation Date	Central Fund	Value of Cash and Securities Received (including accrued interest)	Shares of Central Fund Redeemed
01/23/09 (a)	Fidelity Ultra-Short Central Fund	$ 405,891	6,492
04/17/09 (b)	Fidelity Commercial Mortgage-Backed Securities Central Fund	$ 324,612	4,504
06/26/09 (b)	Fidelity 1-3 Year Duration Securitized Bond Central Fund	$ 66,112	850

(a) The Fund recognized a loss as the transaction was considered taxable to the Fund for federal income tax purposes.

(b) Because the Central Fund was a partnership for federal income tax purposes, the liquidation generally was tax free to the Fund.

8. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 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 $38 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

9. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in cash equivalents. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on

Annual Report

9. Security Lending - continued

investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of interest income. Net income from lending portfolio securities during the period amounted to $13.

10. Expense Reductions.

Through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's expenses by $2. During the period, credits reduced each class' transfer agent expense as noted in the table below.

	Transfer Agent expense reduction
Investment Grade Bond	$ 36

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended August 31,	2009	2008
From net investment income
Class A	$ 5,369	$ 3,742
Class T	2,156	2,716
Class B	385	358
Class C	714	556
Investment Grade Bond	384,500	507,696
Institutional Class	1,285	1,805
Total	$ 394,409	$ 516,873
From net realized gain
Class A	$ -	$ 82
Class T	-	64
Class B	-	9
Class C	-	15
Investment Grade Bond	-	10,947
Institutional Class	-	40
Total	$ -	$ 11,157

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Notes to Financial Statements - continued

(Amounts in thousands except ratios)

12. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
Years ended August 31,	2009	2008	2009	2008
Class A
Shares sold	12,007	6,217	$ 77,884	$ 44,378
Issued in exchange for shares of Capital One Total Return Bond Fund	5,452	-	33,750	-
Reinvestment of distributions	589	515	3,815	3,652
Shares redeemed	(8,595)	(6,144)	(56,322)	(43,427)
Net increase (decrease)	9,453	588	$ 59,127	$ 4,603
Class T
Shares sold	2,526	3,480	$ 16,379	$ 24,742
Reinvestment of distributions	317	382	2,049	2,711
Shares redeemed	(3,788)	(5,613)	(24,703)	(39,832)
Net increase (decrease)	(945)	(1,751)	$ (6,275)	$ (12,379)
Class B
Shares sold	866	446	$ 5,609	$ 3,206
Reinvestment of distributions	46	39	299	280
Shares redeemed	(629)	(537)	(4,088)	(3,818)
Net increase (decrease)	283	(52)	$ 1,820	$ (332)
Class C
Shares sold	2,885	846	$ 18,675	$ 6,043
Reinvestment of distributions	82	53	536	379
Shares redeemed	(1,039)	(1,238)	(6,752)	(8,831)
Net increase (decrease)	1,928	(339)	$ 12,459	$ (2,409)
Investment Grade Bond
Shares sold	391,488	235,999	$ 2,540,236	$ 1,676,819
Reinvestment of distributions	55,275	71,069	356,433	504,629
Shares redeemed	(1,008,022)	(516,730)	(6,466,380)	(3,691,519)
Net increase (decrease)	(561,259)	(209,662)	$ (3,569,711)	$ (1,510,071)
Institutional Class
Shares sold	1,621	2,395	$ 10,522	$ 16,310
Reinvestment of distributions	166	212	1,078	1,503
Shares redeemed	(2,764)	(3,445)	(17,757)	(23,692)
Net increase (decrease)	(977)	(838)	$ (6,157)	$ (5,879)

Annual Report

13. 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.

Effective after the close of business on September 25, 2009, the Fidelity Corporate Bond 1-5 Year Central Fund ("1-5 Year"), a Fidelity Central Fund in which the Fund invests, was liquidated pursuant to a Plan of Liquidation and Dissolution approved by its Board of Directors. Under the plan, 1-5 Year distributed in-kind all of its net assets to its shareholders pro rata at its net asset value (NAV) per share as of the close of business on the liquidation date. As a result, the Fund received cash and securities, including accrued interest, of $137,142 in return for 1,323 shares of 1-5 Year. Because 1-5 Year was a partnership for federal income tax purposes, the liquidation generally was tax free to the Fund.

14. Credit Risk.

The Fund invests a portion of its assets, directly or indirectly, in structured securities of issuers backed by residential mortgage loans, credit card receivables and automotive loans. The value and related income of these securities is sensitive to changes in economic conditions, including delinquencies and/or defaults.

15. Merger Information.

On November 21, 2008, the Fund acquired all of the assets and assumed all of the liabilities (other than any deferred, accrued or prepaid expenses) of Capital One Total Return Bond Fund pursuant to an agreement and plan of reorganization approved by the Board of Trustees on June 19, 2008. The acquisition was accomplished by an exchange of 5,452 shares of Class A of the Fund for 3,655 shares then outstanding (value at $9.23 per share) of Capital One Total Return Bond Fund. The reorganization qualified as a tax-free reorganization for federal income tax purposes with no gain or loss recognized to the funds or their shareholders. The Capital One Total Return Bond Fund's net assets were combined with the Fund's net assets of $8,459,080 for total net assets after the acquisition of $8,492,830.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Fixed-Income Trust and the Shareholders of Fidelity Investment Grade Bond Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Investment Grade Bond Fund (a fund of Fidelity Fixed-Income Trust) at August 31, 2009, 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 periods indicated then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Investment Grade Bond Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with 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 are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at August 31, 2009 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

October 26, 2009

Annual Report

Trustees and Officers

The Trustees and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 187 funds advised by FMR or an affiliate. Mr. Curvey oversees 407 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd 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.

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, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation
Abigail P. Johnson (47)
	Year of Election or Appointment: 2009 Ms. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Ms. Johnson serves as President of Personal and Workplace Investing (2005-present). Ms. Johnson is a Director 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.
James C. Curvey (74)
	Year of Election or Appointment: 2007 Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-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.

* 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.

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, Age; Principal Occupation
Albert R. Gamper, Jr. (67)
	Year of Election or Appointment: 2006 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. Mr. Gamper currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities), a member of the Board of Trustees, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System. Previously, Mr. Gamper served as Chairman of the Board of Governors, Rutgers University (2004-2007).
Arthur E. Johnson (62)
	Year of Election or Appointment: 2008 Mr. Johnson serves as a member of the Board of Directors of Eaton Corporation (diversified power management, 2009-present) and AGL Resources, Inc. (holding company). Previously, Mr. Johnson served as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor, 1999-2009), and on the Board of Directors of IKON Office Solutions, Inc. (1999-2008). Mr. Arthur E. Johnson and Ms. Abigail P. Johnson are not related.
Michael E. Kenneally (55)
	Year of Election or Appointment: 2009 Mr. Kenneally also serves as Trustee (2009-present) or Member of the Advisory Board (2008-present) of other Fidelity Fixed Income and Asset Allocation Funds. Previously, Mr. Kenneally served as Chairman and Global Chief Executive Officer of Credit Suisse Asset Management (2003-2005). Mr. Kenneally was a Director of The Credit Suisse Funds (U.S. Mutual Fund, 2004-2008) and was awarded the Chartered Financial Analyst (CFA) designation in 1991.
James H. Keyes (68)
	Year of Election or Appointment: 2007 Mr. Keyes serves as a member of the Boards of Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines) and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions). Previously, Mr. Keyes served as a member of the Board of LSI Logic Corporation (semiconductor technologies, 1984-2008).
Marie L. Knowles (62)
	Year of Election or Appointment: 2001 Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. Ms. Knowles currently serves as a Director of McKesson Corporation (healthcare service). Ms. Knowles is an Honorary Trustee of the Brookings Institution and 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 and the Foundation Board of the School of Architecture at the University of Virginia (2007-present). Previously, Ms. Knowles served as a Director of Phelps Dodge Corporation (copper mining and manufacturing, 1994-2007).
Kenneth L. Wolfe (70)
	Year of Election or Appointment: 2005 Mr. Wolfe served as Chairman and a Director (2007-2009) and Chairman and Chief Executive Officer of Hershey Foods Corporation, and as a member of the Boards of Adelphia Communications Corporation (telecommunications, 2003-2006), Bausch & Lomb, Inc. (medical/pharmaceutical, 1993-2007), and Revlon, Inc. (2004-2009).

Annual Report

Executive Officers:

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

Name, Age; Principal Occupation
John R. Hebble (51)
	Year of Election or Appointment: 2008 President and Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Hebble also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments.
Boyce I. Greer (53)
	Year of Election or Appointment: 2005 or 2006 Vice President of Fidelity's Fixed Income Funds (2006) and Asset Allocation Funds (2005). Mr. Greer is also a Trustee of other investment companies advised by FMR. Mr. Greer is President of the Asset Allocation Division (2008-present), President and a Director of Strategic Advisers, Inc. (2008-present), President and a Director of Fidelity Investments Money Management, Inc. (2007-present), and an Executive Vice President of FMR and FMR Co., Inc. (2005-present). Previously, Mr. Greer served as a Director and Managing Director of Strategic Advisers, Inc. (2002-2005).
Christopher P. Sullivan (55)
	Year of Election or Appointment: 2009 Vice President of Fidelity's Bond Funds. Mr. Sullivan also serves as President of Fidelity's Bond Group (2009-present). Previously, Mr. Sullivan served as Managing Director, Co-Head of U.S. Fixed Income at Goldman Sachs Asset Management (2001-2009).
Scott C. Goebel (41)
	Year of Election or Appointment: 2008 Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).
Holly C. Laurent (55)
	Year of Election or Appointment: 2008 Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).
Christine Reynolds (50)
	Year of Election or Appointment: 2008 Chief Financial Officer of the Fidelity 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).
Michael H. Whitaker (42)
	Year of Election or Appointment: 2008 Chief Compliance Officer of Fidelity's Fixed Income and Asset Allocation 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.
Jeffrey S. Christian (47)
	Year of Election or Appointment: 2009 Deputy Treasurer of the Fidelity funds. Mr. Christian also serves as Chief Financial Officer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments. Previously, Mr. Christian served as Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009) and as Vice President of Business Analysis (2003-2004).
Bryan A. Mehrmann (48)
	Year of Election or Appointment: 2005 Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).
Stephanie J. Dorsey (40)
	Year of Election or Appointment: 2008 Deputy Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Ms. Dorsey is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.
Paul M. Murphy (62)
	Year of Election or Appointment: 2007 Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).
Kenneth B. Robins (40)
	Year of Election or Appointment: 2009 Assistant Treasurer of the Fidelity Fixed Income and Asset Allocation Funds. Mr. Robins also serves as President and Treasurer of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).
Gary W. Ryan (51)
	Year of Election or Appointment: 2005 Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

A total of 2.01% 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 $268,520,752 of distributions paid during the period January 1, 2009, to August 31, 2009 as qualifying to be taxed as interest-related dividends for nonresident alien shareholders.

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on July 15, 2009. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1
To elect a Board of Trustees.A
	# of Votes	% of Votes
James C. Curvey
Affirmative	29,535,490,304.51	95.434
Withheld	1,412,983,688.53	4.566
TOTAL	30,948,473,993.04	100.000
Albert R. Gamper, Jr.
Affirmative	29,631,645,146.15	95.745
Withheld	1,316,828,846.89	4.255
TOTAL	30,948,473,993.04	100.000
Abigail P. Johnson
Affirmative	29,481,082,358.76	95.259
Withheld	1,467,391,634.28	4.741
TOTAL	30,948,473,993.04	100.000
Arthur E. Johnson
Affirmative	29,601,580,051.86	95.648
Withheld	1,346,893,941.18	4.352
TOTAL	30,948,473,993.04	100.000
Michael E. Kenneally
Affirmative	29,688,902,929.52	95.930
Withheld	1,259,571,063.52	4.070
TOTAL	30,948,473,993.04	100.000
James H. Keyes
Affirmative	29,647,356,020.99	95.796
Withheld	1,301,117,972.05	4.204
TOTAL	30,948,473,993.04	100.000
Marie L. Knowles
Affirmative	29,665,215,088.51	95.854
Withheld	1,283,258,904.53	4.146
TOTAL	30,948,473,993.04	100.000
Kenneth L. Wolfe
Affirmative	29,580,330,647.68	95.579
Withheld	1,368,143,345.36	4.421
TOTAL	30,948,473,993.04	100.000
PROPOSAL 2
To amend the Declaration of Trust to reduce the required quorum for future shareholder meetings.A
	# of Votes	% of Votes
Affirmative	22,342,326,668.95	72.192
Against	5,700,226,054.43	18.418
Abstain	2,112,037,717.17	6.825
Broker Non-Votes	793,883,552.49	2.565
TOTAL	30,948,473,993.04	100.000
PROPOSAL 3
For Fidelity Investment Grade Bond Fund, a shareholder proposal concerning "procedures to prevent holding investments in companies that, in the judgement of the Board, substantially contribute to genocide or crimes against humanity, the most egregious violations of human rights."
	# of Votes	% of Votes
Affirmative	533,669,832.89	16.669
Against	2,451,794,789.83	76.578
Abstain	116,980,179.32	3.655
Broker Non-Votes	99,215,159.14	3.098
TOTAL	3,201,659,961.18	100.000
A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Investment Grade Bond Fund

On May 21, 2009, the Board of Trustees, including the Independent Trustees (together, the Board), voted to continue the management contract and subadvisory agreements (together, the Advisory Contracts) for the fund for four months, through September 30, 2009, in connection with the reorganization of the Board's new meeting schedule. The Board considered that the contractual terms of and fees payable under the fund's Advisory Contracts involve no changes in (i) the investment process or strategies employed in the management of the fund's assets; (ii) the nature or level of services provided under the fund's Advisory Contracts; or (iii) the day-to-day management of the fund or the persons primarily responsible for such management. The Board concluded that the fund's Advisory Contracts are fair and reasonable, and that the fund's Advisory Contracts should be renewed, without modification, through September 30, 2009, with the understanding that the Board will consider their renewal in September 2009.

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

Fidelity Research & Analysis Company

Fidelity Investments Money
Management, Inc.

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.

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

Fidelity Management & Research
(Japan) Inc.

Fidelity Management & Research
(Hong Kong) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

JPMorgan Chase Bank

New York, NY

AIGBI-UANN-1009
1.784724.107

Fidelity®
Series Investment Grade Bond
Fund

Series Investment Grade Bond

Class F

Annual Report

August 31, 2009

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message	<Click Here>	The Chairman's message to shareholders.
Performance	<Click Here>	How the fund has done over time.
Management's Discussion	<Click Here>	The manager's review of fund performance, strategy and outlook.
Shareholder Expense Example	<Click Here>	An example of shareholder expenses.
Investment Changes	<Click Here>	A summary of the 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>
Distributions	<Click Here>
Trustees and Officers	<Click Here>
Proxy Voting Results	<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 1-800-835-5092 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.

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Abigail_P_Johnson)

Dear Shareholder:

We've seen a welcome uptick in the global equity markets this spring and summer, as signs of stabilization in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

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

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

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

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

Sincerely,

/s/Abigail P. Johnson

Abigail P. Johnson

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' 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 take Fidelity® Series Investment Grade Bond Fund's cumulative total return and show you what would have happened if Fidelity Series Investment Grade Bond Fund shares had performed at a constant rate each year. These numbers will be reported once the fund is a year old.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Series Investment Grade Bond, a class of the fund, on October 8, 2008, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the Barclays Capital U.S. Aggregate Bond Index performed over the same period.

Annual Report

Management's Discussion of Fund Performance

Market Recap: While the positive returns of taxable bonds were more encouraging than the negative returns posted by major equity indexes for the year ending August 31, 2009, fixed-income securities rode their own wave of volatility. As the credit crisis resulting from a meltdown in the subprime mortgage market deepened in the beginning of the period, bond investors fled from lower-quality debt instruments and flocked to those with backing from the U.S. government. With government interventions around the world beginning to take root in the later months of the period, however, credit conditions improved and signs of stabilization among certain economic indicators emerged, eliciting greater demand for risk. Consequently, bonds further out on the risk spectrum boasted the largest returns. For the 12 months overall, U.S. investment-grade bonds gained 7.94%, as measured by the Barclays Capital U.S. Aggregate Bond Index.

Comments from Ford O'Neil, Lead Portfolio Manager of Fidelity® Series Investment Grade Bond Fund: The fund had a strong showing during its first official annual review. From inception on October 8, 2008, through August 31, 2009, the fund's Retail Class shares were up 16.54%, widely outpacing the Barclays Capital U.S. Aggregate Bond Index, which rose 9.42%. In assessing the fund's performance, I'm looking at the aggregate of our direct investments and those we made in Fidelity's fixed-income central funds. With that as a backdrop, sector selection was the main factor behind the fund's strong showing. Specifically, overweighting corporate bonds and securitized products - including commercial mortgage-backed securities and asset-backed securities - helped quite a bit, as did our corresponding underweighting in U.S. government bonds. A massive flight to riskier, attractively valued securities bolstered the corporate and securitized sectors, while causing government securities to lag. Advantageous security selection across most sectors also aided the fund's results. We had particular success within corporates, where an emphasis on financials paid off because they were among the bond market's best performers by a wide margin. In the government-backed mortgage sector, a comparatively large exposure to securities that offered protection against prepayment was another plus.

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, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (March 1, 2009 to August 31, 2009) for Series Investment Grade Bond and for the entire period (June 26, 2009 to August 31, 2009) for Class F. The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (March 1, 2009 to August 31, 2009).

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. 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. 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.

Annual Report

	Annualized Expense Ratio	Beginning Account Value	Ending Account Value August 31, 2009	Expenses Paid During Period
Series Investment Grade Bond	.45%
Actual		$ 1,000.00	$ 1,106.60	$ 2.39 B
Hypothetical A		$ 1,000.00	$ 1,022.94	$ 2.29 C
Class F	.35%
Actual		$ 1,000.00	$ 1,039.10	$ .66 B
Hypothetical A		$ 1,000.00	$ 1,023.44	$ 1.79 C

^A 5% return per year before expenses

^B Actual expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period) for Series Investment Grade Bond and multiplied by 67/365 (to reflect the period June 26, 2009 to August 31, 2009) for Class F.

^C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value of the period, multiplied by 184/365 (to reflect the one-half year period.)

The fees and expenses of the underlying Fidelity funds in which the fund invests are not included in each Class' annualized expense ratio.

Annual Report

Investment Changes (Unaudited)

The information in the following tables is based on the combined investments of the Fund and its pro-rata share of its investments in each non-money market Fidelity Central Fund.

Quality Diversification (% of fund's net assets)
As of August 31, 2009		As of February 28, 2009
	U.S. Government and U.S. Government Agency Obligations†† 63.1%		U.S. Government and U.S. Government Agency Obligations 76.1%
	AAA 8.7%		AAA 7.3%
	AA 3.1%		AA 1.3%
	A 9.3%		A 5.6%
	BBB 17.3%		BBB 9.0%
	BB and Below 3.3%		BB and Below 0.0%
	Not Rated 0.1%		Not Rated 0.2%
	Short-Term Investments and Net Other Assets† (4.9)%		Short-Term Investments and Net Other Assets 0.5%

We have used ratings from Moody's® Investors Services, Inc. Where Moody's ratings are not available, we have used S&P® ratings. All ratings are as of the report date and do not reflect subsequent downgrades. Securities rated BB or below were rated investment grade at the time of acquisition.

Weighted Average Maturity as of August 31, 2009
		6 months ago
Years	5.4	6.0

The weighted average maturity is based on the dollar-weighted average length of time until principal payments are expected or until securities reach maturity, taking into account any maturity shortening feature such as a call, refunding or redemption provision.

Duration as of August 31, 2009
		6 months ago
Years	3.9	3.8

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

Asset Allocation (% of fund's net assets)
As of August 31, 2009 *			As of February 28, 2009 **
	Corporate Bonds 30.9%			Corporate Bonds 16.8%
	U.S. Government and U.S. Government Agency Obligations†† 63.1%			U.S. Government and U.S. Government Agency Obligations 76.1%
	Asset-Backed Securities 2.9%			Asset-Backed Securities 2.8%
	CMOs and Other Mortgage Related Securities 7.7%			CMOs and Other Mortgage Related Securities 3.8%
	Municipal Bonds 0.3%			Municipal Bonds 0.0%
	Short-Term Investments and Net Other Assets† (4.9)%			Short-Term Investments and Net Other Assets 0.5%
* Foreign investments		5.3%	** Foreign investments		1.8%
* Futures and Swaps		0.3%	** Futures and Swaps		0.0%

^† Short-Term Investments and Net Other Assets are not included in the pie chart.

^†† Includes FDIC Guaranteed Corporate Securities.

A holdings listing for the Fund, which presents direct holdings as well as the pro-rata share of any securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at fidelity.com and/or advisor.fidelity.com.

Annual Report

Investments August 31, 2009

Showing Percentage of Net Assets

Nonconvertible Bonds - 26.7%
	Principal Amount		Value
CONSUMER DISCRETIONARY - 2.3%
Auto Components - 0.1%
DaimlerChrysler NA Holding Corp.:
5.75% 9/8/11	$ 3,911,000		$ 4,100,981
5.875% 3/15/11	1,452,000		1,511,101
			5,612,082
Diversified Consumer Services - 0.1%
Cornell University 5.45% 2/1/19	5,740,000		6,258,265
Trustees of Dartmouth College 4.75% 6/1/19	1,000		1,036
Trustees of Princeton Univ 5.7% 3/1/39	8,900,000		9,428,037
			15,687,338
Hotels, Restaurants & Leisure - 0.0%
McDonald's Corp. 5.35% 3/1/18	1,635,000		1,756,083
Household Durables - 0.2%
Fortune Brands, Inc.:
5.125% 1/15/11	2,962,000		3,015,103
5.375% 1/15/16	6,000,000		5,777,934
5.875% 1/15/36	3,125,000		2,613,106
6.375% 6/15/14	12,000,000		12,263,136
			23,669,279
Media - 1.9%
AOL Time Warner, Inc.:
6.75% 4/15/11	10,492,000		11,154,203
6.875% 5/1/12	1,706,000		1,865,714
Comcast Cable Communications, Inc. 6.75% 1/30/11	357,000		379,652
Comcast Corp.:
4.95% 6/15/16	7,822,000		7,933,456
5.5% 3/15/11	267,000		280,211
5.7% 5/15/18	6,074,000		6,413,913
5.85% 1/15/10	43,000		43,778
5.9% 3/15/16	3,813,000		4,067,548
6.45% 3/15/37	18,770,000		20,022,222
6.55% 7/1/39	10,000,000		10,825,980
COX Communications, Inc.:
4.625% 1/15/10	1,497,000		1,513,647
4.625% 6/1/13	3,122,000		3,217,402
6.25% 6/1/18 (f)	12,278,000		13,066,947
6.45% 12/1/36 (f)	5,828,000		5,978,899
6.95% 6/1/38 (f)	6,387,000		6,979,528
Liberty Media Corp.:
5.7% 5/15/13	3,485,000		3,310,750
Nonconvertible Bonds - continued
	Principal Amount		Value
CONSUMER DISCRETIONARY - continued
Media - continued
Liberty Media Corp.: - continued
8.25% 2/1/30	$ 7,833,000		$ 5,953,080
News America Holdings, Inc. 7.75% 12/1/45	2,466,000		2,582,627
News America, Inc.:
4.75% 3/15/10	170,000		170,646
5.3% 12/15/14	612,000		656,058
6.15% 3/1/37	5,610,000		5,419,052
6.2% 12/15/34	7,989,000		7,753,069
6.9% 3/1/19 (f)	16,816,000		18,943,762
Time Warner Cable, Inc.:
5.4% 7/2/12	1,708,000		1,821,915
5.85% 5/1/17	17,523,000		18,401,989
6.2% 7/1/13	1,624,000		1,754,919
6.75% 7/1/18	22,463,000		24,815,303
8.75% 2/14/19	1,671,000		2,057,036
Time Warner, Inc.:
5.875% 11/15/16	3,002,000		3,136,613
6.5% 11/15/36	8,223,000		8,280,709
Viacom, Inc.:
6.125% 10/5/17	15,798,000		16,697,601
6.25% 4/30/16	6,675,000		7,161,200
6.75% 10/5/37	3,475,000		3,639,854
			226,299,283
TOTAL CONSUMER DISCRETIONARY			273,024,065
CONSUMER STAPLES - 1.6%
Beverages - 0.5%
Anheuser-Busch InBev Worldwide, Inc.:
5.375% 11/15/14 (f)	9,087,000		9,678,173
7.2% 1/15/14 (f)	8,300,000		9,322,137
7.75% 1/15/19 (f)	14,500,000		16,977,934
Bottling Group LLC 6.95% 3/15/14	2,000,000		2,342,670
Diageo Capital PLC 5.2% 1/30/13	1,963,000		2,096,174
FBG Finance Ltd. 5.125% 6/15/15 (f)	9,570,000		9,802,388
PepsiCo, Inc. 7.9% 11/1/18	3,519,000		4,438,078
			54,657,554
Nonconvertible Bonds - continued
	Principal Amount		Value
CONSUMER STAPLES - continued
Food & Staples Retailing - 0.1%
CVS Caremark Corp.:
0.9675% 6/1/10 (j)	$ 1,605,000		$ 1,602,026
6.036% 12/10/28	1,583,162		1,494,220
6.302% 6/1/37 (j)	14,630,000		11,557,700
			14,653,946
Food Products - 0.3%
Cargill, Inc. 6% 11/27/17 (f)	2,169,000		2,321,281
General Mills, Inc.:
5.2% 3/17/15	2,184,000		2,350,842
5.65% 2/15/19	4,179,000		4,515,447
H.J. Heinz Finance Co. 7.125% 8/1/39 (f)	7,190,000		8,442,793
Kraft Foods, Inc.:
4.125% 11/12/09	2,608,000		2,626,032
5.625% 11/1/11	2,558,000		2,758,703
6% 2/11/13	4,100,000		4,460,078
6.125% 2/1/18	2,333,000		2,553,191
6.25% 6/1/12	5,918,000		6,507,670
6.75% 2/19/14	1,258,000		1,427,713
			37,963,750
Personal Products - 0.0%
Avon Products, Inc. 4.8% 3/1/13	1,251,000		1,329,468
Tobacco - 0.7%
Altria Group, Inc.:
9.25% 8/6/19	4,577,000		5,524,077
9.7% 11/10/18	30,842,000		37,727,322
9.95% 11/10/38	5,667,000		7,469,236
Philip Morris International, Inc.:
4.875% 5/16/13	3,627,000		3,861,344
5.65% 5/16/18	2,251,000		2,393,864
Reynolds American, Inc.:
6.75% 6/15/17	8,242,000		8,398,120
7.25% 6/15/37	16,364,000		15,739,042
			81,113,005
TOTAL CONSUMER STAPLES			189,717,723
ENERGY - 2.9%
Energy Equipment & Services - 0.3%
BJ Services Co. 6% 6/1/18	5,845,000		5,766,326
Nonconvertible Bonds - continued
	Principal Amount		Value
ENERGY - continued
Energy Equipment & Services - continued
DCP Midstream LLC:
6.75% 9/15/37 (f)	$ 2,991,000		$ 2,801,122
9.75% 3/15/19 (f)	5,487,000		6,523,214
Transocean Ltd.:
5.25% 3/15/13	5,583,000		5,878,430
6% 3/15/18	2,050,000		2,183,473
Weatherford International Ltd.:
4.95% 10/15/13	1,218,000		1,257,263
5.15% 3/15/13	5,097,000		5,311,273
6% 3/15/18	2,317,000		2,363,398
9.625% 3/1/19	8,627,000		10,480,614
			42,565,113
Oil, Gas & Consumable Fuels - 2.6%
Anadarko Finance Co. 6.75% 5/1/11	3,007,000		3,190,653
Anadarko Petroleum Corp.:
5.95% 9/15/16	10,643,000		11,067,986
6.45% 9/15/36	5,255,000		5,201,783
BW Group Ltd. 6.625% 6/28/17 (f)	2,067,000		1,746,615
Canadian Natural Resources Ltd.:
5.15% 2/1/13	3,144,000		3,288,731
5.7% 5/15/17	3,750,000		3,927,709
ConocoPhillips:
4.4% 5/15/13	20,500,000		21,532,175
4.75% 2/1/14	737,000		790,214
5.75% 2/1/19	12,956,000		14,186,820
Devon Energy Corp. 6.3% 1/15/19	3,000,000		3,312,255
Duke Capital LLC 6.25% 2/15/13	699,000		746,798
Duke Energy Field Services:
5.375% 10/15/15 (f)	855,000		832,597
6.45% 11/3/36 (f)	10,500,000		9,468,564
6.875% 2/1/11	1,617,000		1,686,203
7.875% 8/16/10	3,833,000		4,013,435
El Paso Natural Gas Co. 5.95% 4/15/17	653,000		670,997
Empresa Nacional de Petroleo 6.75% 11/15/12 (f)	1,184,000		1,273,796
Enbridge Energy Partners LP:
5.875% 12/15/16	1,262,000		1,259,948
6.5% 4/15/18	1,657,000		1,740,269
EnCana Corp. 4.75% 10/15/13	930,000		972,360
EnCana Holdings Finance Corp. 5.8% 5/1/14	2,018,000		2,194,194
Nonconvertible Bonds - continued
	Principal Amount		Value
ENERGY - continued
Oil, Gas & Consumable Fuels - continued
Enterprise Products Operating LP:
4.625% 10/15/09	$ 1,360,000		$ 1,362,277
5.6% 10/15/14	1,367,000		1,445,895
5.65% 4/1/13	487,000		517,459
Gazstream SA 5.625% 7/22/13 (f)	2,779,518		2,779,518
Gulf South Pipeline Co. LP 5.75% 8/15/12 (f)	2,700,000		2,802,821
Gulfstream Natural Gas System LLC 6.95% 6/1/16 (f)	8,929,000		9,895,680
Lukoil International Finance BV 6.656% 6/7/22 (f)	793,000		717,665
Magellan Midstream Partners LP 6.55% 7/15/19	12,859,000		14,194,266
Nakilat, Inc. 6.067% 12/31/33 (f)	12,062,000		10,043,666
National Gas Co. of Trinidad & Tobago Ltd. 6.05% 1/15/36 (f)	2,454,000		1,914,859
Nexen, Inc.:
5.05% 11/20/13	2,688,000		2,760,600
5.2% 3/10/15	635,000		641,967
5.875% 3/10/35	4,330,000		3,808,092
6.4% 5/15/37	5,410,000		5,005,851
NGPL PipeCo LLC 6.514% 12/15/12 (f)	4,388,000		4,748,369
Pemex Project Funding Master Trust:
1.25% 12/3/12 (f)(j)	4,867,000		4,647,985
1.9294% 6/15/10 (f)(j)	871,000		868,823
Petro-Canada:
6.05% 5/15/18	2,920,000		3,025,295
6.8% 5/15/38	4,427,000		4,685,563
Petrobras International Finance Co. Ltd. 7.875% 3/15/19	13,538,000		15,264,095
Petroleos Mexicanos 8% 5/3/19 (f)	4,516,000		5,080,500
Plains All American Pipeline LP:
6.125% 1/15/17	5,000,000		5,166,480
7.75% 10/15/12	1,648,000		1,821,976
Ras Laffan Liquid Natural Gas Co. Ltd. 8.294% 3/15/14 (f)	2,087,000		2,272,290
Ras Laffan Liquid Natural Gas Co. Ltd. III:
4.5% 9/30/12 (f)	6,290,000		6,446,602
5.5% 9/30/14 (f)	8,791,000		9,096,900
5.832% 9/30/16 (f)	871,000		894,543
6.75% 9/30/19 (f)	5,754,000		6,014,012
Rockies Express Pipeline LLC 6.25% 7/15/13 (f)	1,901,000		2,048,514
Source Gas LLC 5.9% 4/1/17 (f)	2,476,000		2,009,826
Nonconvertible Bonds - continued
	Principal Amount		Value
ENERGY - continued
Oil, Gas & Consumable Fuels - continued
Spectra Energy Capital, LLC:
5.65% 3/1/20	$ 14,234,000		$ 14,424,992
6.2% 4/15/18	5,000,000		5,289,610
Suncor Energy, Inc.:
6.1% 6/1/18	8,697,000		9,109,229
6.5% 6/15/38	1,052,000		1,069,641
Talisman Energy, Inc. yankee 6.25% 2/1/38	4,604,000		4,523,241
TEPPCO Partners LP:
5.9% 4/15/13	2,263,000		2,434,680
6.65% 4/15/18	6,296,000		6,787,107
7.55% 4/15/38	4,104,000		4,792,081
Texas Eastern Transmission LP 6% 9/15/17 (f)	12,691,000		13,652,242
TransCanada PipeLines Ltd. 6.35% 5/15/67 (j)	1,656,000		1,391,040
Transcontinental Gas Pipe Line Corp. 6.4% 4/15/16	2,800,000		3,062,002
XTO Energy, Inc.:
5% 1/31/15	1,222,000		1,277,000
5.65% 4/1/16	839,000		878,644
5.9% 8/1/12	5,715,000		6,181,687
6.25% 8/1/17	4,098,000		4,408,452
			304,368,139
TOTAL ENERGY			346,933,252
FINANCIALS - 12.0%
Capital Markets - 2.4%
Bear Stearns Companies, Inc.:
0.645% 10/22/10 (j)	1,635,000		1,633,311
0.9025% 9/9/09 (j)	888,000		888,011
4.245% 1/7/10	850,000		854,560
4.5% 10/28/10	1,281,000		1,330,260
5.3% 10/30/15	818,000		829,080
5.85% 7/19/10	2,634,000		2,706,748
6.95% 8/10/12	9,796,000		10,944,669
BlackRock, Inc. 6.25% 9/15/17	14,238,000		14,977,066
Goldman Sachs Group, Inc.:
5.25% 10/15/13	4,126,000		4,355,274
5.95% 1/18/18	6,982,000		7,268,325
6% 5/1/14	10,000,000		10,782,030
6.15% 4/1/18	7,759,000		8,190,253
6.75% 10/1/37	2,875,000		2,878,390
Nonconvertible Bonds - continued
	Principal Amount		Value
FINANCIALS - continued
Capital Markets - continued
Goldman Sachs Group, Inc.: - continued
7.5% 2/15/19	$ 33,996,000		$ 39,139,425
Janus Capital Group, Inc.:
6.125% 9/15/11 (d)	2,350,000		2,327,005
6.5% 6/15/12	2,916,000		2,889,552
JPMorgan Chase Capital XVII 5.85% 8/1/35	1,585,000		1,337,830
JPMorgan Chase Capital XX 6.55% 9/29/36	39,647,000		34,554,462
Lazard Group LLC:
6.85% 6/15/17	4,815,000		4,711,246
7.125% 5/15/15	7,698,000		7,732,926
Merrill Lynch & Co., Inc.:
5.45% 2/5/13	21,968,000		22,336,601
6.15% 4/25/13	1,774,000		1,846,979
6.4% 8/28/17	629,000		619,878
6.875% 4/25/18	11,986,000		12,238,677
Morgan Stanley:
0.7875% 1/9/12 (j)	3,083,000		2,980,540
0.8375% 1/9/14 (j)	20,074,000		18,574,954
4.75% 4/1/14	555,000		550,986
5.05% 1/21/11	2,128,000		2,197,777
5.25% 11/2/12	158,000		167,072
5.45% 1/9/17	599,000		593,999
5.95% 12/28/17	1,521,000		1,555,261
6% 5/13/14	9,250,000		9,808,598
6.6% 4/1/12	3,997,000		4,343,084
6.625% 4/1/18	7,475,000		7,987,329
6.75% 4/15/11	584,000		621,079
7.3% 5/13/19	22,127,000		24,641,313
Northern Trust Corp.:
4.625% 5/1/14	2,018,000		2,142,731
5.5% 8/15/13	763,000		832,277
Scotland International Finance No. 2 BV 7.7% 8/15/10 (f)	634,000		637,963
State Street Corp. 4.3% 5/30/14	1,850,000		1,939,610
The Bank of New York, Inc. 4.95% 11/1/12	2,701,000		2,923,573
UBS AG Stamford Branch:
5.75% 4/25/18	6,739,000		6,620,522
5.875% 12/20/17	2,087,000		2,067,887
			288,559,113
Nonconvertible Bonds - continued
	Principal Amount		Value
FINANCIALS - continued
Commercial Banks - 1.7%
American Express Bank FSB:
5.5% 4/16/13	$ 7,769,000		$ 8,061,557
6% 9/13/17	403,000		397,659
ANZ National International Ltd. 6.2% 7/19/13 (f)	713,000		766,404
Bank of America NA 6% 10/15/36	3,342,000		3,094,070
Bank One Corp.:
5.25% 1/30/13	6,298,000		6,656,262
7.875% 8/1/10	483,000		510,792
BB&T Capital Trust IV 6.82% 6/12/77 (j)	500,000		415,000
BB&T Corp. 6.5% 8/1/11	869,000		908,989
Chase Manhattan Corp. 7.875% 6/15/10	1,085,000		1,139,979
Credit Suisse (Guernsey) Ltd. 5.86%	5,543,000		3,935,530
Credit Suisse First Boston 6% 2/15/18	23,160,000		23,819,689
Credit Suisse First Boston New York Branch 5% 5/15/13	8,253,000		8,761,674
Credit Suisse New York Branch 5.5% 5/1/14	5,930,000		6,373,279
DBS Bank Ltd. (Singapore) 0.66% 5/16/17 (f)(j)	2,852,236		2,538,490
Export-Import Bank of Korea:
5.125% 2/14/11	2,041,000		2,069,196
5.25% 2/10/14 (f)	3,328,000		3,322,672
5.5% 10/17/12	1,577,000		1,630,446
Fifth Third Bancorp:
4.5% 6/1/18	1,539,000		1,137,022
8.25% 3/1/38	7,658,000		6,803,076
HBOS PLC 6.75% 5/21/18 (f)	4,594,000		3,831,304
HSBC Holdings PLC:
0.7775% 10/6/16 (j)	932,000		863,612
6.5% 5/2/36	4,703,000		4,849,988
6.5% 9/15/37	2,054,000		2,124,232
JPMorgan Chase Bank 6% 10/1/17	1,359,000		1,432,650
KeyBank NA:
5.8% 7/1/14	3,726,000		3,590,448
7% 2/1/11	786,000		800,036
Korea Development Bank:
4.625% 9/16/10	1,189,000		1,199,098
5.75% 9/10/13	2,804,000		2,860,273
Manufacturers & Traders Trust Co. 2.0969% 4/1/13 (f)(j)	397,000		322,915
National City Bank, Cleveland 4.5% 3/15/10	1,909,000		1,935,923
PNC Funding Corp.:
0.6275% 1/31/12 (j)	4,181,000		3,976,583
Nonconvertible Bonds - continued
	Principal Amount		Value
FINANCIALS - continued
Commercial Banks - continued
PNC Funding Corp.: - continued
6.7% 6/10/19	$ 11,500,000		$ 12,596,801
7.5% 11/1/09	1,416,000		1,428,339
Regions Bank 6.45% 6/26/37	1,312,000		934,312
Santander Issuances SA Unipersonal:
0.9688% 6/20/16 (f)(j)	2,653,703		2,441,781
5.805% 6/20/16 (f)(j)	2,939,000		2,413,654
Standard Chartered Bank 6.4% 9/26/17 (f)	14,097,000		13,707,204
UniCredit Luxembourg Finance SA 5.584% 1/13/17 (f)(j)	2,050,000		1,797,819
Union Planters Corp. 7.75% 3/1/11	419,000		406,240
UnionBanCal Corp. 5.25% 12/16/13	463,000		430,266
US Bancorp 4.2% 5/15/14	13,800,000		14,373,155
Wachovia Bank NA:
4.875% 2/1/15	913,000		917,808
5.85% 2/1/37	7,795,000		7,311,983
Wachovia Corp.:
0.6331% 4/23/12 (j)	379,000		365,737
0.6394% 10/15/11 (j)	2,807,000		2,735,913
4.875% 2/15/14	734,000		749,619
5.625% 10/15/16	12,375,000		12,342,008
5.75% 6/15/17	2,050,000		2,161,971
5.75% 2/1/18	4,000,000		4,200,636
Wells Fargo & Co.:
4.2% 1/15/10	1,842,000		1,860,317
5.625% 12/11/17	4,685,000		4,908,812
Wells Fargo Bank NA 5.95% 8/26/36	4,694,000		4,675,341
Wells Fargo Bank NA, San Francisco 6.45% 2/1/11	376,000		393,375
			203,281,939
Consumer Finance - 1.7%
American General Finance Corp. 6.9% 12/15/17	2,275,000		1,404,737
Capital One Bank USA NA 8.8% 7/15/19	8,200,000		8,785,382
Capital One Financial Corp.:
0.93% 9/10/09 (j)	2,290,000		2,289,581
5.7% 9/15/11	6,468,000		6,674,012
7.375% 5/23/14	8,890,000		9,697,621
Discover Financial Services:
1.1688% 6/11/10 (j)	2,812,000		2,740,156
6.45% 6/12/17	15,109,000		13,173,779
10.25% 7/15/19	13,563,000		14,854,903
Nonconvertible Bonds - continued
	Principal Amount		Value
FINANCIALS - continued
Consumer Finance - continued
General Electric Capital Corp.:
5.625% 9/15/17	$ 3,505,000		$ 3,512,708
5.625% 5/1/18	10,000,000		9,957,650
5.875% 1/14/38	3,000,000		2,663,115
5.9% 5/13/14	28,973,000		30,963,764
6% 8/7/19	22,000,000		22,166,760
6.375% 11/15/67 (j)	10,755,000		8,684,663
Household Finance Corp.:
6.375% 10/15/11	1,300,000		1,365,592
7% 5/15/12	327,000		352,283
HSBC Finance Corp.:
5.25% 1/14/11	848,000		869,242
5.25% 1/15/14	683,000		696,419
5.9% 6/19/12	10,000,000		10,543,810
MBNA America Bank NA 7.125% 11/15/12 (f)	450,000		466,821
MBNA Corp. 7.5% 3/15/12	1,043,000		1,100,502
Nelnet, Inc. 7.4% 9/29/36 (j)	1,743,000		1,170,675
Nissan Motor Acceptance Corp. 4.625% 3/8/10 (f)	2,967,000		2,941,801
ORIX Corp. 5.48% 11/22/11	269,000		265,505
SLM Corp.:
0.6638% 7/26/10 (j)	32,145,000		29,410,425
0.7338% 10/25/11 (j)	10,097,000		7,996,572
0.8038% 1/27/14 (j)	918,000		582,860
0.8294% 3/15/11 (j)	542,000		466,924
4.5% 7/26/10	5,350,000		5,118,473
5.375% 1/15/13	2,851,000		2,181,015
Systems 2001 Asset Trust LLC 7.156% 12/15/11 (f)	239,101		236,286
			203,334,036
Diversified Financial Services - 1.6%
Bank of America Corp. 5.75% 12/1/17	6,722,000		6,538,758
BP Capital Markets PLC 5.25% 11/7/13	1,942,000		2,126,300
Citigroup, Inc.:
0.5194% 5/18/11 (j)	1,965,000		1,880,283
5.3% 10/17/12	10,566,000		10,673,763
5.5% 4/11/13	26,194,000		26,072,172
6.125% 5/15/18	24,224,000		22,776,519
6.5% 1/18/11	914,000		944,582
6.5% 8/19/13	10,812,000		11,102,194
8.5% 5/22/19	9,250,000		10,110,972
CME Group, Inc. 5.75% 2/15/14	3,786,000		4,137,920
Nonconvertible Bonds - continued
	Principal Amount		Value
FINANCIALS - continued
Diversified Financial Services - continued
GlaxoSmithKline Capital, Inc. 5.65% 5/15/18	$ 3,921,000		$ 4,277,756
ILFC E-Capital Trust I 5.9% 12/21/65 (f)(j)	2,094,000		879,480
International Lease Finance Corp.:
5.4% 2/15/12	2,002,000		1,652,429
5.65% 6/1/14	4,670,000		3,504,924
6.375% 3/25/13	8,051,000		6,317,507
6.625% 11/15/13	1,902,000		1,472,778
JPMorgan Chase & Co.:
4.75% 5/1/13	10,000,000		10,579,930
4.891% 9/1/15 (j)	1,907,000		1,721,565
5.6% 6/1/11	1,495,000		1,577,914
5.75% 1/2/13	1,550,000		1,654,028
6% 1/15/18	10,000,000		10,746,930
6.3% 4/23/19	10,326,000		11,320,167
6.75% 2/1/11	263,000		279,951
Prime Property Funding, Inc.:
5.125% 6/1/15 (f)	6,106,000		4,326,315
5.5% 1/15/14 (f)	4,102,000		3,134,576
5.7% 4/15/17 (f)	1,185,000		749,657
TECO Finance, Inc. 7% 5/1/12	7,905,000		8,348,075
TransCapitalInvest Ltd. 5.67% 3/5/14 (f)	2,263,000		2,178,138
ZFS Finance USA Trust I 6.15% 12/15/65 (f)(j)	6,013,000		5,231,310
ZFS Finance USA Trust II 6.45% 12/15/65 (f)(j)	7,307,000		6,357,090
ZFS Finance USA Trust IV 5.875% 5/9/62 (f)(j)	1,716,000		1,375,305
ZFS Finance USA Trust V 6.5% 5/9/67 (f)(j)	1,824,000		1,422,720
			185,472,008
Insurance - 1.5%
Allstate Corp.:
6.2% 5/16/14	7,894,000		8,596,266
7.45% 5/16/19	7,609,000		8,791,028
Assurant, Inc.:
5.625% 2/15/14	4,837,000		4,946,776
6.75% 2/15/34	1,374,000		1,098,639
Axis Capital Holdings Ltd. 5.75% 12/1/14	5,857,000		5,925,017
Great-West Life & Annuity Insurance Co. 7.153% 5/16/46 (f)(j)	10,095,000		7,975,050
Jackson National Life Global Funding 5.375% 5/8/13 (f)	526,000		523,979
Liberty Mutual Group, Inc.:
6.5% 3/15/35 (f)	416,000		304,596
Nonconvertible Bonds - continued
	Principal Amount		Value
FINANCIALS - continued
Insurance - continued
Liberty Mutual Group, Inc.: - continued
6.7% 8/15/16 (f)	$ 6,494,000		$ 5,980,156
10.75% 6/15/88 (f)(j)	3,501,000		3,080,880
Lincoln National Corp. 7% 5/17/66 (j)	972,000		641,520
Marsh & McLennan Companies, Inc. 9.25% 4/15/19	4,434,000		5,456,445
Massachusetts Mutual Life Insurance Co. 8.875% 6/1/39 (f)	9,000,000		10,099,683
Merna Reinsurance Ltd. Series 2007-1 Class B, 2.3475% 6/30/12 (f)(j)	12,275,000		11,811,005
MetLife, Inc.:
5% 6/15/15	813,000		844,142
6.125% 12/1/11	692,000		739,570
6.75% 6/1/16	9,220,000		10,085,703
7.717% 2/15/19	7,227,000		8,453,415
Metropolitan Life Global Funding I:
4.625% 8/19/10 (f)	2,306,000		2,320,120
5.125% 11/9/11 (f)	3,091,000		3,209,951
5.125% 4/10/13 (f)	5,256,000		5,407,273
5.125% 6/10/14 (f)	8,554,000		8,913,995
Monumental Global Funding II 5.65% 7/14/11 (f)	4,154,000		4,245,571
Monumental Global Funding III 5.5% 4/22/13 (f)	1,539,000		1,557,057
New York Life Global Funding 4.65% 5/9/13 (f)	3,983,000		4,125,432
Pacific Life Global Funding 5.15% 4/15/13 (f)	8,660,000		8,740,140
Pacific Life Insurance Co. 9.25% 6/15/39 (f)	11,000,000		11,667,678
Pennsylvania Mutual Life Insurance Co. 6.65% 6/15/34 (f)	4,894,000		4,103,810
Prudential Financial, Inc.:
5.15% 1/15/13	1,514,000		1,525,522
5.4% 6/13/35	1,034,000		853,571
5.5% 3/15/16	974,000		961,922
5.7% 12/14/36	873,000		766,154
6.2% 1/15/15	1,390,000		1,456,100
7.375% 6/15/19	3,820,000		4,151,607
8.875% 6/15/68 (j)	2,077,000		1,921,225
QBE Insurance Group Ltd. 5.647% 7/1/23 (f)(j)	10,034,000		8,120,195
Symetra Financial Corp. 6.125% 4/1/16 (f)	7,887,000		6,378,580
The Chubb Corp.:
5.75% 5/15/18	1,125,000		1,220,735
Nonconvertible Bonds - continued
	Principal Amount		Value
FINANCIALS - continued
Insurance - continued
The Chubb Corp.: - continued
6.5% 5/15/38	$ 1,859,000		$ 2,116,743
The St. Paul Travelers Companies, Inc. 8.125% 4/15/10	873,000		906,163
			180,023,414
Real Estate Investment Trusts - 2.1%
AMB Property LP:
5.9% 8/15/13	5,754,000		5,360,369
6.3% 6/1/13	4,012,000		3,890,781
Arden Realty LP 5.2% 9/1/11	937,000		969,794
AvalonBay Communities, Inc.:
4.95% 3/15/13	5,057,000		5,069,774
5.375% 4/15/14	2,899,000		2,914,211
5.5% 1/15/12	7,019,000		7,285,631
6.125% 11/1/12	4,866,000		5,144,325
Brandywine Operating Partnership LP:
4.5% 11/1/09	2,157,000		2,155,139
5.625% 12/15/10	11,010,000		10,971,300
5.7% 5/1/17	4,645,000		3,889,872
5.75% 4/1/12	4,335,000		4,226,985
BRE Properties, Inc. 5.75% 9/1/09	427,000		427,000
Camden Property Trust:
4.375% 1/15/10	1,034,000		1,041,122
5.375% 12/15/13	459,000		452,190
5.875% 11/30/12	4,706,000		4,836,620
Colonial Properties Trust:
4.8% 4/1/11	314,000		303,863
5.5% 10/1/15	5,754,000		5,086,703
6.875% 8/15/12	2,050,000		2,024,375
Colonial Realty LP 6.05% 9/1/16	3,862,000		3,374,233
CPG Partners LP 6% 1/15/13	711,000		713,024
Developers Diversified Realty Corp.:
4.625% 8/1/10	2,506,000		2,421,944
5% 5/3/10	4,370,000		4,246,683
5.25% 4/15/11	5,061,000		4,782,412
5.375% 10/15/12	3,148,000		2,859,480
Duke Realty LP:
4.625% 5/15/13	439,000		411,890
5.25% 1/15/10	317,000		317,856
5.4% 8/15/14	6,098,000		5,733,840
5.5% 3/1/16	10,207,000		9,054,599
Nonconvertible Bonds - continued
	Principal Amount		Value
FINANCIALS - continued
Real Estate Investment Trusts - continued
Duke Realty LP: - continued
5.625% 8/15/11	$ 4,060,000		$ 4,100,909
5.875% 8/15/12	824,000		826,202
5.95% 2/15/17	8,408,000		7,566,090
6.25% 5/15/13	9,106,000		9,151,022
6.5% 1/15/18	12,019,000		11,057,444
Equity One, Inc.:
6% 9/15/17	3,410,000		2,986,870
6.25% 1/15/17	2,204,000		1,992,235
Equity Residential 5.125% 3/15/16	8,850,000		8,402,208
Federal Realty Investment Trust:
5.4% 12/1/13	3,290,000		3,238,054
6% 7/15/12	3,426,000		3,533,758
6.2% 1/15/17	1,491,000		1,395,604
HRPT Properties Trust:
5.75% 11/1/15	1,821,000		1,583,667
6.25% 6/15/17	861,000		756,173
6.65% 1/15/18	3,097,000		2,705,115
Liberty Property LP:
5.125% 3/2/15	593,000		548,301
5.5% 12/15/16	3,772,000		3,318,447
6.375% 8/15/12	4,758,000		4,910,318
6.625% 10/1/17	10,980,000		10,127,491
Liberty Property Trust 8.5% 8/1/10	7,325,000		7,577,170
Mack-Cali Realty LP:
5.05% 4/15/10	4,316,000		4,328,866
7.75% 2/15/11	1,125,000		1,182,747
Reckson Operating Partnership LP:
5.15% 1/15/11	1,297,000		1,239,300
6% 3/31/16	1,066,000		865,014
Simon Property Group LP:
4.6% 6/15/10	4,210,000		4,293,009
4.875% 8/15/10	471,000		482,611
5% 3/1/12	253,000		259,373
5.1% 6/15/15	6,421,000		6,337,726
5.375% 6/1/11	1,896,000		1,949,750
5.45% 3/15/13	3,575,000		3,642,049
5.6% 9/1/11	1,900,000		1,969,880
5.75% 5/1/12	5,531,000		5,800,741
7.75% 1/20/11	1,496,000		1,577,252
Nonconvertible Bonds - continued
	Principal Amount		Value
FINANCIALS - continued
Real Estate Investment Trusts - continued
Tanger Properties LP 6.15% 11/15/15	$ 7,110,000		$ 6,687,474
UDR, Inc. 5.5% 4/1/14	13,876,000		13,386,380
United Dominion Realty Trust, Inc. 5.25% 1/15/15	1,494,000		1,399,242
Washington (REIT) 5.95% 6/15/11	6,913,000		6,827,023
			247,971,530
Real Estate Management & Development - 0.3%
ERP Operating LP:
5.375% 8/1/16	4,297,000		4,118,876
5.5% 10/1/12	5,200,000		5,426,626
5.75% 6/15/17	16,162,000		15,662,061
6.625% 3/15/12	968,000		1,022,833
Post Apartment Homes LP:
5.45% 6/1/12	947,000		906,039
6.3% 6/1/13	6,412,000		6,270,346
Regency Centers LP:
4.95% 4/15/14	427,000		382,235
5.25% 8/1/15	1,490,000		1,339,015
5.875% 6/15/17	738,000		665,804
6.75% 1/15/12	5,098,000		5,078,862
			40,872,697
Thrifts & Mortgage Finance - 0.7%
Bank of America Corp.:
4.9% 5/1/13	2,479,000		2,502,610
5.65% 5/1/18	9,149,000		8,846,562
6.5% 8/1/16	11,950,000		12,314,356
7.375% 5/15/14	14,629,000		16,039,192
7.625% 6/1/19	25,000,000		27,525,150
Countrywide Financial Corp. 5.8% 6/7/12	5,038,000		5,227,409
Countrywide Home Loans, Inc. 4% 3/22/11	3,024,000		3,053,324
Independence Community Bank Corp.:
2.4169% 4/1/14 (j)	2,947,000		2,603,630
4.9% 9/23/10	1,185,000		1,223,513
			79,335,746
TOTAL FINANCIALS			1,428,850,483
Nonconvertible Bonds - continued
	Principal Amount		Value
HEALTH CARE - 0.5%
Biotechnology - 0.0%
Amgen, Inc. 5.85% 6/1/17	$ 2,066,000		$ 2,281,647
Health Care Providers & Services - 0.2%
Coventry Health Care, Inc.:
5.95% 3/15/17	1,221,000		1,088,551
6.3% 8/15/14	2,529,000		2,304,948
Express Scripts, Inc.:
5.25% 6/15/12	8,958,000		9,502,199
6.25% 6/15/14	5,305,000		5,797,803
7.25% 6/15/19	3,435,000		3,983,518
			22,677,019
Pharmaceuticals - 0.3%
AstraZeneca PLC:
5.9% 9/15/17	2,009,000		2,232,425
6.45% 9/15/37	1,543,000		1,814,670
Bristol-Myers Squibb Co. 5.45% 5/1/18	2,050,000		2,234,326
Eli Lilly & Co. 4.2% 3/6/14	4,896,000		5,185,447
Novartis Capital Corp. 4.125% 2/10/14	2,049,000		2,149,262
Pfizer, Inc. 6.2% 3/15/19	10,000,000		11,305,920
Roche Holdings, Inc. 5% 3/1/14 (f)	4,153,000		4,492,541
Teva Pharmaceutical Finance LLC 5.55% 2/1/16	669,000		714,586
			30,129,177
TOTAL HEALTH CARE			55,087,843
INDUSTRIALS - 0.9%
Aerospace & Defense - 0.2%
BAE Systems Holdings, Inc.:
4.75% 8/15/10 (f)	1,845,000		1,876,092
6.375% 6/1/19 (f)	9,485,000		10,289,945
6.4% 12/15/11 (f)	572,000		613,119
Bombardier, Inc. 6.3% 5/1/14 (f)	5,136,000		4,750,800
United Technologies Corp. 6.125% 2/1/19	2,251,000		2,524,289
			20,054,245
Airlines - 0.6%
American Airlines, Inc. pass-thru trust certificates:
6.978% 10/1/12	276,295		265,243
7.024% 4/15/11	1,978,000		1,968,110
7.324% 4/15/11	6,413,000		6,413,000
7.858% 4/1/13	14,482,000		13,830,310
Nonconvertible Bonds - continued
	Principal Amount		Value
INDUSTRIALS - continued
Airlines - continued
Continental Airlines, Inc.:
6.545% 8/2/20	$ 1,349,113		$ 1,281,658
6.648% 3/15/19	2,153,724		1,852,202
6.795% 2/2/20	63,251		48,387
6.82% 5/1/18	154,725		128,421
6.9% 7/2/19	597,668		519,971
7.056% 3/15/11	1,230,000		1,223,850
7.461% 10/1/16	3,346,098		2,911,105
Delta Air Lines, Inc. pass-thru trust certificates:
6.821% 8/10/22	5,639,893		5,047,704
7.57% 11/18/10	16,744,000		16,325,400
U.S. Airways pass-thru trust certificates:
6.85% 7/30/19	4,243,106		3,267,192
8.36% 7/20/20	9,301,122		7,719,932
United Air Lines, Inc. pass-thru trust certificates:
6.071% 9/1/14	98,185		97,694
6.201% 3/1/10	21,758		21,431
6.602% 9/1/13	176,181		173,538
7.032% 4/1/12	1,015,491		1,005,336
7.186% 10/1/12	2,523,490		2,491,947
7.811% 4/1/11	2,012,847		2,415,417
			69,007,848
Building Products - 0.0%
Masco Corp. 0.9388% 3/12/10 (j)	3,016,000		2,961,974
Industrial Conglomerates - 0.1%
Covidien International Finance SA:
5.15% 10/15/10	1,766,000		1,838,692
5.45% 10/15/12	432,000		470,838
6% 10/15/17	2,048,000		2,254,690
General Electric Co. 5.25% 12/6/17	8,512,000		8,690,582
			13,254,802
Machinery - 0.0%
Atlas Copco AB 5.6% 5/22/17 (f)	427,000		434,964
Road & Rail - 0.0%
Canadian Pacific Railway Co. 5.95% 5/15/37	406,000		388,776
Transportation Infrastructure - 0.0%
BNSF Funding Trust I 6.613% 12/15/55 (j)	2,599,000		2,287,120
TOTAL INDUSTRIALS			108,389,729
Nonconvertible Bonds - continued
	Principal Amount		Value
INFORMATION TECHNOLOGY - 0.4%
Communications Equipment - 0.1%
Cisco Systems, Inc. 4.95% 2/15/19	$ 1,618,000		$ 1,688,705
Nokia Corp. 5.375% 5/15/19	8,706,000		9,124,254
			10,812,959
Electronic Equipment & Components - 0.2%
Tyco Electronics Group SA:
5.95% 1/15/14	6,150,000		6,246,137
6% 10/1/12	2,709,000		2,802,745
6.55% 10/1/17	5,245,000		5,211,930
7.125% 10/1/37	11,806,000		11,806,449
			26,067,261
Office Electronics - 0.0%
Xerox Corp. 5.5% 5/15/12	1,120,000		1,167,593
Semiconductors & Semiconductor Equipment - 0.1%
Chartered Semiconductor Manufacturing Ltd.:
5.75% 8/3/10	5,324,000		5,272,453
6.375% 8/3/15	4,367,000		3,962,703
National Semiconductor Corp. 0.8794% 6/15/10 (j)	2,617,000		2,520,946
			11,756,102
TOTAL INFORMATION TECHNOLOGY			49,803,915
MATERIALS - 1.2%
Chemicals - 0.5%
Dow Chemical Co.:
4.85% 8/15/12	11,300,000		11,574,025
7.6% 5/15/14	17,131,000		18,498,225
8.55% 5/15/19	19,612,000		21,362,469
E.I. du Pont de Nemours & Co. 5% 1/15/13	178,000		192,665
Lubrizol Corp. 8.875% 2/1/19	3,259,000		4,017,796
			55,645,180
Construction Materials - 0.0%
CRH America, Inc. 6% 9/30/16	1,281,000		1,257,421
Containers & Packaging - 0.0%
Pactiv Corp.:
5.875% 7/15/12	1,197,000		1,275,238
6.4% 1/15/18	1,222,000		1,208,377
			2,483,615
Nonconvertible Bonds - continued
	Principal Amount		Value
MATERIALS - continued
Metals & Mining - 0.7%
Anglo American Capital PLC:
9.375% 4/8/14 (f)	$ 6,996,000		$ 7,975,440
9.375% 4/8/19 (f)	8,928,000		10,445,760
BHP Billiton Financial USA Ltd.:
5.125% 3/29/12	1,381,000		1,451,118
5.5% 4/1/14	8,490,000		9,244,065
6.5% 4/1/19	8,490,000		9,679,008
Corporacion Nacional del Cobre (Codelco) 6.375% 11/30/12 (f)	2,818,000		3,078,524
Rio Tinto Finance (USA) Ltd.:
5.875% 7/15/13	7,264,000		7,717,644
6.5% 7/15/18	12,136,000		13,064,926
7.125% 7/15/28	7,314,000		7,737,115
8.95% 5/1/14	7,660,000		8,927,569
Vale Overseas Ltd. 6.25% 1/23/17	1,623,000		1,720,112
			81,041,281
TOTAL MATERIALS			140,427,497
TELECOMMUNICATION SERVICES - 2.0%
Diversified Telecommunication Services - 1.7%
AT&T Broadband Corp. 8.375% 3/15/13	1,806,000		2,087,093
AT&T, Inc.:
5.8% 2/15/19	26,142,000		28,065,502
6.3% 1/15/38	5,000,000		5,249,235
6.7% 11/15/13	820,000		928,801
6.8% 5/15/36	7,223,000		8,034,179
BellSouth Capital Funding Corp. 7.875% 2/15/30	5,228,000		6,280,255
British Telecommunications PLC 9.125% 12/15/10 (d)	1,899,000		2,045,962
Deutsche Telekom International Financial BV:
5.25% 7/22/13	4,579,000		4,877,903
5.875% 8/20/13	4,299,000		4,667,145
6.75% 8/20/18	4,944,000		5,581,484
SBC Communications, Inc.:
5.1% 9/15/14	1,516,000		1,638,658
5.875% 2/1/12	1,911,000		2,060,675
5.875% 8/15/12	683,000		747,009
Sprint Capital Corp.:
6.875% 11/15/28	4,047,000		2,944,193
7.625% 1/30/11	4,081,000		4,086,101
Nonconvertible Bonds - continued
	Principal Amount		Value
TELECOMMUNICATION SERVICES - continued
Diversified Telecommunication Services - continued
Telecom Italia Capital SA:
4% 1/15/10	$ 3,417,000		$ 3,441,995
4.95% 9/30/14	6,856,000		7,075,954
5.25% 10/1/15	4,673,000		4,847,326
6.999% 6/4/18	4,029,000		4,428,677
7.175% 6/18/19	10,000,000		11,132,920
7.2% 7/18/36	9,447,000		10,365,626
Telefonica Emisiones SAU:
0.8094% 2/4/13 (j)	1,680,000		1,642,796
5.855% 2/4/13	1,120,000		1,214,046
5.877% 7/15/19	8,985,000		9,773,973
6.221% 7/3/17	4,604,000		5,089,561
6.421% 6/20/16	753,000		843,810
Telefonos de Mexico SA de CV 4.75% 1/27/10	4,335,000		4,378,350
Verizon Communications, Inc.:
5.25% 4/15/13	3,032,000		3,268,381
6.1% 4/15/18	20,485,000		22,268,178
6.35% 4/1/19	7,155,000		7,945,399
6.4% 2/15/38	7,002,000		7,569,246
6.9% 4/15/38	8,370,000		9,577,925
Verizon Global Funding Corp. 7.25% 12/1/10	1,916,000		2,040,659
Verizon New England, Inc. 6.5% 9/15/11	623,000		671,068
Verizon New York, Inc. 6.875% 4/1/12	1,855,000		2,021,080
			198,891,165
Wireless Telecommunication Services - 0.3%
America Movil SAB de CV 5.625% 11/15/17	1,264,000		1,267,503
Sprint Nextel Corp. 6% 12/1/16	9,496,000		7,976,640
Verizon Wireless Capital LLC:
5.55% 2/1/14 (f)	11,660,000		12,608,984
8.5% 11/15/18 (f)	645,000		812,447
Vodafone Group PLC:
5% 12/16/13	1,605,000		1,703,908
5.5% 6/15/11	1,929,000		2,047,338
5.625% 2/27/17	2,868,000		3,024,289
7.75% 2/15/10	1,291,000		1,330,153
			30,771,262
TOTAL TELECOMMUNICATION SERVICES			229,662,427
Nonconvertible Bonds - continued
	Principal Amount		Value
UTILITIES - 2.9%
Electric Utilities - 1.5%
AmerenUE 6.4% 6/15/17	$ 6,458,000		$ 7,077,581
Baltimore Gas & Electric Co. 6.125% 7/1/13	3,284,000		3,542,487
Cleveland Electric Illuminating Co.:
5.65% 12/15/13	7,585,000		7,999,361
8.875% 11/15/18	1,282,000		1,612,039
Commonwealth Edison Co.:
5.4% 12/15/11	10,651,000		11,373,606
5.8% 3/15/18	6,260,000		6,738,915
Duke Energy Carolinas LLC:
5.25% 1/15/18	1,743,000		1,851,815
6% 1/15/38	3,993,000		4,442,125
EDP Finance BV:
5.375% 11/2/12 (f)	1,393,000		1,488,787
6% 2/2/18 (f)	15,876,000		17,123,171
Exelon Corp.:
4.9% 6/15/15	22,411,000		22,758,864
6.75% 5/1/11	465,000		497,096
FirstEnergy Corp. 6.45% 11/15/11	6,449,000		7,045,533
FirstEnergy Solutions Corp.:
4.8% 2/15/15 (f)	3,098,000		3,166,438
6.05% 8/15/21 (f)	7,216,000		7,294,647
6.8% 8/15/39 (f)	5,186,000		5,297,131
Florida Power Corp.:
5.65% 6/15/18	2,323,000		2,550,052
6.4% 6/15/38	2,697,000		3,161,752
Illinois Power Co. 6.125% 11/15/17	289,000		303,664
Nevada Power Co.:
6.5% 5/15/18	15,159,000		16,521,491
6.5% 8/1/18	1,097,000		1,197,531
Oncor Electric Delivery Co. 6.375% 5/1/12	8,891,000		9,682,068
Oncor Electric Delivery Co. LLC 5.95% 9/1/13	2,528,000		2,733,511
Pennsylvania Electric Co. 6.05% 9/1/17	4,822,000		5,135,623
Pepco Holdings, Inc.:
4% 5/15/10	1,559,000		1,575,298
6.45% 8/15/12	2,607,000		2,773,593
7.45% 8/15/32	4,480,000		4,716,817
Potomac Electric Power Co. 7.9% 12/15/38	3,000,000		3,969,084
PPL Capital Funding, Inc. 6.7% 3/30/67 (j)	11,570,000		9,024,600
Progress Energy, Inc. 7.1% 3/1/11	2,365,000		2,515,334
Public Service Co. of Colorado 6.25% 9/1/37	3,400,000		3,904,601
Nonconvertible Bonds - continued
	Principal Amount		Value
UTILITIES - continued
Electric Utilities - continued
Sierra Pacific Power Co. 5.45% 9/1/13	$ 1,091,000		$ 1,143,120
West Penn Power Co. 5.95% 12/15/17 (f)	220,000		227,960
Wisconsin Electric Power Co. 6.25% 12/1/15	2,105,000		2,390,396
			182,836,091
Gas Utilities - 0.1%
Southern Natural Gas Co. 5.9% 4/1/17 (f)	2,827,000		2,895,984
Texas Eastern Transmission Corp. 7.3% 12/1/10	2,167,000		2,231,899
			5,127,883
Independent Power Producers & Energy Traders - 0.4%
Constellation Energy Group, Inc. 7% 4/1/12	14,504,000		15,567,926
Duke Capital LLC 5.668% 8/15/14	6,931,000		7,228,818
Exelon Generation Co. LLC 5.35% 1/15/14	10,825,000		11,320,774
PPL Energy Supply LLC:
6.2% 5/15/16	2,207,000		2,292,261
6.3% 7/15/13	5,310,000		5,666,726
6.5% 5/1/18	6,905,000		7,277,325
			49,353,830
Multi-Utilities - 0.9%
Dominion Resources, Inc.:
4.75% 12/15/10	2,748,000		2,833,276
5.2% 8/15/19	11,723,000		12,089,273
6.3% 9/30/66 (j)	6,749,000		4,926,770
7.5% 6/30/66 (j)	8,928,000		7,320,960
DTE Energy Co. 7.05% 6/1/11	688,000		730,978
KeySpan Corp. 7.625% 11/15/10	345,000		364,361
MidAmerican Energy Holdings, Co.:
5.75% 4/1/18	8,650,000		9,221,246
5.875% 10/1/12	2,041,000		2,213,734
National Grid PLC 6.3% 8/1/16	18,627,000		20,138,134
NiSource Finance Corp.:
0.9769% 11/23/09 (j)	4,048,000		4,026,703
5.25% 9/15/17	590,000		548,174
5.4% 7/15/14	2,156,000		2,157,557
5.45% 9/15/20	4,630,000		4,196,970
6.4% 3/15/18	8,370,000		8,412,139
6.8% 1/15/19	10,000,000		10,141,370
7.875% 11/15/10	715,000		751,955
10.75% 3/15/16	2,779,000		3,254,709
San Diego Gas & Electric Co. 6% 6/1/39	5,432,000		6,099,940
Nonconvertible Bonds - continued
	Principal Amount		Value
UTILITIES - continued
Multi-Utilities - continued
Wisconsin Energy Corp. 6.25% 5/15/67 (j)	$ 12,541,000		$ 9,907,390
WPS Resources Corp. 6.11% 12/1/66 (j)	617,000		450,410
			109,786,049
TOTAL UTILITIES			347,103,853
TOTAL NONCONVERTIBLE BONDS (Cost $2,774,426,555)		3,169,000,787
U.S. Government and Government Agency Obligations - 25.4%
U.S. Government Agency Obligations - 3.5%
Fannie Mae:
2.5% 5/15/14 (e)	83,962,000		83,498,110
2.75% 3/13/14	62,362,000		63,070,432
4.375% 7/17/13	1,213,000		1,305,805
5% 2/16/12	29,421,000		31,903,397
5% 2/13/17	12,300,000		13,480,031
5.375% 6/12/17	10,250,000		11,470,391
Federal Home Loan Bank:
1.75% 8/22/12	8,620,000		8,599,200
3.625% 5/29/13	2,253,000		2,367,678
Freddie Mac:
2.125% 3/23/12	53,058,000		53,833,230
2.5% 4/23/14	25,290,000		25,212,309
3.75% 3/27/19	15,000,000		14,907,975
4.125% 12/21/12	18,475,000		19,780,961
5% 1/30/14	8,584,000		9,390,862
5.25% 7/18/11	61,908,000		66,803,870
5.75% 1/15/12	6,122,000		6,755,284
U.S. Department of Housing and Urban Development Government guaranteed participation certificates Series 1996-A, 7.66% 8/1/15	543,000		551,957
TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS			412,931,492
U.S. Treasury Inflation Protected Obligations - 6.0%
U.S. Treasury Inflation-Indexed Bonds 2.5% 1/15/29	24,369,548		25,519,499
U.S. Treasury Inflation-Indexed Notes:
0.625% 4/15/13	142,243,051		140,020,504
U.S. Government and Government Agency Obligations - continued
	Principal Amount		Value
U.S. Treasury Inflation Protected Obligations - continued
U.S. Treasury Inflation-Indexed Notes: - continued
1.375% 7/15/18	$ 59,998,200		$ 58,104,537
2% 4/15/12	4,271,853		4,369,303
2% 1/15/14	115,830,411		118,002,231
2% 7/15/14	93,805,540		95,710,918
2.125% 1/15/19 (e)	70,304,500		72,369,695
2.375% 1/15/17	128,302,777		133,875,993
2.375% 1/15/27	23,531,425		24,097,638
2.625% 7/15/17	36,354,356		38,683,288
TOTAL U.S. TREASURY INFLATION PROTECTED OBLIGATIONS			710,753,606
U.S. Treasury Obligations - 15.8%
U.S. Treasury Bonds:
4.5% 5/15/38	37,064,000		39,033,025
4.75% 2/15/37	50,000,000		54,648,450
U.S. Treasury Notes:
1% 8/31/11	400,000,000		400,156,400
1.75% 8/15/12	27,117,000		27,330,980
1.75% 3/31/14	2,530,000		2,477,027
1.875% 6/15/12	47,180,000		47,795,557
1.875% 4/30/14	100,000,000		98,257,800
2.625% 7/31/14 (e)	400,000,000		404,750,000
2.75% 2/15/19	500,000,000		473,320,478
3.125% 5/15/19 (e)	25,000,000		24,406,250
3.75% 11/15/18	163,194,000		167,579,839
4% 8/15/18	131,359,000		137,557,568
TOTAL U.S. TREASURY OBLIGATIONS			1,877,313,374
Other Government Related - 0.1%
Citigroup Funding, Inc. 2.125% 7/12/12 (FDIC Guaranteed) (g)	16,000,000		16,134,640
TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS (Cost $3,035,325,189)		3,017,133,112
U.S. Government Agency - Mortgage Securities - 12.6%
	Principal Amount		Value
Fannie Mae - 10.5%
2.788% 7/1/34 (j)	$ 5,656,756		$ 5,793,013
2.805% 7/1/35 (j)	858,990		881,813
2.87% 6/1/34 (j)	981,270		1,002,113
3.206% 4/1/36 (j)	5,537,629		5,654,747
3.281% 10/1/33 (j)	74,441		75,772
3.283% 3/1/35 (j)	130,582		133,463
3.321% 9/1/34 (j)	1,975,879		2,032,068
3.572% 2/1/33 (j)	211,988		215,739
3.6% 10/1/33 (j)	214,437		217,834
3.668% 7/1/35 (j)	85,567		87,141
3.697% 7/1/35 (j)	775,657		800,602
3.828% 7/1/35 (j)	646,251		662,917
4% 7/1/18 to 3/1/24	6,584,892		6,747,337
4% 9/1/39 (h)	23,000,000		22,482,123
4% 9/14/39 (h)	1,700,000		1,661,722
4.019% 9/1/33 (j)	2,329,287		2,402,758
4.046% 3/1/35 (j)	41,729		42,607
4.046% 8/1/35 (j)	1,371,593		1,407,930
4.131% 7/1/34 (j)	5,138,403		5,281,266
4.209% 11/1/36 (j)	1,361,692		1,410,329
4.25% 7/1/34 (j)	116,792		120,274
4.275% 6/1/36 (j)	576,982		598,844
4.285% 12/1/33 (j)	7,613,744		7,854,160
4.29% 3/1/33 (j)	86,806		89,828
4.299% 3/1/33 (j)	98,746		101,769
4.344% 3/1/34 (j)	207,695		213,980
4.416% 7/1/35 (j)	7,133,739		7,411,648
4.425% 3/1/35 (j)	353,954		364,549
4.431% 2/1/35 (j)	4,893,655		5,023,579
4.456% 10/1/35 (j)	500,061		512,628
4.461% 5/1/35 (j)	458,477		471,047
4.477% 3/1/35 (j)	871,877		897,350
4.489% 10/1/35 (j)	5,554,293		5,726,189
4.5% 4/1/23 to 9/1/39 (i)	66,990,564		67,412,375
4.5% 9/17/24 (h)	1,000,000		1,027,748
4.5% 9/17/24 (h)	22,000,000		22,610,452
4.5% 9/1/39 (h)	22,000,000		22,102,276
4.534% 10/1/33 (j)	163,060		166,828
4.62% 9/1/35 (j)	8,360,169		8,632,217
4.643% 7/1/35 (j)	461,360		478,249
4.654% 2/1/35 (j)	1,703,735		1,750,532
U.S. Government Agency - Mortgage Securities - continued
	Principal Amount		Value
Fannie Mae - continued
4.666% 11/1/36 (j)	$ 1,652,888		$ 1,716,937
4.691% 9/1/36 (j)	1,595,772		1,666,375
4.744% 2/1/34 (j)	61,557		63,721
4.807% 1/1/35 (j)	3,128,941		3,202,667
4.85% 7/1/35 (j)	15,347,999		15,911,823
4.925% 7/1/35 (j)	6,049,165		6,228,955
4.996% 4/1/35 (j)	4,380,129		4,514,778
5% 12/1/17 to 11/1/38	181,479,522		187,783,142
5% 9/17/24 (h)	6,000,000		6,251,191
5% 9/1/39 (h)(i)	47,000,000		48,215,768
5% 9/1/39 (h)(i)	13,000,000		13,336,276
5.175% 4/1/36 (j)	7,608,360		7,918,732
5.185% 3/1/35 (j)	128,158		131,242
5.197% 5/1/35 (j)	2,871,211		2,963,516
5.301% 12/1/34 (j)	293,666		299,749
5.5% 4/1/14 to 8/1/38	265,397,636		278,023,857
5.5% 9/17/24 (h)	2,000,000		2,103,858
5.5% 9/1/39 (h)(i)	50,000,000		52,014,905
5.564% 7/1/37 (j)	1,613,248		1,689,532
5.66% 9/1/35 (j)	980,019		1,036,676
5.82% 7/1/46 (j)	21,005,551		22,089,354
5.821% 3/1/36 (j)	3,104,930		3,275,940
6% 3/1/16 to 11/1/38	148,649,770		157,184,877
6% 9/14/39 (h)(i)	25,000,000		26,296,853
6% 9/14/39 (h)(i)	84,000,000		88,357,424
6.004% 4/1/36 (j)	1,210,563		1,275,789
6.106% 4/1/36 (j)	1,742,162		1,842,881
6.319% 4/1/36 (j)	1,309,848		1,390,895
6.5% 4/1/13 to 3/1/35	14,502,182		15,633,669
6.5% 9/14/39 (h)(i)	26,000,000		27,802,455
6.5% 9/14/39 (h)	5,000,000		5,346,626
6.5% 9/14/39 (h)(i)	15,000,000		16,039,878
6.5% 10/14/39 (h)	31,000,000		33,009,823
7% 11/1/11 to 6/1/33	390,955		428,543
7.5% 8/1/13 to 8/1/29	449,837		493,065
8.5% 5/1/21 to 9/1/25	21,696		24,041
9.5% 2/1/25	3,431		3,781
10.5% 8/1/20	4,554		5,349
U.S. Government Agency - Mortgage Securities - continued
	Principal Amount		Value
Fannie Mae - continued
11% 8/1/15	$ 1,719		$ 1,756
12.5% 12/1/13 to 8/1/15	8,457		9,681
TOTAL FANNIE MAE			1,248,146,196
Freddie Mac - 1.2%
3.156% 2/1/34 (j)	233,771		238,892
3.478% 3/1/35 (j)	664,905		683,304
3.862% 1/1/35 (j)	176,033		180,989
3.908% 8/1/35 (j)	6,567,462		6,735,868
4.035% 6/1/35 (j)	347,040		360,507
4.448% 1/1/35 (j)	1,302,899		1,349,277
4.472% 10/1/34 (j)	3,489,435		3,604,513
4.5% 5/1/35 (j)	2,311,099		2,381,007
4.5% 12/1/35	9,040,599		9,118,297
4.549% 4/1/35 (j)	9,300,639		9,618,758
4.661% 1/1/36 (j)	2,077,741		2,145,693
4.727% 7/1/35 (j)	2,670,030		2,751,157
4.755% 3/1/36 (j)	491,958		503,398
5% 3/1/19 to 4/1/38	15,075,194		15,885,339
5.054% 9/1/35 (j)	36,828,567		38,515,942
5.145% 4/1/35 (j)	1,631,739		1,684,996
5.234% 1/1/36 (j)	27,786,372		29,168,493
5.31% 3/1/33 (j)	39,423		40,635
5.379% 1/1/34 (j)	1,546,783		1,599,913
5.382% 11/1/35 (j)	685,684		723,523
5.522% 1/1/36 (j)	1,857,711		1,947,613
5.669% 10/1/35 (j)	962,727		1,018,385
5.919% 6/1/36 (j)	2,922,619		3,061,073
6% 11/1/33	1,856,191		1,972,056
6.103% 6/1/36 (j)	1,438,313		1,506,557
6.602% 1/1/37 (j)	3,647,753		3,858,896
7% 8/1/10 to 7/1/13	66,821		69,226
7.5% 2/1/10 to 1/1/33	213,261		229,438
8.5% 9/1/24 to 8/1/27	18,008		20,147
11.5% 10/1/15	1,171		1,329
11.75% 10/1/10	227		230
TOTAL FREDDIE MAC			140,975,451
U.S. Government Agency - Mortgage Securities - continued
	Principal Amount		Value
Government National Mortgage Association - 0.9%
5.5% 12/20/28 to 12/15/38	$ 84,166,780		$ 88,490,992
5.5% 9/21/39 (h)	8,000,000		8,351,135
6% 12/15/38	9,362,635		9,897,687
7% 1/15/28 to 11/15/32	3,531,913		3,849,240
7.5% 3/15/28 to 10/15/28	4,317		4,757
8% 7/15/17 to 10/15/24	877,087		954,166
8.5% 5/15/17 to 10/15/21	23,053		25,826
11% 7/20/19 to 8/20/19	1,159		1,371
TOTAL GOVERNMENT NATIONAL MORTGAGE ASSOCIATION			111,575,174
TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES (Cost $1,486,151,083)		1,500,696,821
Asset-Backed Securities - 2.9%
Accredited Mortgage Loan Trust Series 2005-1 Class M1, 0.7356% 4/25/35 (j)	1,543,111		818,906
ACE Securities Corp. Series 2006-NC2:
Class M7, 1.0156% 7/25/36 (j)	686,000		1,278
Class M8, 1.1156% 7/25/36 (j)	30,690		35
ACE Securities Corp. Home Equity Loan Trust:
Series 2004-HE1:
Class M1, 0.7656% 2/25/34 (j)	262,310		239,322
Class M2, 1.3656% 2/25/34 (j)	420,000		166,724
Series 2005-HE2 Class M2, 0.7156% 4/25/35 (j)	214,000		185,238
Series 2005-SD1 Class A1, 0.6656% 11/25/50 (j)	21,101		19,631
Series 2006-HE2:
Class M3, 0.6056% 5/25/36 (j)	296,000		5,274
Class M4, 0.6656% 5/25/36 (j)	88,723		1,379
Series 2006-OP1:
Class M4, 0.6356% 4/25/36 (j)	139,000		3,794
Class M5, 0.6556% 4/25/36 (j)	132,000		2,627
Advanta Business Card Master Trust:
Series 2005-A2 Class A2, 0.4025% 5/20/13 (j)	4,023,835		3,862,882
Series 2006-A6 Class A6, 0.3025% 9/20/13 (j)	2,538,323		2,436,790
Series 2006-A7 Class A7, 0.2925% 10/20/12 (j)	1,192,819		1,145,106
Series 2006-C1 Class C1, 0.7525% 10/20/14 (j)	549,000		16,470
Series 2007-A1 Class A, 0.3225% 1/20/15 (j)	187,411		179,915
Series 2007-A4 Class A4, 0.3025% 4/22/13 (j)	3,193,712		3,065,964
Series 2007-D1 Class D, 1.6725% 1/22/13 (f)(j)	7,316,000		146,320
Asset-Backed Securities - continued
	Principal Amount		Value
Airspeed Ltd. Series 2007-1A Class C1, 2.7728% 6/15/32 (f)(j)	$ 4,471,279		$ 1,721,442
ALG Student Loan Trust I Series 2006-1 Class A1, 1.0825% 10/28/18 (f)(j)	533,448		532,257
AmeriCredit Automobile Receivables Trust:
Series 2005-DA Class A4, 5.02% 11/6/12	231,680		233,936
Series 2006-1 Class B1, 5.2% 3/6/11	76,024		76,052
AmeriCredit Prime Automobile Receivables Trust:
Series 2007-1:
Class D, 5.62% 9/30/14	1,026,000		564,300
Class E, 6.96% 3/31/16 (f)	2,233,886		1,116,943
Series 2007-2M Class A3, 5.22% 4/8/10	321,635		327,036
Ameriquest Mortgage Securities, Inc. pass-thru certificates:
Series 2003-10 Class M1, 0.9656% 12/25/33 (j)	98,715		71,153
Series 2004-R11 Class M1, 0.9256% 11/25/34 (j)	466,441		215,862
Series 2004-R2 Class M3, 0.8156% 4/25/34 (j)	127,502		52,933
Series 2005-R2 Class M1, 0.7156% 4/25/35 (j)	1,743,000		1,234,888
Argent Securities, Inc. pass-thru certificates:
Series 2003-W7 Class A2, 0.6556% 3/1/34 (j)	40,480		10,431
Series 2004-W11 Class M2, 0.9656% 11/25/34 (j)	457,000		190,021
Series 2004-W7:
Class M1, 0.8156% 5/25/34 (j)	1,310,000		631,649
Class M2, 0.8656% 5/25/34 (j)	1,094,000		770,209
Series 2006-W4 Class A2C, 0.4256% 5/25/36 (j)	1,266,000		385,701
Asset Backed Funding Corp. Series 2006-OPT2 Class M7, 1.0456% 10/25/36 (j)	1,069,475		17,128
Asset Backed Securities Corp. Home Equity Loan Trust:
Series 2004-HE2 Class M1, 0.8156% 4/25/34 (j)	2,253,000		1,192,515
Series 2004-HE6 Class A2, 0.6256% 6/25/34 (j)	351,766		179,823
Series 2006-HE2 Class M1, 0.6356% 3/25/36 (j)	228,000		7,090
Axon Financial Funding Ltd. Series 2007-1A Class A1, 5.96% 4/4/17 (c)(f)(j)	6,174,000		1
Bank America Auto Trust Series 2009-1A Class A3, 2.67% 7/15/13 (f)	11,800,000		11,928,389
Bank of America Credit Card Master Trust Series 2006-HE7 Class B4, 0.3528% 3/15/12 (j)	2,903,000		2,896,427
Bear Stearns Asset Backed Securities I Trust:
Series 2005-3 Class A1, 0.7156% 9/25/35 (j)	76,409		56,402
Series 2005-HE2 Class M2, 1.0156% 2/25/35 (j)	1,257,000		524,316
BMW Floorplan Master Owner Trust Series 2006-1A Class B, 0.3628% 9/17/11 (f)(j)	324,000		323,602
BMW Vehicle Lease Trust Series 2009-1 Class A3, 2.91% 3/15/12	5,500,000		5,601,063
Asset-Backed Securities - continued
	Principal Amount		Value
Brazos Higher Education Authority, Inc. Student Loan Rev. Series 2006 A2R, 5.03% 12/1/41	$ 1,524,787		$ 1,341,813
Brazos Higher Education Authority, Inc. Series 2006-2 Class A9, 0.6175% 12/26/24 (j)	1,942,869		1,815,106
C-BASS Trust Series 2006-CB7 Class A2, 0.3256% 10/25/36 (j)	577,235		524,525
Capital Auto Receivables Asset Trust:
Series 2006-1:
Class B, 5.26% 10/15/10	556,208		558,476
Class D, 7.16% 1/15/13 (f)	1,720,000		1,582,400
Series 2006-2:
Class B, 5.07% 12/15/11	1,933,000		1,958,879
Class C, 5.31% 6/15/12	1,422,000		1,386,394
Series 2007-1 Class C, 5.38% 11/15/12	506,000		407,149
Series 2007-SN1:
Class B, 5.52% 3/15/11	81,000		73,795
Class C, 5.73% 3/15/11	46,000		43,240
Class D, 6.05% 1/17/12	248,000		229,400
Capital Auto Receivables Trust Series 2007-2 Class A4A, 5.39% 2/18/14	7,709,000		8,069,856
Capital One Auto Finance Trust:
Series 2005-BSS Class D, 4.8% 9/15/12	1,048,000		1,048,920
Series 2006-C:
Class A3A, 5.07% 7/15/11	25,814		25,816
Class A3B, 0.2828% 7/15/11 (j)	63,775		63,578
Series 2007-B Class A3A, 5.03% 4/15/12	651,185		657,825
Capital One Multi-Asset Execution Trust:
Series 2007-A6 Class A6, 0.3428% 5/15/13 (j)	1,660,000		1,647,694
Series 2007-C3 Class C3, 0.5628% 4/15/13 (f)(j)	2,372,000		2,280,524
Series 2008-A5 Class A5, 4.85% 2/18/14	5,000,000		5,242,263
Series 2008-A6 Class A6, 1.3728% 3/17/14 (j)	13,801,000		13,791,607
Series 2009-A2 Class A2, 3.2% 4/15/14	26,000,000		26,470,348
Capital Trust Ltd. Series 2004-1 Class A2, 0.7225% 7/20/39 (f)(j)	252,000		50,400
CarMax Auto Owner Trust Series 2007-2 Class C, 5.61% 11/15/13	846,000		761,400
Carrington Mortgage Loan Trust:
Series 2006-FRE1 Class M1, 0.5656% 7/25/36 (j)	931,000		32,438
Series 2006-NC3 Class M10, 2.2656% 8/25/36 (f)(j)	994,000		16,762
Series 2006-NC4 Class M1, 0.5656% 10/25/36 (j)	195,000		6,574
Series 2007-RFC1 Class A3, 0.4056% 12/25/36 (j)	1,471,000		386,944
Asset-Backed Securities - continued
	Principal Amount		Value
Cendant Timeshare Receivables Funding LLC:
Series 2005 1A Class 2A2, 0.4525% 5/20/17 (f)(j)	$ 122,796		$ 98,555
Series 2005-1A Class A1, 4.67% 5/20/17 (f)	607,862		475,360
Chase Issuance Trust:
2005-A7 Class A7, 4.55% 3/15/13	7,000,000		7,310,316
Series 2004-3 Class C, 0.7428% 6/15/12 (j)	451,000		449,052
Series 2005-A10 Class A10, 4.65% 12/17/12	5,000,000		5,199,951
CIT Equipment Collateral Trust Series 2006-VT2 Class D, 5.46% 4/20/14	250,001		222,919
Citibank Credit Card Issuance Trust:
Series 2006-A4 Class A4, 5.45% 5/10/13	26,000,000		27,688,115
Series 2009-A3 Class A3, 2.7% 6/24/13	18,000,000		18,263,140
Citigroup Mortgage Loan Trust Series 2007-AMC4 Class M1, 0.5356% 5/25/37 (j)	624,000		19,934
Countrywide Asset-Backed Certificates Trust:
Series 2006-13 Class 1AF1, 0.3856% 1/25/37 (j)	5,582		5,536
Series 2007-11 Class 2A1, 0.3256% 6/25/47 (j)	139,935		132,594
Series 2007-4 Class A1A, 0.3856% 9/25/37 (j)	817,766		768,516
Countrywide Home Loan Trust Series 2006-13 Class N, 7% 8/25/37 (f)	1,245,451		125
Countrywide Home Loans, Inc.:
Series 2004-3:
Class M1, 0.7656% 6/25/34 (j)	789,000		432,762
Class M4, 1.2356% 4/25/34 (j)	130,535		66,357
Series 2004-4 Class M2, 0.7956% 6/25/34 (j)	496,195		318,196
Series 2005-3 Class MV1, 0.6856% 8/25/35 (j)	1,729,467		1,573,140
Series 2005-AB1 Class A2, 0.4756% 8/25/35 (j)	305,345		279,925
CPS Auto Receivables Trust:
Series 2006-D:
Class A3, 5.157% 5/15/11 (f)	47,313		47,334
Class A4, 5.115% 8/15/13 (f)	923,000		904,661
Series 2007-B Class A3, 5.47% 11/15/11 (f)	321,117		322,137
Series 2007-C Class A3, 5.43% 5/15/12 (f)	259,025		258,935
DB Master Finance LLC Series 2006-1 Class M1, 8.285% 6/20/31 (f)	3,808,000		3,334,399
Discover Card Master Trust I Series 2007-1 Class B, 0.3728% 8/15/12 (j)	2,458,000		2,412,496
Drive Auto Receivables Trust Series 2006-1 Class A4, 5.54% 12/16/13 (f)	1,871,207		1,849,040
Fannie Mae subordinate REMIC pass-thru certificates Series 2004-T5 Class AB3, 0.6603% 5/28/35 (j)	31,732		17,624
Fieldstone Mortgage Investment Corp.:
Series 2004-3 Class M5, 2.4406% 8/25/34 (j)	160,000		32,209
Asset-Backed Securities - continued
	Principal Amount		Value
Fieldstone Mortgage Investment Corp.: - continued
Series 2006-3 Class 2A3, 0.4256% 11/25/36 (j)	$ 5,169,000		$ 1,570,792
First Franklin Mortgage Loan Trust:
Series 2004-FF2 Class M3, 1.0906% 3/25/34 (j)	25,709		12,724
Series 2005-FF9 Class A3, 0.5456% 10/25/35 (j)	8,354,075		7,004,687
Series 2006-FF12 Class A2, 0.3056% 9/25/36 (j)	236,075		229,749
Series 2006-FF5 Class 2A2, 0.3756% 4/25/36 (j)	85,107		82,139
Ford Credit Auto Owner Trust:
Series 2006-B Class D, 7.26% 2/15/13 (f)	3,966,000		3,684,049
Series 2006-C:
Class B, 5.3% 6/15/12	575,000		581,450
Class D, 6.89% 5/15/13 (f)	2,923,000		2,545,333
Series 2007-A Class D, 7.05% 12/15/13 (f)	1,553,000		1,366,827
Ford Credit Floorplan Master Owner Trust Series 2006-4 Class B, 0.8228% 6/15/13 (j)	630,000		409,500
Franklin Auto Trust:
Series 2006-1:
Class B, 5.14% 7/21/14	62,000		50,135
Class C, 5.41% 7/21/14	555,000		277,500
Series 2007-1:
Class A4, 5.03% 2/16/15	437,000		449,627
Class C, 5.43% 2/16/15	535,000		254,592
Fremont Home Loan Trust:
Series 2004-1:
Class M1, 0.9406% 2/25/34 (j)	39,926		17,996
Class M2, 1.0156% 2/25/34 (j)	68,000		52,737
Series 2005-A:
Class M3, 0.7556% 1/25/35 (j)	801,000		187,426
Class M4, 0.9456% 1/25/35 (j)	296,000		54,224
Series 2006-A Class M4, 0.6656% 5/25/36 (j)	160,922		1,540
Series 2006-D Class M1, 0.4956% 11/25/36 (j)	282,000		4,350
GCO Education Loan Funding Master Trust II Series 2007-1A Class C1L, 1.0413% 9/25/30 (f)(j)	2,392,000		1,789,515
GCO Slims Trust Series 2006-1A, 5.72% 3/1/22 (f)	2,479,207		1,983,365
GE Business Loan Trust:
Series 2003-1 Class A, 0.7028% 4/15/31 (f)(j)	281,658		188,711
Series 2006-2A:
Class A, 0.4528% 11/15/34 (f)(j)	2,215,160		1,329,096
Class B, 0.5528% 11/15/34 (f)(j)	800,859		232,249
Class C, 0.6528% 11/15/34 (f)(j)	1,328,402		292,248
Class D, 1.0228% 11/15/34 (f)(j)	504,984		80,797
Asset-Backed Securities - continued
	Principal Amount		Value
GE Capital Credit Card Master Note Trust:
Series 2006-1:
Class B, 0.3828% 9/17/12 (j)	$ 731,000		$ 709,070
Class C, 0.5128% 9/17/12 (j)	569,000		534,860
Series 2007-1 Class C, 0.5428% 3/15/13 (j)	4,010,000		3,673,440
GE Equipment Midticket LLC Series 2006-1 Class B, 0.4228% 9/15/17 (j)	1,029,000		833,570
Goal Capital Funding Trust Series 2007-1 Class C1, 1.0075% 6/25/42 (j)	643,000		385,800
GS Auto Loan Trust:
Series 2006-1 Class D, 6.25% 1/15/14 (f)	1,029,934		875,444
Series 2007-1:
Class B, 5.53% 12/15/14	84,794		73,701
Class C, 5.74% 12/15/14	180,143		144,114
GSAMP Trust:
Series 2004-AR1:
Class B4, 5% 6/25/34 (f)(j)	742,631		54,934
Class M1, 0.9156% 6/25/34 (j)	2,313,000		1,218,901
Series 2007-HE1 Class M1, 0.5156% 3/25/47 (j)	931,000		35,924
GSR Mortgage Loan Trust:
Series 2004-OPT Class A1, 0.6056% 11/25/34 (j)	13,385		5,866
Series 2005-MTR1 Class A1, 0.4056% 10/25/35 (j)	66,265		65,541
Series 2006-FM1 Class M3, 0.6156% 4/25/36 (j)	352,000		3,655
Guggenheim Structured Real Estate Funding Ltd.:
Series 2005-1 Class C, 1.3456% 5/25/30 (f)(j)	538,443		80,766
Series 2006-3:
Class B, 0.6656% 9/25/46 (f)(j)	361,000		54,150
Class C, 0.8156% 9/25/46 (f)(j)	1,245,000		124,500
Home Equity Asset Trust:
Series 2002-3 Class A5, 1.1456% 2/25/33 (j)	339		81
Series 2003-2 Class M1, 1.5856% 8/25/33 (j)	445,959		217,205
Series 2003-3 Class M1, 1.5556% 8/25/33 (j)	759,148		366,050
Series 2003-5 Class A2, 0.9656% 12/25/33 (j)	27,804		10,134
Series 2003-7 Class A2, 1.0256% 3/25/34 (j)	1,399		546
Series 2004-3 Class M2, 1.9656% 8/25/34 (j)	245,319		142,015
Series 2004-7 Class A3, 0.6556% 1/25/35 (j)	518		311
Series 2005-5 Class 2A2, 0.5156% 11/25/35 (j)	229,651		216,111
Series 2006-1 Class 2A3, 0.4906% 4/25/36 (j)	2,854,997		2,625,685
Series 2006-8 Class 2A1, 0.3156% 3/25/37 (j)	18,161		16,773
Honda Auto Receivables Owner Trust Series 2009-3 Class A3, 2.31% 5/15/13	8,600,000		8,628,191
HSBC Credit Card Master Note Trust I Series 2006-1 Class B, 0.4128% 6/15/12 (j)	1,905,000		1,891,897
Asset-Backed Securities - continued
	Principal Amount		Value
HSBC Home Equity Loan Trust Series 2006-2:
Class M1, 0.5425% 3/20/36 (j)	$ 498,061		$ 286,510
Class M2, 0.5625% 3/20/36 (j)	820,620		398,075
HSI Asset Securitization Corp. Trust Series 2007-HE1 Class 2A3, 0.4556% 1/25/37 (j)	1,292,000		379,496
Hyundai Auto Receivables Trust Series 2006-1:
Class B, 5.29% 11/15/12	113,891		114,570
Class C, 5.34% 11/15/12	147,741		150,002
JPMorgan Mortgage Acquisition Trust:
Series 2006-NC2 Class M2, 0.5656% 7/25/36 (j)	178,000		3,556
Series 2007-CH1:
Class AV4, 0.3956% 11/25/36 (j)	1,255,000		564,059
Class MV1, 0.4956% 11/25/36 (j)	1,020,000		104,406
Series 2007-CH3 Class M1, 0.5656% 3/25/37 (j)	499,000		17,204
Keycorp Student Loan Trust:
Series 1999-A Class A2, 1.5575% 12/27/09 (j)	856,754		680,661
Series 2006-A:
Class 2A1, 1.2575% 9/27/21 (j)	312,579		310,162
Class 2C, 2.3775% 3/27/42 (j)	2,867,000		467,310
Long Beach Auto Receivables Trust Series 2007-A Class A4, 5.025% 1/15/14	3,140,000		2,888,684
Long Beach Mortgage Loan Trust:
Series 2004-2 Class M2, 1.3456% 6/25/34 (j)	275,062		211,194
Series 2006-8 Class 2A1, 0.3056% 9/25/36 (j)	23,574		23,324
Marriott Vacation Club Owner Trust Series 2006-2A:
Class B, 5.442% 10/20/28 (f)	25,513		14,032
Class C, 5.691% 10/20/28 (f)	11,383		5,691
Class D, 6.01% 10/20/28 (f)	136,200		61,290
MASTR Asset Backed Securities Trust:
Series 2006-AM3 Class M1, 0.5256% 10/25/36 (j)	450,000		12,285
Series 2007-HE1 Class M1, 0.5656% 5/25/37 (j)	641,000		22,436
MBNA Credit Card Master Note Trust Series 2005-A3 Class A3, 4.1% 10/15/12	10,000,000		10,208,154
Meritage Mortgage Loan Trust Series 2004-1 Class M1, 1.0156% 7/25/34 (j)	191,672		84,831
Merrill Auto Trust Securitization Series 2007-1 Class B, 5.79% 12/16/13	363,735		346,043
Merrill Lynch Mortgage Investors Trust:
Series 2003-OPT1 Class M1, 0.9156% 7/25/34 (j)	806,621		571,995
Series 2006-FM1 Class A2B, 0.3756% 4/25/37 (j)	2,264,706		1,647,647
Series 2006-MLN1 Class A2A, 0.3356% 7/25/37 (j)	66,601		63,498
Series 2006-OPT1 Class A1A, 0.5256% 6/25/35 (j)	2,980,530		1,463,804
Asset-Backed Securities - continued
	Principal Amount		Value
Morgan Stanley ABS Capital I Trust:
Series 2004-HE6 Class A2, 0.6056% 8/25/34 (j)	$ 48,462		$ 10,119
Series 2005-HE1 Class M2, 0.7356% 12/25/34 (j)	398,000		266,644
Series 2005-HE2 Class M1, 0.6656% 1/25/35 (j)	360,000		136,731
Series 2005-NC1 Class M1, 0.7056% 1/25/35 (j)	326,000		130,291
Series 2005-NC2 Class B1, 1.4356% 3/25/35 (j)	339,222		53,364
Series 2006-HE6 Class A2A, 0.3056% 9/25/36 (j)	251,395		246,360
Series 2006-NC4 Class M4, 0.6156% 6/25/36 (j)	261,568		1,403
Series 2007-HE2 Class M1, 0.5156% 1/25/37 (j)	229,000		4,225
Morgan Stanley Dean Witter Capital I Trust Series 2002-NC3 Class A3, 0.9456% 8/25/32 (j)	29,097		6,168
Morgan Stanley Home Equity Loans Trust Series 2007-2 Class A1, 0.3656% 4/25/37 (j)	4,216,886		3,442,734
Morgan Stanley IXIS Real Estate Capital Trust Series 2006-2 Class A1, 0.3156% 11/25/36 (j)	16,177		15,237
National Collegiate Funding LLC Series 2004-GT1 Class IO1, 7.87% 6/25/10 (f)(j)(l)	3,791,000		341,190
National Collegiate Student Loan Trust:
Series 2004-2 Class AIO, 9.75% 10/25/14 (l)	4,105,900		821,180
Series 2005-GT1 Class AIO, 6.75% 12/25/09 (l)	2,819,000		77,523
Series 2006-1 Class AIO, 5.5% 4/25/11 (l)	406,000		26,390
Series 2006-2 Class AIO, 6% 8/25/11 (l)	201,000		19,095
Series 2006-3:
Class A1, 0.2956% 9/25/19 (j)	592,110		584,061
Class AIO, 7.1% 1/25/12 (l)	323,000		44,949
Series 2006-4:
Class A1, 0.2956% 3/25/25 (j)	629,659		604,360
Class AIO, 6.35% 2/27/12 (l)	1,029,000		135,067
Class D, 1.3656% 5/25/32 (j)	2,193,000		52,507
Series 2007-1 Class AIO, 7.27% 4/25/12 (l)	1,383,000		229,260
Series 2007-2 Class AIO, 6.7% 7/25/12 (l)	1,176,000		187,984
New Century Home Equity Loan Trust:
Series 2005-4 Class M2, 0.7756% 9/25/35 (j)	1,164,000		233,041
Series 2005-D Class M2, 0.7356% 2/25/36 (j)	704,000		42,476
Nissan Auto Lease Trust Series 2009-A Class A3, 2.92% 12/15/11	3,500,000		3,562,355
Nomura Home Equity Loan Trust Series 2006-HE2 Class A2, 0.3856% 3/25/36 (j)	410,777		392,236
NovaStar Mortgage Funding Trust Series 2006-6 Class A2A, 0.3356% 1/25/37 (j)	16,804		16,411
Ocala Funding LLC:
Series 2005-1A Class A, 1.7725% 3/20/10 (f)(j)	317,000		123,630
Series 2006-1A Class A, 1.6725% 3/20/11 (f)(j)	962,000		355,940
Asset-Backed Securities - continued
	Principal Amount		Value
Option One Mortgage Loan Trust:
Series 2004-3 Class M3, 0.9156% 11/25/34 (j)	$ 281,000		$ 220,939
Series 2007-5 Class 2A1, 0.3556% 5/25/37 (j)	116,977		108,233
Series 2007-6 Class 2A1, 0.3256% 7/25/37 (j)	159,249		148,281
Park Place Securities, Inc.:
Series 2004-WCW1:
Class M2, 0.9456% 9/25/34 (j)	227,000		160,488
Class M3, 1.5156% 9/25/34 (j)	435,000		114,537
Class M4, 1.7156% 9/25/34 (j)	558,000		80,412
Series 2004-WCW2 Class M3, 0.8156% 7/25/35 (j)	327,000		48,437
Series 2005-WCH1:
Class M2, 0.7856% 1/25/35 (j)	2,176,000		1,431,341
Class M3, 0.8256% 1/25/35 (j)	391,000		203,610
Class M4, 1.0956% 1/25/35 (j)	1,245,000		202,393
Series 2005-WHQ2:
Class M7, 1.5156% 5/25/35 (j)	1,616,000		29,221
Class M9, 2.1456% 5/25/35 (j)	482,000		2,624
Providian Master Note Trust Series 2006-C1A Class C1, 0.8228% 3/16/15 (f)(j)	2,842,000		2,574,036
Rental Car Finance Corp. Series 2005-1A Class A2, 4.59% 6/25/11 (f)	461,000		360,877
Residential Asset Mortgage Products, Inc. Series 2006-EFC2 Class M1, 0.4956% 12/25/36 (j)	515,000		13,086
Residential Asset Securities Corp. Series 2007-KS2 Class AI1, 0.3356% 2/25/37 (j)	143,088		132,772
Salomon Brothers Mortgage Securities VII, Inc. Series 2003-HE1 Class A, 1.0656% 4/25/33 (j)	4,173		1,850
Saxon Asset Securities Trust Series 2004-1 Class M1, 1.0606% 3/25/35 (j)	1,547,000		769,731
Securitized Asset Backed Receivables LLC Trust:
Series 2005-FR4 Class B3, 1.9856% 1/25/36 (j)	83,000		1,236
Series 2006-FR4 Class A2A, 0.3456% 8/25/36 (j)	70,205		35,421
Series 2007-NC1 Class A2A, 0.3156% 12/25/36 (j)	43,832		39,385
Sierra Receivables Funding Co. Series 2007-1A Class A2, 0.4225% 3/20/19 (f)(j)	944,562		783,213
SLM Private Credit Student Loan Trust Series 2004-A Class C, 1.5794% 6/15/33 (j)	1,043,000		208,600
Specialty Underwriting & Residential Finance Trust:
Series 2003-BC3 Class M2, 2.6656% 8/25/34 (j)	146,352		94,818
Series 2006-AB2 Class N1, 5.75% 6/25/37 (f)	571,164		5,712
Structured Asset Investment Loan Trust Series 2004-8 Class M5, 1.4156% 9/25/34 (j)	46,281		6,940
Structured Asset Securities Corp.:
Series 2004-GEL1 Class A, 0.6256% 2/25/34 (j)	115,877		61,645
Asset-Backed Securities - continued
	Principal Amount		Value
Structured Asset Securities Corp.: - continued
Series 2007-GEL1 Class A2, 0.4556% 1/25/37 (f)(j)	$ 1,104,000		$ 294,512
Structured Asset Securities Corp. Mortgage Loan Trust Series 2007-OSI Class A2, 0.3556% 6/25/37 (j)	1,950,597		1,569,114
Superior Wholesale Inventory Financing Trust Series 2007-AE1:
Class A, 0.3728% 1/15/12 (j)	1,092,000		1,074,369
Class B, 0.5728% 1/15/12 (j)	897,000		843,790
Class C, 0.8728% 1/15/12 (j)	1,413,000		1,158,660
SVO VOI Mortgage Corp. Series 2006-AA Class A, 5.28% 2/20/24 (f)	1,271,256		1,084,547
Swift Master Auto Receivables Trust:
Series 2007-1:
Class A, 0.3728% 6/15/12 (j)	2,942,000		2,839,030
Class B, 0.4928% 6/15/12 (j)	369,000		341,325
Class C, 0.7728% 6/15/12 (j)	221,000		154,700
Series 2007-2 Class A, 0.9228% 10/15/12 (j)	2,495,000		2,379,606
Terwin Mortgage Trust:
Series 2003-4HE Class A1, 1.1256% 9/25/34 (j)	115,176		39,273
Series 2003-6HE Class A1, 0.7356% 11/25/33 (j)	29,747		11,461
Trapeza CDO XII Ltd./, Inc. Series 2007-12A Class B, 1.1375% 4/6/42 (f)(j)	2,300,000		115,000
Triad Auto Receivables Owner Trust:
Series 2006-C Class A4, 5.31% 5/13/13	798,000		789,060
Series 2007-A Class A3, 5.28% 2/13/12	1,533,164		1,545,247
Turquoise Card Backed Securities PLC:
Series 2006-2:
Class B, 0.4228% 10/17/11 (j)	3,480,000		3,349,402
Class C, 0.6228% 10/17/11 (j)	4,075,000		3,819,638
Series 2007-1 Class C, 0.6428% 6/15/12 (j)	3,098,000		2,323,500
Wachovia Auto Loan Owner Trust:
Series 2006-1 Class A4, 5.08% 4/20/12 (f)	851,129		869,442
Series 2006-2A:
Class A4, 5.23% 3/20/12 (f)	20,500,000		20,948,241
Class B, 5.29% 6/20/12 (f)	356,000		366,377
Class D, 5.54% 12/20/12 (f)	507,000		458,268
Class E, 7.05% 5/20/14 (f)	4,753,000		3,868,843
WaMu Asset Holdings Corp. Series 2006-8 Class N1, 6.048% 10/25/46 (f)	749,203		75
WaMu Asset-Backed Certificates Series 2006-HE3 Class M4, 0.6456% 10/25/36 (j)	491,000		8,291
WaMu Master Note Trust:
Series 2006-C2A Class C2, 0.7728% 8/15/15 (f)(j)	7,241,000		6,377,432
Asset-Backed Securities - continued
	Principal Amount		Value
WaMu Master Note Trust: - continued
Series 2007-A2 Class A2, 0.3028% 5/15/14 (f)(j)	$ 1,290,000		$ 1,280,986
Series 2007-A4A Class A4, 5.2% 10/15/14 (f)	10,266,000		10,642,222
Series 2007-A5A Class A5, 1.0228% 10/15/14 (f)(j)	1,720,000		1,711,394
Series 2007-C1 Class C1, 0.6728% 5/15/14 (f)(j)	4,493,000		4,378,620
Wells Fargo Home Equity Trust:
Series 2004-3 Class A, 4.5% 11/27/34 (a)(f)	6,399		0
Series 2006-2 Class A2, 0.3656% 7/25/36 (j)	292,665		281,773
Whinstone Capital Management Ltd. Series 1A Class B3, 1.4038% 10/25/44 (f)(j)	1,459,789		175,175
TOTAL ASSET-BACKED SECURITIES (Cost $317,766,647)		350,042,332
Collateralized Mortgage Obligations - 1.7%
Private Sponsor - 1.4%
Arkle Master Issuer PLC floater Series 2006-2A:
Class 2B, 0.56% 2/17/52 (f)(j)	2,407,000		2,350,026
Class 2M, 0.64% 2/17/52 (f)(j)	1,639,000		1,578,750
Arran Residential Mortgages Funding No. 1 PLC floater Series 2006-1A Class DB, 0.94% 4/12/56 (f)(j)	1,169,849		760,402
Banc of America Commercial Mortgage Trust Series 2007-2:
Class B, 5.6986% 4/10/49 (j)	824,000		173,452
Class C, 5.6986% 4/10/49 (j)	2,198,000		396,299
Class D, 5.6986% 4/10/49 (j)	1,100,000		176,220
Banc of America Mortgage Securities, Inc.:
Series 2003-K Class 1A1, 5.2037% 12/25/33 (j)	82,960		63,784
Series 2003-L Class 2A1, 5.2191% 1/25/34 (j)	1,759,506		1,504,310
Series 2004-1 Class 2A2, 4.6617% 10/25/34 (j)	1,697,615		1,429,995
Series 2004-A Class 2A2, 5.4508% 2/25/34 (j)	909,828		780,008
Series 2004-B:
Class 1A1, 4.6868% 3/25/34 (j)	156,844		120,970
Class 2A2, 4.5749% 3/25/34 (j)	1,131,031		961,277
Series 2004-C Class 1A1, 4.097% 4/25/34 (j)	180,511		149,044
Series 2004-D:
Class 1A1, 3.8783% 5/25/34 (j)	259,453		199,849
Class 2A2, 3.8898% 5/25/34 (j)	2,231,431		1,885,653
Series 2004-G Class 2A7, 4.2585% 8/25/34 (j)	1,901,400		1,620,312
Series 2004-H Class 2A1, 4.469% 9/25/34 (j)	1,796,900		1,480,732
Series 2005-H:
Class 1A1, 4.6982% 9/25/35 (j)	465,389		364,181
Collateralized Mortgage Obligations - continued
	Principal Amount		Value
Private Sponsor - continued
Banc of America Mortgage Securities, Inc.: - continued
Series 2005-H:
Class 2A2, 4.805% 9/25/35 (j)	$ 535,357		$ 241,552
Bayview Commercial Asset Trust Series 2006-3A Class IO, 2.3908% 10/25/36 (f)(j)(l)	27,195,825		1,944,501
Bear Stearns ALT-A Trust floater Series 2005-1 Class A1, 0.5456% 1/25/35 (j)	2,331,844		1,809,163
Bear Stearns Commercial Mortgage Securities Trust Series 2006-T24 Class X2, 0.4243% 10/12/41 (f)(j)(l)	4,223,385		56,146
Chase Mortgage Finance Trust:
Series 2007-A1 Class 1A5, 4.6804% 2/25/37 (j)	1,530,937		1,329,268
Series 2007-A2 Class 2A1, 5.0375% 7/25/37 (j)	1,138,384		1,027,947
Citigroup Commercial Mortgage Trust Series 2008-C7 Class A2B, 6.2986% 12/10/49 (j)	1,734,000		1,711,388
Citigroup Mortgage Loan Trust Series 2004-UST1:
Class A3, 4.189% 8/25/34 (j)	917,748		813,239
Class A4, 3.4368% 8/25/34 (j)	782,773		690,532
Cobalt CMBS Commercial Mortgage Trust Series 2007-C2 Class B, 5.617% 4/15/47 (j)	1,937,000		271,180
COMM pass-thru certificates floater Series 2001-J2A Class A2F, 0.7728% 7/16/34 (f)(j)	1,734,000		1,463,180
Countrywide Alternative Loan Trust planned amortization class Series 2003-5T2 Class A2, 0.6656% 5/25/33 (j)	40,603		40,171
Countrywide Home Loans, Inc. Series 2005-HYB3 Class 2A6B, 4.3939% 6/20/35 (j)	570,000		230,186
Credit Suisse First Boston Adjustable Rate Mortgage Trust floater Series 2005-2 Class 6M2, 0.7456% 6/25/35 (j)	1,245,000		87,147
Credit Suisse First Boston Mortgage Securities Corp. floater:
Series 2004-AR7 Class 6A2, 1.0256% 8/25/34 (j)	28,491		15,587
Series 2004-AR8 Class 8A2, 1.0256% 9/25/34 (j)	19,665		13,120
Series 2007-AR7 Class 2A1, 3.934% 11/25/34 (j)	5,067,866		4,227,695
Deutsche Alt-A Securities Mortgage Loan Trust floater Series 2007-BAR1 Class A3, 0.4256% 3/25/37 (j)	2,900,000		1,040,689
DSLA Mortgage Loan Trust Series 2006-AR2 Class 2AB1, 0.3688% 9/19/36 (j)	352,062		323,003
First Horizon Mortgage pass-thru Trust:
floater Series 2004-FL1 Class 2A1, 1.4488% 12/25/34 (j)	44,855		22,022
Series 2004-AR5 Class 2A1, 5.0255% 10/25/34 (j)	1,014,998		777,569
Collateralized Mortgage Obligations - continued
	Principal Amount		Value
Private Sponsor - continued
Fosse Master Issuer PLC:
floater Series 2006-1A:
Class B2, 0.67% 10/18/54 (f)(j)	$ 2,889,000		$ 2,297,911
Class C2, 0.98% 10/18/54 (f)(j)	970,000		630,500
Class M2, 0.76% 10/18/54 (f)(j)	1,661,000		1,138,449
Series 2007-1A Class C2, 1.06% 10/18/54 (f)(j)	279,000		240,155
Gracechurch Mortgage Financing PLC floater Series 2006-1 Class D2, 0.895% 11/20/56 (f)(j)	2,405,000		1,683,500
Gracechurch Mortgage Funding PLC floater Series 1A Class DB, 0.98% 10/11/41 (f)(j)	2,545,000		2,036,000
Granite Master Issuer PLC floater:
Series 2005-4 Class C2, 0.8225% 12/20/54 (j)	178,650		26,797
Series 2006-1A Class C2, 0.8725% 12/20/54 (f)(j)	5,526,000		828,900
Series 2006-2 Class C1, 0.7425% 12/20/54 (j)	4,563,000		547,560
Series 2006-3 Class C2, 0.7725% 12/20/54 (j)	922,000		110,640
Series 2006-4:
Class B1, 0.3625% 12/20/54 (j)	3,812,000		1,334,200
Class C1, 0.6525% 12/20/54 (j)	2,331,000		349,650
Class M1, 0.4425% 12/20/54 (j)	1,006,000		181,080
Series 2007-1:
Class 1C1, 0.5725% 12/20/54 (j)	1,847,000		221,640
Class 1M1, 0.4225% 12/20/54 (j)	1,238,000		222,840
Class 2C1, 0.7025% 12/20/54 (j)	842,000		101,040
Class 2M1, 0.5225% 12/20/54 (j)	1,589,000		286,020
Series 2007-2 Class 2C1, 0.7028% 12/17/54 (j)	2,199,000		329,850
Granite Mortgages Series 2003-2 Class 1A3, 0.76% 7/20/43 (j)	6,799,472		5,424,938
Granite Mortgages PLC floater:
Series 2003-3 Class 1C, 2.96% 1/20/44 (j)	365,737		46,122
Series 2004-3 Class 2A1, 0.7488% 9/20/44 (j)	4,604,651		3,702,075
GSR Mortgage Loan Trust:
Series 2004-11 Class 1A1, 4.3491% 9/25/34 (j)	159,178		114,173
Series 2007-AR2 Class 2A1, 4.8216% 4/25/35 (j)	486,116		327,538
Harborview Mortgage Loan Trust floater Series 2005-2 Class 2A1A, 0.5088% 5/19/35 (j)	349,656		184,895
Holmes Master Issuer PLC floater Series 2006-1A Class 2C, 0.8994% 7/15/40 (f)(j)	777,000		724,475
Impac CMB Trust floater:
Series 2004-11 Class 2A2, 1.0056% 3/25/35 (j)	196,769		64,811
Series 2005-1 Class M4, 1.0156% 4/25/35 (j)	20,499		1,988
Series 2005-3 Class A1, 0.5056% 8/25/35 (j)	491,782		228,951
Collateralized Mortgage Obligations - continued
	Principal Amount		Value
Private Sponsor - continued
JPMorgan Chase Commercial Mortgage Securities Trust Series 2007-CB18:
Class A1, 5.32% 6/12/47 (j)	$ 223,407		$ 230,216
Class A3, 5.447% 6/12/47 (j)	3,289,000		2,910,552
JPMorgan Mortgage Trust:
sequential payer Series 2006-A5 Class 3A5, 5.9501% 8/25/36 (j)	1,135,000		844,511
Series 2004-A1 Class 2A1, 4.4607% 2/25/34 (j)	620,682		553,969
Series 2004-A3 Class 4A1, 4.2916% 7/25/34 (j)	1,526,844		1,343,251
Series 2004-A5 Class 2A1, 4.3385% 12/25/34 (j)	728,643		633,566
Series 2006-A2 Class 5A1, 5.0559% 11/25/33 (j)	2,114,801		1,857,774
Series 2007-A1 Class 1A1, 4.036% 7/25/35 (j)	4,011,843		3,684,233
LB-UBS Commercial Mortgage Trust sequential payer Series 2006-C6 Class A4, 5.372% 12/31/49	780,000		677,613
Lehman Structured Securities Corp. floater Series 2005-1 Class A2, 0.6544% 9/26/45 (f)(j)	367,964		171,706
MASTR Adjustable Rate Mortgages Trust:
floater Series 2005-1 Class 1A1, 0.5356% 2/25/35 (j)	46,458		26,089
Series 2007-3 Class 22A2, 0.4756% 5/25/47 (j)	1,204,000		413,740
MASTR Alternative Loan Trust Series 2004-3 Class 3A1, 6% 4/25/34	1,012,432		747,740
MASTR Asset Backed Securities Trust Series 2006-NC3 Class M1, 0.4956% 10/25/36 (j)	476,000		7,484
Merrill Lynch Alternative Note Asset Trust floater Series 2007-OAR1 Class A1, 0.4356% 2/25/37 (j)	1,782,593		787,374
Merrill Lynch Floating Trust floater Series 2006-1:
Class B, 0.4428% 6/15/22 (f)(j)	153,000		86,129
Class C, 0.4628% 6/15/22 (f)(j)	1,288,000		540,960
Class D, 0.4728% 6/15/22 (f)(j)	496,000		138,880
Class E, 0.4828% 6/15/22 (f)(j)	792,000		174,240
Class F, 0.5128% 6/15/22 (f)(j)	1,268,000		253,600
Class G, 0.5828% 6/15/22 (f)(j)	219,000		35,040
Class H, 0.6028% 6/15/22 (f)(j)	595,000		83,300
Class J, 0.6428% 6/15/22 (f)(j)	694,000		83,280
Merrill Lynch Mortgage Investors Trust:
floater:
Series 2005-B Class A2, 1.4% 7/25/30 (j)	634,873		456,462
Series 2006-MLN1 Class M4, 0.6256% 7/25/37 (j)	880,366		3,573
Series 2004-A4 Class A1, 3.3459% 8/25/34 (j)	1,241,191		1,112,913
Series 2005-A2 Class A7, 4.4821% 2/25/35 (j)	1,239,000		944,445
Collateralized Mortgage Obligations - continued
	Principal Amount		Value
Private Sponsor - continued
Merrill Lynch Mortgage Investors Trust: - continued
Series 2006-A6 Class A4, 5.364% 10/25/33 (j)	$ 875,956		$ 753,315
Merrill Lynch-CFC Commercial Mortgage Trust Series 2006-3 Class ASB, 5.382% 7/12/46 (j)	7,424,000		7,155,118
Opteum Mortgage Acceptance Corp. floater Series 2005-3 Class APT, 0.5556% 7/25/35 (j)	2,484,368		1,665,821
Option One Mortgage Loan Trust floater Series 2007-CP1 Class M1, 0.5656% 3/25/37 (j)	2,543,000		112,604
Permanent Financing No. 8 PLC floater Class 3C, 1.17% 6/10/42 (j)	1,855,000		1,461,624
Permanent Master Issuer PLC floater Series 2006-1 Class 2C, 0.9094% 7/17/42 (j)	426,000		319,500
Provident Funding Mortgage Loan Trust Series 2005-2 Class 3A, 4.2156% 10/25/35 (j)	4,586,320		3,589,843
RESI Finance LP/RESI Finance DE Corp. floater:
Series 2003-B:
Class B5, 2.6256% 7/10/35 (f)(j)	2,127,934		1,085,112
Class B6, 3.1256% 7/10/35 (f)(j)	1,987,891		923,972
Series 2004-A:
Class B4, 1.4756% 2/10/36 (f)(j)	619,697		248,870
Class B5, 1.9756% 2/10/36 (f)(j)	413,422		155,281
Series 2004-B:
Class B4, 1.3756% 2/10/36 (f)(j)	503,629		161,615
Class B5, 1.8256% 2/10/36 (f)(j)	299,738		86,774
Class B6, 2.2756% 2/10/36 (f)(j)	58,379		14,414
Series 2004-C:
Class B4, 1.2256% 9/10/36 (f)(j)	667,951		219,890
Class B5, 1.6256% 9/10/36 (f)(j)	742,680		214,412
Class B6, 2.0256% 9/10/36 (f)(j)	46,129		10,541
Residential Asset Mortgage Products, Inc.:
sequential payer:
Series 2003-SL1 Class A31, 7.125% 4/25/31	1,182,205		1,045,948
Series 2004-SL3 Class A1, 7% 8/25/16	115,728		102,433
Series 2005-AR5 Class 1A1, 4.3273% 9/19/35 (j)	197,378		124,679
Residential Funding Securities Corp. floater Series 2003-RP2 Class A1, 0.7156% 6/25/33 (f)(j)	414,484		293,598
ResMAE Mortgage Loan Trust floater Series 2006-1 Class A2A, 0.3656% 2/25/36 (f)(j)	3,659		3,659
Salomon Brothers Mortgage Securities VII, Inc. Series 2006-C2 Class H, 6.308% 7/18/33 (f)	245,000		197,947
Sequoia Mortgage Trust floater:
Series 2004-6 Class A3B, 1.6013% 7/20/34 (j)	37,769		25,456
Collateralized Mortgage Obligations - continued
	Principal Amount		Value
Private Sponsor - continued
Sequoia Mortgage Trust floater: - continued
Series 2004-7 Class A3B, 1.535% 7/20/34 (j)	$ 24,331		$ 14,154
Soundview Home Equity Loan Trust floater Series 2006-EQ1 Class M7, 1.0656% 9/25/36 (j)	269,120		4,320
Structured Asset Securities Corp.:
floater Series 2004-NP1 Class A, 0.6656% 9/25/33 (f)(j)	45,707		21,867
Series 2003-15A Class 4A, 5.4571% 4/25/33 (j)	424,924		353,807
Series 2003-20 Class 1A1, 5.5% 7/25/33	377,171		323,826
TBW Mortgage-Backed pass-thru certificates floater Series 2006-4 Class A3, 0.4656% 9/25/36 (j)	2,763,000		1,312,506
Thornburg Mortgage Securities Trust floater Series 2006-4 Class A2B, 0.3856% 7/25/36 (j)	20,249,856		19,175,925
WaMu Mortgage pass-thru certificates:
floater Series 2006-AR11 Class C1B1, 0.3456% 9/25/46 (j)	51,703		50,495
Series 2003-AR8 Class A, 4.1135% 8/25/33 (j)	632,385		566,688
Series 2005-AR14 Class 1A1, 5.04% 12/25/35 (j)	4,166,772		3,575,026
Series 2005-AR3 Class A2, 4.6405% 3/25/35 (j)	1,716,471		1,364,260
Wells Fargo Mortgage Backed Securities Trust:
Series 2004-EE Class 2A2, 3.5361% 12/25/34 (j)	4,294,876		3,663,847
Series 2004-H Class A1, 4.5272% 6/25/34 (j)	884,924		784,359
Series 2004-T Class A1, 3.954% 9/25/34 (j)	653,175		557,988
Series 2004-V Class 1A2, 3.6038% 10/25/34 (j)	1,842,010		1,573,599
Series 2004-W Class A9, 4.5277% 11/25/34 (j)	1,521,000		1,090,596
Series 2005-AR10 Class 2A2, 3.8109% 6/25/35 (j)	1,279,713		1,166,876
Series 2005-AR12:
Class 2A5, 4.046% 7/25/35 (j)	11,270,000		9,048,923
Class 2A6, 4.046% 7/25/35 (j)	2,552,363		2,210,579
Series 2005-AR2 Class 2A2, 4.57% 3/25/35	3,309,629		2,867,094
Series 2005-AR3 Class 2A1, 3.768% 3/25/35 (j)	2,195,430		1,831,469
Series 2006-AR8 Class 3A1, 5.2377% 4/25/36 (j)	15,576,800		12,673,805
TOTAL PRIVATE SPONSOR			160,524,322
U.S. Government Agency - 0.3%
Fannie Mae Grantor Trust floater Series 2005-90 Class FG, 0.5156% 10/25/35 (j)	869,726		860,007
Fannie Mae subordinate REMIC pass-thru certificates:
planned amortization class:
Series 2002-9 Class PC, 6% 3/25/17	317,638		339,957
Series 2005-67 Class HD, 5.5% 12/25/30	6,295,000		6,580,783
Collateralized Mortgage Obligations - continued
	Principal Amount		Value
U.S. Government Agency - continued
Fannie Mae subordinate REMIC pass-thru certificates: - continued
planned amortization class:
Series 2006-4 Class PB, 6% 9/25/35	$ 4,417,477		$ 4,719,811
sequential payer:
Series 2002-56 Class MC, 5.5% 9/25/17	1,063,661		1,136,641
Series 2004-3 Class BA, 4% 7/25/17	191,222		197,347
Series 2004-86 Class KC, 4.5% 5/25/19	860,406		895,869
Series 2005-41 Class LA, 5.5% 5/25/35	3,859,725		4,074,324
Freddie Mac:
planned amortization class Series 2104 Class PG, 6% 12/15/28	1,950,128		2,078,316
sequential payer Series 2516 Class AH, 5% 1/15/16	38,932		38,883
Freddie Mac Multi-class participation certificates guaranteed:
planned amortization class:
Series 2356 Class GD, 6% 9/15/16	1,116,034		1,187,772
Series 2363 Class PF, 6% 9/15/16	1,480,425		1,574,389
Series 2425 Class JH, 6% 3/15/17	1,180,986		1,266,458
Series 2702 Class WB, 5% 4/15/17	3,168,856		3,280,240
Series 3033 Class UD, 5.5% 10/15/30	2,335,000		2,442,859
Series 3049 Class DB, 5.5% 6/15/31	5,410,000		5,693,056
sequential payer:
Series 2528 Class HN, 5% 11/15/17	3,367,000		3,542,128
Series 2809 Class UA, 4% 12/15/14	225,800		225,469
TOTAL U.S. GOVERNMENT AGENCY			40,134,309
TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS (Cost $180,077,971)		200,658,631
Commercial Mortgage Securities - 6.3%
Asset Securitization Corp. Series 1997-D5:
Class A-6, 7.2794% 2/14/43 (j)	2,029,000		1,834,824
Class A2, 6.9094% 2/14/43 (j)	1,275,000		1,385,018
Class A3, 6.9594% 2/14/43 (j)	1,377,000		1,491,082
Class PS1, 1.556% 2/14/43 (j)(l)	6,627,155		233,171
Banc of America Commercial Mortgage Trust:
sequential payer:
Series 2006-2 Class AAB, 5.7211% 5/10/45 (j)	2,024,000		1,995,756
Series 2006-4 Class A1, 5.363% 7/10/46 (j)	899,387		914,186
Commercial Mortgage Securities - continued
	Principal Amount		Value
Banc of America Commercial Mortgage Trust: - continued
sequential payer:
Series 2006-5:
Class A1, 5.185% 9/10/47	$ 1,212,388		$ 1,232,898
Class A2, 5.317% 9/10/47	8,231,000		8,238,907
Class A3, 5.39% 9/10/47	2,418,000		2,319,421
Series 2006-6 Class A3, 5.369% 12/10/16	3,468,000		2,947,981
Series 2007-2 Class A1, 5.421% 4/10/49	606,637		617,424
Series 2007-4 Class A3, 5.8115% 2/10/51 (j)	1,729,000		1,609,466
Series 2006-6 Class E, 5.619% 10/10/45 (f)	1,002,000		129,358
Series 2007-3:
Class A3, 5.6581% 6/10/49 (j)	2,896,000		2,441,660
Class A4, 5.6581% 6/10/49 (j)	3,615,000		2,769,284
Banc of America Commercial Mortgage, Inc.:
sequential payer:
Series 2000-2 Class A2, 7.197% 9/15/32	424,094		430,605
Series 2001-1 Class A4, 5.451% 1/15/49	3,797,000		3,260,953
Series 2004-2:
Class A2, 3.52% 11/10/38	16,772		16,759
Class A3, 4.05% 11/10/38	2,346,000		2,346,025
Class A4, 4.153% 11/10/38	2,199,000		2,142,779
Series 2004-4 Class A3, 4.128% 7/10/42	728,243		731,024
Series 2005-1 Class A3, 4.877% 11/10/42	5,975,170		5,968,639
Series 2006-1 Class A1, 5.219% 9/10/45 (j)	2,252,777		2,282,219
Series 2001-3 Class H, 6.562% 4/11/37 (f)	969,000		924,608
Series 2001-PB1:
Class J, 7.166% 5/11/35 (f)	434,000		286,093
Class K, 6.15% 5/11/35 (f)	806,000		619,494
Series 2002-2 Class XP, 2.0377% 7/11/43 (f)(j)(l)	1,323,991		7,902
Series 2003-2 Class XP, 0.4553% 3/11/41 (f)(j)(l)	18,313,400		60,372
Series 2005-3 Series A3B, 5.09% 7/10/43 (j)	5,387,000		5,159,752
Series 2005-6 Class A3, 5.1791% 9/10/47 (j)	3,121,000		3,012,652
Series 2007-1 Class B, 5.543% 1/15/49	1,044,000		222,947
Banc of America Large Loan, Inc. floater:
Series 2005-MIB1:
Class C, 0.5828% 3/15/22 (f)(j)	745,000		432,100
Class D, 0.6328% 3/15/22 (f)(j)	754,000		414,700
Class E, 0.6728% 3/15/22 (f)(j)	623,000		323,960
Class F, 0.7428% 3/15/22 (f)(j)	502,000		251,000
Class G, 0.8028% 3/15/22 (f)(j)	326,000		146,700
Series 2006-BIX1:
Class C, 0.4528% 10/15/19 (f)(j)	1,114,000		746,380
Class D, 0.4828% 10/15/19 (f)(j)	1,361,000		816,600
Commercial Mortgage Securities - continued
	Principal Amount		Value
Banc of America Large Loan, Inc. floater: - continued
Series 2006-BIX1:
Class E, 0.5128% 10/15/19 (f)(j)	$ 1,261,000		$ 693,550
Class F, 0.5828% 10/15/19 (f)(j)	2,713,000		1,356,500
Class G, 0.6028% 10/15/19 (f)(j)	1,026,000		461,700
Bayview Commercial Asset Trust:
floater:
Series 2003-2 Class M1, 1.1156% 12/25/33 (f)(j)	53,465		26,733
Series 2004-1:
Class A, 0.6256% 4/25/34 (f)(j)	1,413,354		1,003,482
Class B, 2.1656% 4/25/34 (f)(j)	154,590		61,836
Class M1, 0.8256% 4/25/34 (f)(j)	123,619		72,935
Class M2, 1.4656% 4/25/34 (f)(j)	114,433		57,217
Series 2004-2:
Class A, 0.6956% 8/25/34 (f)(j)	1,072,372		750,660
Class M1, 0.8456% 8/25/34 (f)(j)	119,727		59,863
Series 2004-3:
Class A1, 0.6356% 1/25/35 (f)(j)	2,380,642		1,547,417
Class A2, 0.6856% 1/25/35 (f)(j)	333,402		206,709
Class M1, 0.7656% 1/25/35 (f)(j)	401,200		204,612
Class M2, 1.2656% 1/25/35 (f)(j)	182,427		80,268
Series 2005-2A:
Class A1, 0.5756% 8/25/35 (f)(j)	1,865,600		1,218,237
Class M1, 0.6956% 8/25/35 (f)(j)	87,958		35,746
Class M2, 0.7456% 8/25/35 (f)(j)	144,930		54,117
Class M3, 0.7656% 8/25/35 (f)(j)	80,461		27,751
Class M4, 0.8756% 8/25/35 (f)(j)	49,976		16,207
Series 2005-3A:
Class A1, 0.5856% 11/25/35 (f)(j)	654,129		441,144
Class A2, 0.6656% 11/25/35 (f)(j)	669,976		401,986
Class M2, 0.7556% 11/25/35 (f)(j)	66,123		25,729
Class M3, 0.7756% 11/25/35 (f)(j)	59,566		21,694
Class M4, 0.8656% 11/25/35 (f)(j)	73,774		25,718
Series 2005-4A:
Class A2, 0.6556% 1/25/36 (f)(j)	1,527,908		916,745
Class B1, 1.6656% 1/25/36 (f)(j)	89,039		24,041
Class M1, 0.7156% 1/25/36 (f)(j)	492,682		231,561
Class M2, 0.7356% 1/25/36 (f)(j)	99,724		43,878
Class M3, 0.7656% 1/25/36 (f)(j)	216,068		88,588
Class M4, 0.8756% 1/25/36 (f)(j)	80,729		29,870
Class M5, 0.9156% 1/25/36 (f)(j)	80,729		26,640
Class M6, 0.9656% 1/25/36 (f)(j)	85,477		24,788
Series 2006-1 Class A2, 0.6256% 4/25/36 (f)(j)	230,826		132,333
Commercial Mortgage Securities - continued
	Principal Amount		Value
Bayview Commercial Asset Trust: - continued
floater:
Series 2006-2A:
Class A1, 0.4956% 7/25/36 (f)(j)	$ 4,523,842		$ 3,037,307
Class A2, 0.5456% 7/25/36 (f)(j)	208,377		121,088
Class B3, 2.9656% 7/25/36 (f)(j)	79,749		20,017
Class M1, 0.5756% 7/25/36 (f)(j)	218,667		88,691
Class M2, 0.5956% 7/25/36 (f)(j)	104,189		39,727
Class M3, 0.6156% 7/25/36 (f)(j)	86,824		31,439
Class M5, 0.7356% 7/25/36 (f)(j)	72,032		23,619
Class M6, 0.8056% 7/25/36 (f)(j)	107,404		33,123
Series 2006-3A:
Class B1, 1.0656% 10/25/36 (f)(j)	92,694		13,904
Class B3, 2.8656% 10/25/36 (f)(j)	108,631		14,122
Class M4, 0.6956% 10/25/36 (f)(j)	102,334		23,537
Class M5, 0.7456% 10/25/36 (f)(j)	122,356		24,471
Class M6, 0.8256% 10/25/36 (f)(j)	354,461		63,803
Series 2006-4A:
Class A1, 0.4956% 12/25/36 (f)(j)	802,231		538,618
Class A2, 0.5356% 12/25/36 (f)(j)	4,238,085		1,970,285
Class B1, 0.9656% 12/25/36 (f)(j)	22,039		4,785
Class B2, 1.5156% 12/25/36 (f)(j)	20,570		4,040
Class B3, 2.7156% 12/25/36 (f)(j)	162,780		28,584
Class M1, 0.5556% 12/25/36 (f)(j)	194,681		65,237
Class M2, 0.5756% 12/25/36 (f)(j)	129,297		40,380
Class M3, 0.6056% 12/25/36 (f)(j)	131,501		38,753
Class M4, 0.6656% 12/25/36 (f)(j)	157,214		43,737
Class M5, 0.7056% 12/25/36 (f)(j)	144,724		37,802
Class M6, 0.7856% 12/25/36 (f)(j)	129,297		31,251
Series 2007-1:
Class A2, 0.5356% 3/25/37 (f)(j)	902,550		442,250
Class B1, 0.9356% 3/25/37 (f)(j)	227,566		40,962
Class B2, 1.4156% 3/25/37 (f)(j)	163,539		24,531
Class B3, 3.6156% 3/25/37 (f)(j)	568,530		68,224
Class M1, 0.5356% 3/25/37 (f)(j)	200,567		76,215
Class M2, 0.5556% 3/25/37 (f)(j)	150,425		48,136
Class M3, 0.5856% 3/25/37 (f)(j)	62,484		18,745
Class M4, 0.6356% 3/25/37 (f)(j)	45,513		12,289
Class M5, 0.6856% 3/25/37 (f)(j)	166,625		39,990
Class M6, 0.7656% 3/25/37 (f)(j)	233,737		50,254
Series 2007-2A:
Class A1, 0.5356% 7/25/37 (f)(j)	1,649,370		956,635
Class A2, 0.5856% 7/25/37 (f)(j)	1,545,208		726,248
Commercial Mortgage Securities - continued
	Principal Amount		Value
Bayview Commercial Asset Trust: - continued
floater:
Series 2007-2A:
Class B1, 1.8656% 7/25/37 (f)(j)	$ 417,508		$ 60,539
Class B2, 2.5156% 7/25/37 (f)(j)	362,414		48,926
Class B3, 3.6156% 7/25/37 (f)(j)	407,177		52,933
Class M1, 0.6356% 7/25/37 (f)(j)	473,462		165,712
Class M2, 0.6756% 7/25/37 (f)(j)	247,061		74,118
Class M3, 0.7556% 7/25/37 (f)(j)	249,644		62,411
Class M4, 0.9156% 7/25/37 (f)(j)	519,948		103,990
Class M5, 1.0156% 7/25/37 (f)(j)	459,689		82,744
Class M6, 1.2656% 7/25/37 (f)(j)	583,650		87,547
Series 2007-3:
Class A2, 0.5556% 7/25/37 (f)(j)	814,861		401,889
Class B1, 1.2156% 7/25/37 (f)(j)	366,097		72,487
Class B2, 1.8656% 7/25/37 (f)(j)	1,051,053		178,994
Class B3, 4.2656% 7/25/37 (f)(j)	491,574		72,409
Class M1, 0.5756% 7/25/37 (f)(j)	324,025		121,736
Class M2, 0.6056% 7/25/37 (f)(j)	345,430		120,382
Class M3, 0.6356% 7/25/37 (f)(j)	557,265		182,560
Class M4, 0.7656% 7/25/37 (f)(j)	977,981		284,886
Class M5, 0.8656% 7/25/37 (f)(j)	445,074		109,177
Class M6, 1.0656% 7/25/37 (f)(j)	338,049		78,326
Series 2007-4A:
Class B1, 2.8156% 9/25/37 (f)(j)	231,950		30,153
Class B2, 3.7156% 9/25/37 (f)(j)	1,055,770		126,692
Class M1, 1.2156% 9/25/37 (f)(j)	222,174		55,543
Class M2, 1.3156% 9/25/37 (f)(j)	222,174		46,657
Class M4, 1.8656% 9/25/37 (f)(j)	714,511		121,467
Class M5, 2.0156% 9/25/37 (f)(j)	714,511		107,177
Class M6, 2.2156% 9/25/37 (f)(j)	718,066		96,939
Series 2004-1 Class IO, 1.25% 4/25/34 (f)(l)	4,947,676		76,689
Series 2007-5A Class IO, 1.5496% 10/25/37 (f)(l)	10,675,456		918,089
Bear Stearns Commercial Mortgage Securities Trust:
floater:
Series 2006-BBA7:
Class G, 0.7128% 3/15/19 (f)(j)	657,000		315,360
Class H, 0.9228% 3/15/19 (f)(j)	442,000		190,060
Class J, 1.1228% 3/15/19 (f)(j)	332,000		126,160
Series 2007-BBA8:
Class D, 0.5228% 3/15/22 (f)(j)	554,000		276,324
Class E, 0.5728% 3/15/22 (f)(j)	2,884,000		1,336,125
Class F, 0.6228% 3/15/22 (f)(j)	1,770,000		756,790
Commercial Mortgage Securities - continued
	Principal Amount		Value
Bear Stearns Commercial Mortgage Securities Trust: - continued
floater:
Series 2007-BBA8:
Class G, 0.6728% 3/15/22 (f)(j)	$ 364,000		$ 142,255
Class H, 0.8228% 3/15/22 (f)(j)	554,000		199,673
Class J, 0.9728% 3/15/22 (f)(j)	554,000		155,260
sequential payer:
2007-PW15 Class A4, 5.331% 2/11/44	10,000,000		8,840,706
Series 2003-PWR2 Class A3, 4.834% 5/11/39	982,769		1,008,335
Series 2004-PWR3 Class A3, 4.487% 2/11/41	2,151,116		2,166,560
Series 2006-PW14 Class A4, 5.201% 12/11/38	2,240,000		1,996,540
Series 2006-T24 Class A1, 4.905% 10/12/41 (j)	1,871,182		1,899,502
Series 2007 PW17 Class A4, 5.694% 6/11/50	9,784,000		8,646,844
Series 2007-PW16 Class A4, 5.7167% 6/11/40 (j)	2,484,000		2,132,403
Series 2007-PW17 Class A1, 5.282% 6/11/50	1,030,699		1,039,340
Series 2007-PW18:
Class A2, 5.613% 6/11/50	605,000		599,767
Class A4, 5.7% 6/11/50	20,000,000		17,046,408
Series 2007-T26 Class A1, 5.145% 1/12/45 (j)	595,236		599,820
Series 2003-PWR2 Class X2, 0.4648% 5/11/39 (f)(j)(l)	16,247,622		132,252
Series 2003-T12 Class X2, 0.4914% 8/13/39 (f)(j)(l)	27,425,033		282,708
Series 2006-PW13 Class A3, 5.518% 9/11/41	6,120,000		5,793,481
Series 2006-PW14 Class X2, 0.6482% 12/11/38 (f)(j)(l)	25,232,719		518,606
Series 2006-T22:
Class A1, 5.415% 4/12/38 (j)	292,027		295,844
Class A4, 5.4634% 4/12/38 (j)	217,000		205,821
Series 2007-PW15 Class A1, 5.016% 2/11/44	515,395		518,181
Series 2007-PW16:
Class B, 5.713% 6/11/40 (f)	277,000		80,390
Class C, 5.713% 6/11/40 (f)	231,000		57,790
Class D, 5.713% 6/11/40 (f)	231,000		55,477
Series 2007-PW18 Class X2, 0.3442% 6/11/50 (f)(j)(l)	172,823,303		2,325,009
Series 2007-T28:
Class A1, 5.422% 9/11/42	305,059		310,230
Class X2, 0.1821% 9/11/42 (f)(j)(l)	86,835,898		578,779
C-BASS Trust floater Series 2006-SC1 Class A, 0.5356% 5/25/36 (f)(j)	846,664		438,039
CDC Commercial Mortgage Trust Series 2002-FX1:
Class G, 6.625% 5/15/35 (f)	2,037,000		1,991,200
Class XCL, 2.3511% 5/15/35 (f)(j)(l)	28,006,701		1,037,223
Commercial Mortgage Securities - continued
	Principal Amount		Value
Chase Commercial Mortgage Securities Corp.:
Series 1999-2:
Class E, 7.734% 1/15/32	$ 695,000		$ 692,884
Class F, 7.734% 1/15/32	376,000		374,107
Series 2000-3 Class G 6.887% 10/15/32 (f)	3,994,000		2,534,313
Series 2001-245 Class A2, 6.275% 2/12/16 (f)(j)	1,763,000		1,838,671
Citigroup Commercial Mortgage Trust:
floater Series 2006-FL2:
Class F, 0.5828% 8/16/21 (f)(j)	619,000		185,700
Class G, 0.6028% 11/15/36 (f)(j)	462,000		129,360
Class H, 0.6428% 11/15/36 (f)(j)	368,000		92,000
Series 2006-C5 Class AMP2, 5.5005% 10/15/49 (f)	2,948,000		1,031,800
Series 2007-C6:
Class A1, 5.622% 12/10/49 (j)	7,301,016		7,474,866
Class A2, 5.6994% 12/10/49 (j)	2,250,000		2,250,285
Class A4, 5.6994% 12/10/49 (j)	4,462,000		3,878,683
Series 2007-FL3A Class A2, 0.4128% 4/15/22 (f)(j)	3,443,000		2,065,800
Citigroup/Deutsche Bank Commercial Mortgage Trust:
sequential payer:
Series 2006-CD2 Class A4, 5.3625% 1/15/46 (j)	723,000		645,291
Series 2006-CD3 Class A3, 5.607% 10/15/48	6,300,000		5,733,098
Series 2007-CD4:
Class A1, 4.977% 12/11/49	469,765		475,187
Class A2A, 5.237% 12/11/49	1,543,000		1,533,240
Series 2007-CD4:
Class A3, 5.293% 12/11/49	1,688,000		1,566,340
Class C, 5.476% 12/11/49	3,265,000		244,875
Cobalt CMBS Commercial Mortgage Trust:
sequential payer:
Series 2006-C1 Class A1, 5.043% 8/15/48	264,218		265,181
Series 2007-C2 Class A1, 5.064% 4/15/47 (j)	250,830		254,378
Series 2007-C3 Class A3, 5.8202% 5/15/46 (j)	1,734,000		1,582,658
Series 2006-C1 Class B, 5.359% 8/15/48	5,202,000		884,340
COMM pass-thru certificates:
floater:
Series 2005-F10A:
Class B, 0.5028% 4/15/17 (f)(j)	3,884,000		2,291,560
Class C, 0.5428% 4/15/17 (f)(j)	1,395,000		808,319
Class D, 0.5828% 4/15/17 (f)(j)	802,000		420,825
Class E, 0.6428% 4/15/17 (f)(j)	247,000		118,943
Class F, 0.6828% 4/15/17 (f)(j)	140,000		63,342
Class G, 0.8228% 4/15/17 (f)(j)	140,000		58,811
Class H, 0.8928% 4/15/17 (f)(j)	140,000		57,400
Commercial Mortgage Securities - continued
	Principal Amount		Value
COMM pass-thru certificates: - continued
floater:
Series 2005-F10A:
Class J, 1.1228% 4/15/17 (f)(j)	$ 108,000		$ 43,200
Series 2005-FL11:
Class C, 0.5728% 11/15/17 (f)(j)	2,735,261		1,326,410
Class D, 0.6128% 11/15/17 (f)(j)	142,297		75,539
Class E, 0.6628% 11/15/17 (f)(j)	504,569		255,605
Class F, 0.7228% 11/15/17 (f)(j)	313,465		151,592
Class G, 0.7728% 11/15/17 (f)(j)	217,913		100,612
Series 2006-FL12 Class AJ, 0.4028% 12/15/20 (f)(j)	2,471,000		1,247,089
sequential payer:
Series 2005-C6 Class A2, 4.999% 6/10/44 (j)	163,000		163,696
Series 2006-C8:
Class A1, 5.11% 12/10/46	91,806		92,359
Class A3, 5.31% 12/10/46	4,941,000		4,457,024
Series 2006-CN2A Class A2FX, 5.449% 2/5/19	2,931,000		2,835,766
Series 2007-C9 Class A4, 5.8162% 12/10/49 (j)	3,836,000		3,371,940
Series 2004-LBN2 Class X2, 0.8704% 3/10/39 (f)(j)(l)	3,727,893		41,680
Series 2006-C8:
Class B, 5.44% 12/10/46	3,003,000		862,803
Class XP, 0.4956% 12/10/46 (j)(l)	20,522,086		313,216
Commercial Mortgage Asset Trust sequential payer Series 1999-C2 Class A2, 7.546% 11/17/32 (j)	595,838		598,601
Credit Suisse Commercial Mortgage Trust:
sequential payer:
Series 2006-C4 Class A3, 5.467% 9/15/39	2,500,000		1,903,733
Series 2006-C5:
Class A1, 5.297% 12/15/39	682,591		694,029
Class AJ, 5.373% 12/15/39	3,511,000		1,322,212
Series 2007-C2:
Class A1, 5.269% 1/15/49	994,514		1,009,682
Class A3, 5.542% 1/15/49 (j)	3,468,000		2,523,974
Series 2007-C3:
Class A1, 5.664% 6/15/39 (j)	345,532		352,524
Class A4, 5.7229% 6/15/39 (j)	1,923,000		1,408,553
Series 2006-C4 Class AAB, 5.439% 9/15/39	9,869,000		9,567,582
Series 2006-C5 Class ASP, 0.6636% 12/15/39 (j)(l)	13,042,473		276,197
Series 2007-C5 Class A4, 5.695% 9/15/40 (j)	3,962,000		2,916,012
Credit Suisse First Boston Mortgage Capital Certificates floater Series 2007-TF2A Class B, 0.6228% 4/15/22 (f)(j)	6,186,000		1,546,500
Commercial Mortgage Securities - continued
	Principal Amount		Value
Credit Suisse First Boston Mortgage Securities Corp.:
sequential payer:
Series 2000-C1 Class A2, 7.545% 4/15/62	$ 1,938,601		$ 1,981,244
Series 2001-CK6 Class B, 6.582% 8/15/36	1,734,000		1,746,594
Series 2002-CP5 Class A1, 4.106% 12/15/35	153,985		156,491
Series 2004-C1:
Class A3, 4.321% 1/15/37	584,944		591,231
Class A4, 4.75% 1/15/37	807,000		787,129
Series 1998-C1 Class D, 7.17% 5/17/40	1,814,830		1,874,493
Series 1999-C1 Class E, 8.1143% 9/15/41 (j)	1,792,000		1,785,632
Series 2001-CK6 Class AX, 0.9618% 9/15/18 (j)(l)	5,037,731		80,641
Series 2001-CKN5 Class AX, 2.0784% 9/15/34 (f)(j)(l)	16,169,704		481,267
Series 2003-C4 Class ASP, 0.4415% 8/15/36 (f)(j)(l)	11,732,488		52,586
Series 2004-C1 Class ASP, 0.953% 1/15/37 (f)(j)(l)	74,590,633		997,060
Series 2006-C1 Class A3, 5.5509% 2/15/39 (j)	9,156,000		8,938,021
Credit Suisse Mortgage Capital Certificates:
floater:
Series 200-TFL1 Class B, 0.4228% 2/15/22 (f)(j)	656,000		295,200
Series 2007-TFL1:
Class C:
0.4428% 2/15/22 (f)(j)	1,521,000		577,980
0.5428% 2/15/22 (f)(j)	543,000		162,900
Class F, 0.5928% 2/15/22 (f)(j)	1,086,000		293,220
sequential payer Series 2007-C1 Class A1, 5.227% 2/15/40	184,094		187,563
Series 2007-C1:
Class ASP, 0.4177% 2/15/40 (j)(l)	33,976,586		486,800
Class B, 5.487% 2/15/40 (f)(j)	2,651,000		384,395
DLJ Commercial Mortgage Corp. sequential payer Series 2000-CF1 Class A1B, 7.62% 6/10/33	4,775,476		4,879,311
First Union National Bank-Bank of America Commercial Mortgage Trust Series 2001-C1:
Class D, 6.484% 3/15/33	618,000		557,076
Class G, 6.936% 3/15/33 (f)	1,141,000		962,353
GE Capital Commercial Mortgage Corp.:
sequential payer Series 2007-C1 Class A4, 5.543% 12/10/49	11,121,000		8,045,209
Series 2001-1 Class X1, 1.0483% 5/15/33 (f)(j)(l)	17,929,879		251,495
Series 2004-C1 Class X2, 1.3053% 11/10/38 (f)(j)(l)	11,235,242		150,619
Series 2005-C1 Class B, 4.846% 6/10/48 (j)	495,000		158,735
Series 2007-C1 Class XP, 0.2088% 12/10/49 (j)(l)	36,693,369		262,915
Commercial Mortgage Securities - continued
	Principal Amount		Value
Ginnie Mae guaranteed Multi-family REMIC pass-thru securities sequential payer Series 2002-35 Class C, 5.8613% 10/16/23 (j)	$ 32,904		$ 33,218
GMAC Commercial Mortgage Securities, Inc.:
Series 2003-C3 Class X2, 0.8723% 12/10/38 (f)(j)(l)	12,885,092		94,434
Series 2004-C3 Class X2, 0.6224% 12/10/41 (j)(l)	20,103,218		242,387
Series 2005-C1 Class X2, 0.6559% 5/10/43 (j)(l)	9,451,457		117,336
Greenwich Capital Commercial Funding Corp.:
floater Series 2006-FL4 Class B, 0.4653% 11/5/21 (f)(j)	652,000		300,937
sequential payer:
Series 2004-GG1 Class A4, 4.755% 6/10/36	1,107,000		1,115,631
Series 2007-GG11:
Class A1, 5.358% 12/10/49	1,847,424		1,878,945
Class A2, 5.597% 12/10/49	3,468,000		3,335,268
Series 2007-GG9:
Class A1, 5.233% 3/10/39	465,824		473,110
Class A4, 5.444% 3/10/39	16,142,000		13,773,139
Series 2003-C1 Class XP, 2.2423% 7/5/35 (f)(j)(l)	6,800,587		102,909
Series 2003-C2 Class XP, 1.1772% 1/5/36 (f)(j)(l)	15,489,833		134,202
Series 2005-GG3 Class XP, 0.9155% 8/10/42 (f)(j)(l)	34,648,181		583,108
Series 2006-GG7:
Class A3, 5.9166% 7/10/38 (j)	4,571,000		4,343,287
Class A4, 5.9166% 7/10/38 (j)	13,274,000		11,591,312
Series 2007-GG11 Class A1, 0.4798% 12/10/49 (f)(l)	43,699,094		470,880
GS Mortgage Securities Corp. II:
floater:
Series 2006-FL8A:
Class C, 0.5156% 6/6/20 (f)(j)	88,000		65,120
Class D, 0.5556% 6/6/20 (f)(j)	414,000		219,420
Class E, 0.6456% 6/6/20 (f)(j)	479,000		244,290
Class F, 0.7156% 6/6/20 (f)(j)	681,000		313,260
Series 2007-EOP:
Class C, 0.5956% 3/6/20 (f)(j)	1,781,000		1,353,560
Class D, 0.6456% 3/6/20 (f)(j)	7,692,000		5,769,000
Class F, 0.7556% 3/6/20 (f)(j)	146,000		106,580
Class G, 0.7956% 3/6/20 (f)(j)	74,000		53,280
Class H, 0.9256% 3/6/20 (f)(j)	446,000		307,740
Class J, 1.1256% 3/6/20 (f)(j)	639,000		428,130
sequential payer Series 2004-GG2 Class A4, 4.964% 8/10/38	538,000		536,013
Series 2001-LIBA Class C, 6.733% 2/14/16 (f)	857,000		919,736
Commercial Mortgage Securities - continued
	Principal Amount		Value
GS Mortgage Securities Corp. II: - continued
Series 2005-GG4 Class XP, 0.6918% 7/10/39 (f)(j)(l)	$ 39,228,979		$ 610,913
Series 2006-GG6:
Class A2, 5.506% 4/10/38 (j)	10,168,000		10,214,901
Class A3, 5.5535% 4/10/38 (j)	20,000,000		18,661,246
GS Mortgage Securities Trust:
sequential payer:
Series 2006-GG8:
Class A2, 5.479% 11/10/39	9,531,000		9,468,374
Class A4, 5.56% 11/10/39 (j)	34,187,000		30,021,540
Series 2007-GG10:
Class A1, 5.69% 8/10/45	658,824		675,240
Class A2, 5.778% 8/10/45	826,000		823,299
Class A4, 5.8051% 8/10/45 (j)	528,000		412,767
Series 2007-GG10 Class B, 5.8051% 8/10/45 (j)	2,168,000		468,774
JPMorgan Chase Commercial Mortgage Securities Corp.:
Series 2004-C1 Class X2, 1.1524% 1/15/38 (f)(j)(l)	3,452,368		38,759
Series 2004-CB8 Class X2, 1.2614% 1/12/39 (f)(j)(l)	3,599,996		47,039
JPMorgan Chase Commercial Mortgage Securities Trust:
floater Series 2006-FLA2:
Class B, 0.4428% 11/15/18 (f)(j)	1,451,001		770,470
Class C, 0.4828% 11/15/18 (f)(j)	1,030,544		526,504
Class D, 0.5028% 11/15/18 (f)(j)	228,865		99,287
Class E, 0.5528% 11/15/18 (f)(j)	418,495		181,249
Class F, 0.6028% 11/15/18 (f)(j)	627,089		264,387
Class G, 0.6328% 11/15/18 (f)(j)	545,351		233,735
Class H, 0.7728% 11/15/18 (f)(j)	418,495		147,928
sequential payer:
Series 2006-CB14 Class A3B, 5.4854% 12/12/44 (j)	5,157,000		4,653,114
Series 2006-CB15 Class A3, 5.819% 6/12/43 (j)	2,611,000		2,414,662
Series 2006-CB17 Class A4, 5.429% 12/12/43	1,393,000		1,252,118
Series 2006-LDP8 Class A4, 5.399% 5/15/45	2,725,000		2,263,535
Series 2006-LDP9 Class A2, 5.134% 5/15/47 (j)	824,000		780,735
Series 2007-CB18 Class A4, 5.44% 6/12/47	4,270,000		3,520,348
Series 2007-CB19 Class A4, 5.7476% 2/12/49 (j)	16,081,000		13,316,787
Series 2007-CB20 Class A4, 5.794% 2/12/51	17,256,000		14,148,469
Series 2007-LD11:
Class A2, 5.7828% 6/15/49 (j)	4,868,000		4,861,042
Class A4, 5.7978% 6/15/49 (j)	5,648,000		4,776,885
Series 2007-LDP10 Class A1, 5.122% 1/15/49	171,969		174,486
Series 2007-LDPX Class A3, 5.412% 1/15/49	9,962,000		8,362,013
Commercial Mortgage Securities - continued
	Principal Amount		Value
JPMorgan Chase Commercial Mortgage Securities Trust: - continued
Series 2004-LDP4 Class D, 5.1236% 10/15/42 (j)	$ 1,561,000		$ 343,668
Series 2005-CB13 Class E, 5.3498% 1/12/43 (f)(j)	877,000		149,176
Series 2006-CB17 Class A3, 5.45% 12/12/43	494,000		467,032
Series 2007-CB19:
Class B, 5.7442% 2/12/49	148,000		42,952
Class C, 5.7462% 2/12/49	388,000		97,065
Class D, 5.7462% 2/12/49	407,000		97,744
Series 2007-LDP10:
Class BS, 5.437% 1/15/49 (j)	331,000		77,862
Class CS, 5.466% 1/15/49 (j)	143,000		32,182
Class ES, 5.5454% 1/15/49 (f)(j)	896,000		109,921
JPMorgan Commercial Mortgage Finance Corp. Series 2000-C9 Class G, 6.25% 10/15/32 (f)	715,000		708,257
LB Commercial Conduit Mortgage Trust:
Series 1998-C1 Class D, 6.98% 2/18/30	1,876,354		1,927,445
Series 2007-C3:
Class F, 5.9498% 7/15/44 (j)	344,000		34,943
Class G, 6.1497% 7/15/44 (f)(j)	608,000		57,262
LB-UBS Commercial Mortgage Trust:
sequential payer:
Series 2000-C3 Class A2, 7.95% 1/15/10	2,492,694		2,521,589
Series 2001-C2 Class A2, 6.653% 11/15/27	333,000		348,537
Series 2001-C3 Class A1, 6.058% 6/15/20	122,882		125,740
Series 2006-C1:
Class A2, 5.084% 2/15/31	832,000		830,905
Class A4, 5.156% 2/15/31	659,000		592,832
Series 2006-C3 Class A1, 5.478% 3/15/39	148,388		150,467
Series 2006-C6:
Class A1, 5.23% 9/15/39	252,489		256,828
Class A2, 5.262% 9/15/39 (j)	3,026,000		3,039,739
Series 2006-C7:
Class A1, 5.279% 11/15/38	760,555		775,441
Class A2, 5.3% 11/15/38	1,907,000		1,901,240
Class A3, 5.347% 11/15/38	3,172,000		2,795,246
Series 2007-C1:
Class A1, 5.391% 2/15/40 (j)	259,798		264,660
Class A4, 5.424% 2/15/40	13,902,000		10,552,374
Series 2007-C2:
Class A1, 5.226% 2/15/40	970,759		986,640
Class A3, 5.43% 2/15/40	836,000		641,805
Series 2000-C5 Class E, 7.29% 12/15/32	121,000		119,786
Commercial Mortgage Securities - continued
	Principal Amount		Value
LB-UBS Commercial Mortgage Trust: - continued
Series 2001-C3 Class B, 6.512% 6/15/36	$ 3,352,000		$ 3,477,980
Series 2001-C7 Class D, 6.514% 11/15/33	1,907,000		1,788,800
Series 2003-C3 Class XCP, 1.2222% 3/11/37 (f)(j)(l)	7,275,036		53,629
Series 2004-C2 Class XCP, 1.2332% 3/15/36 (f)(j)(l)	22,607,749		329,969
Series 2004-C4 Class A2, 4.567% 6/15/29 (j)	450,077		451,521
Series 2005-C3 Class XCP, 0.7261% 7/15/40 (j)(l)	5,845,545		102,913
Series 2006-C3 Class A3 5.689% 3/15/32	1,025,000		985,972
Series 2006-C6 Class XCP, 0.6633% 9/15/39 (j)(l)	10,747,508		204,437
Series 2007-C1:
Class C, 5.533% 2/15/40 (j)	3,815,000		813,099
Class D, 5.563% 2/15/40 (j)	694,000		134,678
Class E, 5.582% 2/15/40 (j)	347,000		64,934
Class XCP, 0.4737% 2/15/40 (j)(l)	4,230,977		60,786
Series 2007-C6 Class A4, 5.858% 7/15/40 (j)	3,917,000		3,117,489
Series 2007-C7:
Class A3, 5.866% 9/15/45	5,670,000		4,663,602
Class XCP, 0.3054% 9/15/45 (j)(l)	142,656,413		1,676,955
LB-UBS Westfield Trust Series 2001-WM, 6.754% 7/14/16 (f)	496,000		494,494
Leafs CMBS I Ltd./Leafs CMBS I Corp. Series 2002-1A:
Class B, 4.13% 11/20/37 (f)	2,625,000		2,126,250
Class C, 4.13% 11/20/37 (f)	7,480,000		5,086,400
Lehman Brothers Floating Rate Commercial Mortgage Trust floater Series 2006-LLFA:
Class D, 0.5028% 9/15/21 (f)(j)	555,142		222,057
Class E, 0.5628% 9/15/21 (f)(j)	2,003,583		601,075
Class F, 0.6128% 9/15/21 (f)(j)	965,627		265,548
Class G, 0.6328% 9/15/21 (f)(j)	1,906,832		476,708
Class H, 0.6728% 9/15/21 (f)(j)	492,207		110,747
Lehman Large Loan Trust Series 1997-LLI Class E, 7.3% 10/12/34	3,078,000		3,360,091
Merrill Lynch Mortgage Trust:
sequential payer:
Series 2004-MKB1 Class A2, 4.353% 2/12/42	333,056		335,385
Series 2007-C1 Class A1, 4.533% 6/12/50	1,456,704		1,466,493
Series 2005-CKI1 Class A3, 5.2398% 11/12/37 (j)	2,847,000		2,850,777
Series 2005-LC1 Class F, 5.3781% 1/12/44 (f)(j)	1,509,000		317,137
Series 2006-C1 Class A2, 5.6114% 5/12/39 (j)	2,445,000		2,466,734
Series 2007-C1:
Class A3, 5.8286% 6/12/50 (j)	7,212,000		6,166,936
Class A4, 5.8286% 6/12/50 (j)	6,564,000		5,071,761
Series 2008-C1 Class A4, 5.69% 2/12/51	3,701,000		2,854,468
Commercial Mortgage Securities - continued
	Principal Amount		Value
Merrill Lynch-CFC Commercial Mortgage Trust:
floater Series 2006-4 Class A2FL, 0.4163% 12/12/49 (j)	$ 808,000		$ 666,638
sequential payer:
Series 2006-1 CLass A3, 5.671% 2/12/39	1,845,000		1,733,157
Series 2006-4 Class ASB, 5.133% 12/12/49 (j)	1,490,000		1,338,652
Series 2007-5:
Class A1, 4.275% 8/12/48	130,031		130,660
Class A3, 5.364% 8/12/48	676,000		570,546
Class A4, 5.378% 8/12/48	20,069,000		14,689,641
Class B, 5.479% 2/12/17	5,202,000		1,078,031
Series 2007-6:
Class A1, 5.175% 3/12/51	151,594		153,873
Class A2, 5.331% 3/12/51	20,000,000		19,486,022
Class A4, 5.485% 3/12/51 (j)	6,000,000		4,675,438
Series 2007-7 Class A4, 5.7487% 6/12/50 (j)	6,069,000		4,406,426
Series 2007-8 Class A1, 4.622% 8/12/49	492,417		496,136
Series 2007-9:
Class A2, 5.59% 9/12/49	8,734,000		8,582,161
Class A4, 5.7% 9/12/49	185,000		140,375
Class ASB, 5.644% 9/12/49	12,500,000		11,398,911
Series 2006-2 Class A4, 5.9092% 6/12/46 (j)	1,053,000		1,000,890
Series 2006-4 Class XP, 0.6228% 12/12/49 (j)(l)	37,657,190		805,160
Series 2007-6 Class B, 5.635% 3/12/51 (j)	1,734,000		388,582
Series 2007-7 Class B, 5.75% 6/12/50	1,295,000		294,588
Series 2007-8 Class A3, 5.957% 8/12/49 (j)	1,496,000		1,143,775
Morgan Stanley Capital I Trust:
floater:
Series 2005-XLF:
Class G, 0.643% 8/15/19 (f)(j)	29,537		26,288
Class H, 0.663% 8/15/19 (f)(j)	138,000		106,260
Class J, 0.733% 8/15/19 (f)(j)	104,000		74,880
Series 2006-XLF:
Class C, 1.473% 7/15/19 (f)(j)	671,000		67,100
Class F, 0.593% 7/15/19 (f)(j)	1,669,000		1,335,200
Class G, 0.633% 7/15/19 (f)(j)	948,000		492,960
Series 2007-XCLA Class A1, 0.473% 7/17/17 (f)(j)	2,218,851		1,220,368
Series 2007-XLCA Class B, 0.7728% 7/17/17 (f)(j)	2,033,616		101,681
Series 2007-XLFA:
Class C, 0.433% 10/15/20 (f)(j)	995,000		318,400
Class D, 0.463% 10/15/20 (f)(j)	545,000		136,250
Class E, 0.523% 10/15/20 (f)(j)	681,000		136,200
Class F, 0.573% 10/15/20 (f)(j)	409,000		73,620
Commercial Mortgage Securities - continued
	Principal Amount		Value
Morgan Stanley Capital I Trust: - continued
floater:
Series 2007-XLFA:
Class G, 0.613% 10/15/20 (f)(j)	$ 505,000		$ 111,100
Class H, 0.703% 10/15/20 (f)(j)	318,000		31,800
Class J, 0.853% 10/15/20 (f)(j)	363,000		29,040
Class MHRO, 0.963% 10/15/20 (f)(j)	482,325		53,056
Class MJPM, 1.273% 10/15/20 (f)(j)	117,748		10,597
Class MSTR, 0.973% 10/15/20 (f)(j)	210,691		29,497
Class NHRO, 1.163% 10/15/20 (f)(j)	734,010		66,061
Class NSTR, 1.123% 10/15/20 (f)(j)	191,450		21,059
sequential payer:
Series 2003-IQ5 Class X2, 0.9799% 4/15/38 (f)(j)(l)	5,891,328		87,104
Series 2004-HQ3 Class A2, 4.05% 1/13/41	489,487		494,183
Series 2005-IQ9 Class A3, 4.54% 7/15/56	2,575,000		2,525,665
Series 2006-HQ10:
Class A1, 5.131% 11/12/41	557,416		566,484
Class A4, 5.328% 11/12/41	3,124,000		2,792,905
Series 2006-HQ8 Class A1, 5.124% 3/12/44	34,841		35,017
Series 2006-T23 Class A1, 5.682% 8/12/41	1,543,863		1,580,576
Series 2007-HQ11:
Class A1, 5.246% 2/12/44	443,917		451,387
Class A31, 5.439% 2/12/44 (j)	7,959,000		7,395,838
Series 2007-IQ13 Class A1, 5.05% 3/15/44	448,969		455,126
Series 2007-IQ14 Class A1, 5.38% 4/15/49	1,076,423		1,096,686
Series 2007-IQ16 Class A4, 5.809% 12/12/49	9,680,000		8,294,368
Series 2007-T25:
Class A1, 5.391% 11/12/49	282,466		287,985
Class A2, 5.507% 11/12/49	1,705,000		1,652,487
Series 2007-T27 Class A4, 5.804% 6/11/42	3,492,000		3,214,974
Series 2003-IQ6 Class X2, 0.5812% 12/15/41 (f)(j)(l)	12,550,427		145,231
Series 2005-IQ9 Class X2, 1.1689% 7/15/56 (f)(j)(l)	21,203,128		470,724
Series 2006-HQ10 Class X2, 0.69% 11/12/41 (f)(j)(l)	10,069,582		135,977
Series 2006-HQ8 Class A3, 5.4387% 3/12/16 (j)	2,689,000		2,610,891
Series 2006-HQ9 Class B, 5.832% 7/12/44 (j)	2,573,000		819,886
Series 2006-IQ11:
Class A3, 5.7345% 10/15/42 (j)	2,878,000		2,751,644
Class A4, 5.7705% 10/15/42 (j)	520,000		444,492
Series 2006-IQ12 Class B, 5.468% 12/15/43	1,734,000		508,894
Series 2006-T23 Class A3, 5.8075% 8/12/41 (j)	885,000		829,294
Series 2007-HQ11 Class B, 5.538% 2/20/44 (j)	3,144,000		866,235
Series 2007-HQ12 Series A1, 5.519% 4/12/49 (j)	713,557		728,322
Commercial Mortgage Securities - continued
	Principal Amount		Value
Morgan Stanley Capital I Trust: - continued
Series 2007-IQ14:
Class A4, 5.692% 4/15/49 (j)	$ 2,601,000		$ 2,024,195
Class AAB, 5.654% 4/15/49	4,940,000		4,484,925
Class B, 5.914% 4/15/49	426,000		117,589
Series 2007-XLC1:
Class C, 0.8728% 7/17/17 (f)(j)	2,738,874		136,944
Class D, 0.9728% 7/17/17 (f)(j)	1,289,823		64,491
Class E, 1.0728% 7/17/17 (f)(j)	1,049,163		52,458
Morgan Stanley Dean Witter Capital I Trust sequential payer Series 2001-PPM Class A2, 6.4% 2/15/31	48,042		50,029
Salomon Brothers Mortgage Securities VII, Inc. sequential payer Series 2000-C3 Class A2, 6.592% 12/18/33	2,946,232		3,026,252
SBA CMBS Trust Series 2006-1A Class C, 5.559% 11/15/36 (f)	166,000		164,340
STRIPS III Ltd./STRIPS III Corp. floater Series 2004-1A Class A, 0.7475% 3/24/18 (f)(j)	68,220		61,398
Structured Asset Securities Corp. Series 1997-LLI Class D, 7.15% 10/12/34	262,345		279,756
TrizecHahn Office Properties Trust Series 2001-TZHA Class C4, 6.893% 5/15/16 (f)	1,474,000		1,559,137
Wachovia Bank Commercial Mortgage Trust:
floater:
Series 2005-WL5A Class K, 1.4728% 1/15/18 (f)(j)	1,041,000		624,600
Series 2006-WL7A:
Class E, 0.5528% 9/15/21 (f)(j)	1,481,000		444,300
Class F, 0.6281% 8/11/18 (f)(j)	1,532,000		306,400
Class G, 0.6481% 8/11/18 (f)(j)	1,452,000		217,800
Class J, 0.8881% 8/11/18 (f)(j)	323,000		32,300
Series 2007-WHL8:
Class AP1, 0.9728% 6/15/20 (f)(j)	93,624		18,725
Class AP2, 1.0728% 6/15/20 (f)(j)	157,378		23,607
Class F, 0.7528% 6/15/20 (f)(j)	3,844,000		768,800
Class LXR1, 0.9728% 6/15/20 (f)(j)	212,473		42,495
Class LXR2, 1.0728% 6/15/20 (f)(j)	2,620,829		262,083
sequential payer:
Series 2003-C6 Class A2, 4.498% 8/15/35	569,414		578,069
Series 2003-C7 Class A1, 4.241% 10/15/35 (f)	3,775,312		3,828,084
Series 2003-C8 Class A3, 4.445% 11/15/35	7,552,000		7,450,424
Series 2006-C27 Class A2, 5.624% 7/15/45	1,549,000		1,548,475
Series 2006-C29:
Class A1, 5.11% 11/15/48	963,675		978,707
Commercial Mortgage Securities - continued
	Principal Amount		Value
Wachovia Bank Commercial Mortgage Trust: - continued
sequential payer:
Series 2006-C29:
Class A3, 5.313% 11/15/48	$ 4,606,000		$ 4,220,451
Class A4, 5.308% 11/15/48	12,000,000		10,146,157
Series 2007-C30:
Class A1, 5.031% 12/15/43	245,609		248,746
Class A3, 5.246% 12/15/43	1,489,000		1,436,368
Class A4, 5.305% 12/15/43	510,000		407,995
Class A5, 5.342% 12/15/43	1,855,000		1,314,057
Series 2007-C31:
Class A1, 5.14% 4/15/47	247,417		250,782
Class A4, 5.509% 4/15/47	6,419,000		4,849,662
Series 2007-C32:
Class A2, 5.7355% 6/15/49 (j)	2,081,000		2,040,930
Class A3, 5.9289% 6/15/49 (j)	28,312,000		22,088,091
Series 2003-C6 Class G, 5.125% 8/15/35 (f)	824,000		421,292
Series 2003-C8 Class XP, 0.3689% 11/15/35 (f)(j)(l)	5,640,828		26,208
Series 2003-C9 Class XP, 0.4822% 12/15/35 (f)(j)(l)	5,691,527		33,792
Series 2004-C15:
Class 180A, 5.3979% 10/15/41 (f)(j)	1,333,000		1,227,145
Class 180B, 5.3979% 10/15/41 (f)(j)	607,000		564,492
Series 2005-C19 Class B, 4.892% 5/15/44	1,734,000		693,600
Series 2005-C22:
Class B, 5.3549% 12/15/44 (j)	3,845,000		1,153,500
Class F, 5.3549% 12/15/44 (f)(j)	2,892,000		375,960
Series 2006-C29 Class E, 5.516% 11/15/48 (j)	1,734,000		216,750
Series 2007-C30:
Class C, 5.483% 12/15/43 (j)	5,202,000		572,220
Class D, 5.513% 12/15/43 (j)	2,774,000		277,400
Class XP, 0.4317% 12/15/43 (f)(j)(l)	21,324,961		322,295
Series 2007-C31 Class C, 5.693% 4/15/47 (j)	4,147,000		518,375
Series 2007-C31A Class A2, 5.421% 4/15/47	11,870,000		11,547,706
Series 2007-C32:
Class D, 5.7405% 6/15/49 (j)	1,303,000		143,330
Class E, 5.7405% 6/15/49 (j)	2,054,000		215,670
Wachovia Bank Commercial Mortgage Trust pass-thru certificates:
sequential payer Series 2007-C33:
Class A4, 5.9023% 2/15/51 (j)	1,500,000		1,197,680
Commercial Mortgage Securities - continued
	Principal Amount		Value
Wachovia Bank Commercial Mortgage Trust pass-thru certificates: - continued
sequential payer Series 2007-C33:
Class A5, 5.9023% 2/15/51 (j)	$ 2,818,000		$ 2,179,811
Series 2007-C33 Class B, 5.9023% 2/15/51 (j)	2,916,000		451,980
TOTAL COMMERCIAL MORTGAGE SECURITIES (Cost $680,715,102)		746,651,017
Municipal Securities - 0.3%
California Gen. Oblig.:
5.25% 4/1/14	9,500,000		9,613,335
7.5% 4/1/34	6,800,000		7,220,512
7.55% 4/1/39	10,200,000		10,936,032
New York Metropolitan Trans. Auth. Dedicated Tax Fund Rev. Series 2009 C, 7.336% 11/15/39	4,097,000		4,990,474
TOTAL MUNICIPAL SECURITIES (Cost $30,832,362)		32,760,353
Foreign Government and Government Agency Obligations - 0.0%
Chilean Republic 7.125% 1/11/12 (Cost $2,313,572)	2,128,000		2,375,486
Supranational Obligations - 0.0%
Corporacion Andina de Fomento 5.2% 5/21/13 (Cost $490,842)	528,000		537,950
Bank Notes - 0.0%
National City Bank, Cleveland 0.7675% 3/1/13 (j) (Cost $2,781,853)	3,474,000		3,111,496

Fixed-Income Funds - 24.4%
	Shares
Fidelity Corporate Bond 1-10 Year Central Fund (k)	2,608,000		264,894,560
Fidelity Corporate Bond 1-5 Year Central Fund (k)	1,118,015		114,361,754
Fidelity Mortgage Backed Securities Central Fund (k)	23,105,668		2,354,698,653
Fidelity Specialized High Income Central Fund (k)	1,789,012		159,633,558
TOTAL FIXED-INCOME FUNDS (Cost $2,803,419,897)		2,893,588,525
Preferred Securities - 0.0%
	Principal Amount		Value
FINANCIALS - 0.0%
Diversified Financial Services - 0.0%
ING Groep NV 5.775% (j)	$ 735,000		$ 417,667
MUFG Capital Finance 1 Ltd. 6.346% (j)	5,858,000		5,417,634
TOTAL PREFERRED SECURITIES (Cost $4,474,421)		5,835,301
Cash Equivalents - 8.9%
	Maturity Amount
Investments in repurchase agreements in a joint trading account at:
0.2%, dated 8/31/09 due 9/1/09 (Collateralized by U.S. Treasury Obligations) #	$ 465,883,594		465,881,000
0.21%, dated 8/31/09 due 9/1/09 (Collateralized by U.S. Government Obligations) # (b)	592,965,459		592,962,000
TOTAL CASH EQUIVALENTS (Cost $1,058,843,000)		1,058,843,000
TOTAL INVESTMENT PORTFOLIO - 109.2% (Cost $12,377,618,494)			12,981,234,811
NET OTHER ASSETS - (9.2)%			(1,098,364,743)
NET ASSETS - 100%		$ 11,882,870,068

Legend

(a) Non-income producing

(b) Includes investment made with cash collateral received from securities on loan.

(c) Non-income producing - Issuer is in default.

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

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

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $699,176,657 or 5.9% of net assets.

(g) Under the Temporary Liquidity Guarantee Program, the Federal Deposit Insurance Corporation guarantees principal and interest in the event of payment default or bankruptcy until the earlier of maturity date of the debt or until June 30, 2012. At the end of the period these securities amounted to $16,134,640 or 0.1% of net assets.

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

(i) A portion of the security is subject to a forward commitment to sell.

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

(k) Affiliated fund that is 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 web site 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, is available at fidelity.com and/or advisor.fidelity.com. 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 web site or upon request

(l) 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 held as of the end of the period.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty	Value
$465,881,000 due 9/01/09 at 0.20%
BNP Paribas Securities Corp.	$ 80,108,042
Banc of America Securities LLC	39,886,597
Bank of America, NA	99,716,493
Deutsche Bank Securities, Inc.	43,875,257
ING Financial Markets LLC	12,833,273
J.P. Morgan Securities, Inc.	79,773,195
Mizuho Securities USA, Inc.	39,886,597
Morgan Stanley & Co., Inc.	19,943,299
Societe Generale, New York Branch	49,858,247
	$ 465,881,000
$592,962,000 due 9/01/09 at 0.21%
J.P. Morgan Securities, Inc.	$ 592,962,000

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 1-3 Year Duration Securitized Bond Central Fund	$ 788,185
Fidelity Commercial Mortgage-Backed Securities Central Fund	1,398,854
Fidelity Corporate Bond 1-10 Year Central Fund	6,163,426
Fidelity Corporate Bond 1-5 Year Central Fund	2,644,774
Fidelity Mortgage Backed Securities Central Fund	37,355,732
Fidelity Specialized High Income Central Fund	5,006,933
Total	$ 53,357,904

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 1-3 Year Duration Securitized Bond Central Fund	$ -	$ 116,270,990*	$ 125,792,858*	$ -	0.0%
Fidelity Commercial Mortgage-Backed Securities Central Fund	-	403,804,490*	410,341,228*	-	0.0%
Fidelity Corporate Bond 1-10 Year Central Fund	-	230,573,280*	-	264,894,560	9.4%
Fidelity Corporate Bond 1-5 Year Central Fund	-	114,974,240*	13,815,216	114,361,754	34.5%
Fidelity Mortgage Backed Securities Central Fund	-	2,330,842,086*	-	2,354,698,653	30.3%
Fidelity Specialized High Income Central Fund	-	139,661,438*	-	159,633,558	39.0%
Total	$ -	$ 3,336,126,524	$ 549,949,302	$ 2,893,588,525

* Includes the value of shares purchased or redeemed through in-kind transactions. See Note 6 of the Notes to Financial Statements.

Other Information

The following is a summary of the inputs used, as of August 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description	Total	Level 1	Level 2	Level 3
Investments in Securities:
Asset-Backed Securities	$ 350,042,332	$ -	$ 324,437,127	$ 25,605,205
Bank Notes	3,111,496	-	3,111,496	-
Cash Equivalents	1,058,843,000	-	1,058,843,000	-
Collateralized Mortgage Obligations	200,658,631	-	191,871,233	8,787,398
Commercial Mortgage Securities	746,651,017	-	692,687,685	53,963,332
Corporate Bonds	3,169,000,787	-	3,169,000,787	-
Fixed-Income Funds	2,893,588,525	2,893,588,525	-	-
Foreign Government and Government Agency Obligations	2,375,486	-	2,375,486	-
Municipal Securities	32,760,353	-	32,760,353	-
Preferred Securities	5,835,301	-	5,835,301	-
Supranational Obligations	537,950	-	537,950	-
U.S. Government Agency - Mortgage Securities	1,500,696,821	-	1,500,696,821	-
U.S. Government and Government Agency Obligations	3,017,133,112	-	3,017,133,112	-
Total Investments in Securities:	$ 12,981,234,811	$ 2,893,588,525	$ 9,999,290,351	$ 88,355,935
Other Financial Instruments:
Forward Commitments	$ (2,994,121)	$ -	$ (2,994,121)	$ -

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

	Investments in Securities
Beginning Balance	$ -
Total Realized Gain (Loss)	2,032,683
Total Unrealized Gain (Loss)	2,639,028
Cost of Purchases	87,187,356
Proceeds of Sales	(4,907,794)
Amortization/Accretion	1,404,662
Transfer in/out of Level 3	-
Ending Balance	$ 88,355,935
The changes in unrealized gain (loss) attributable to Level 3 securities at August 31, 2009	$ 2,639,028

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, and includes the value of securities received through affiliated in-kind transactions. See Note 6 of the Notes to Financial Statements. Transfers in or out of Level 3 represents either the beginning value (for transfers in), or the ending value (for transfers out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. 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

	August 31, 2009
Assets
Investment in securities, at value (including securities loaned of $581,083,945 and repurchase agreements of $1,058,843,000) - See accompanying schedule: Unaffiliated issuers (cost $9,574,198,597)	$ 10,087,646,286
Fidelity Central Funds (cost $2,803,419,897)	2,893,588,525
Total Investments (cost $12,377,618,494)		$ 12,981,234,811
Commitment to sell securities on a delayed delivery basis	(376,505,332)
Receivable for securities sold on a delayed delivery basis	373,511,211	(2,994,121)
Receivable for investments sold, regular delivery		107,721,530
Cash		6,412
Receivable for fund shares sold		5,435,592
Interest receivable		71,967,375
Distributions receivable from Fidelity Central Funds		11,986,317
Receivable from investment adviser for expense reductions		239,209
Total assets		13,175,597,125
Liabilities
Payable for investments purchased Regular delivery	$ 299,277,907
Delayed delivery	395,700,468
Payable for fund shares redeemed	166,417
Accrued management fee	3,346,856
Other affiliated payables	1,268,307
Other payables and accrued expenses	5,102
Collateral on securities loaned, at value	592,962,000
Total liabilities		1,292,727,057
Net Assets		$ 11,882,870,068
Net Assets consist of:
Paid in capital		$ 11,135,162,383
Undistributed net investment income		51,824,888
Accumulated undistributed net realized gain (loss) on investments		95,260,601
Net unrealized appreciation (depreciation) on investments		600,622,196
Net Assets		$ 11,882,870,068

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

	August 31, 2009
Series Investment Grade Bond: Net Asset Value, offering price and redemption price per share ($11,881,920,788 ÷ 1,052,057,745 shares)		$ 11.29
Class F: Net Asset Value, offering price and redemption price per share ($949,280 ÷ 84,026 shares)		$ 11.30

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

Annual Report

Statement of Operations

	For the period October 8, 2008 (commencement of operations) to August 31, 2009
Investment Income
Dividends		$ 207,111
Interest		229,171,949
Income from Fidelity Central Funds		53,357,904
Total income		282,736,964
Expenses
Management fee	$ 17,895,066
Transfer agent fees	7,774,460
Independent trustees' compensation	13,010
Miscellaneous	13,880
Total expenses before reductions	25,696,416
Expense reductions	(2,649,151)	23,047,265
Net investment income		259,689,699
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	83,202,028
Fidelity Central Funds	17,147,822
Total net realized gain (loss)		100,349,850
Change in net unrealized appreciation (depreciation) on: Investment securities	603,616,317
Delayed delivery commitments	(2,994,121)
Total change in net unrealized appreciation (depreciation)		600,622,196
Net gain (loss)		700,972,046
Net increase (decrease) in net assets resulting from operations		$ 960,661,745

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

	For the period October 8, 2008 (commencement of operations) to August 31, 2009
Increase (Decrease) in Net Assets
Operations
Net investment income	$ 259,689,699
Net realized gain (loss)	100,349,850
Change in net unrealized appreciation (depreciation)	600,622,196
Net increase (decrease) in net assets resulting from operations	960,661,745
Distributions to shareholders from net investment income	(211,719,049)
Distributions to shareholders from net realized gain	(1,288,580)
Total distributions	(213,007,629)
Share transactions - net increase (decrease)	11,135,215,952
Total increase (decrease) in net assets	11,882,870,068
Net Assets
Beginning of period	-
End of period (including undistributed net investment income of $51,824,888)	$ 11,882,870,068

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

Annual Report

Financial Highlights - Series Investment Grade Bond

Period ended August 31,	2009 G
Selected Per-Share Data
Net asset value, beginning of period	$ 10.00
Income from Investment Operations
Net investment income D	.486
Net realized and unrealized gain (loss)	1.146
Total from investment operations	1.632
Distributions from net investment income	(.332)
Distributions from net realized gain	(.010)
Total distributions	(.342)
Net asset value, end of period	$ 11.29
Total Return B, C	16.54%
Ratios to Average Net Assets E, H
Expenses before reductions	.50% A
Expenses net of fee waivers, if any	.45% A
Expenses net of all reductions	.45% A
Net investment income	5.07% A
Supplemental Data
Net assets, end of period (000 omitted)	$ 11,881,921
Portfolio turnover rate F	156% A, I

^A Annualized

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

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

^D Calculated based on average shares outstanding during the period.

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

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

^G For the period October 8, 2008 (commencement of operations) to August 31, 2009.

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

^I The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Financial Highlights - Class F

Period ended August 31,	2009 G
Selected Per-Share Data
Net asset value, beginning of period	$ 10.96
Income from Investment Operations
Net investment income D	.104
Net realized and unrealized gain (loss)	.323
Total from investment operations	.427
Distributions from net investment income	(.087)
Net asset value, end of period	$ 11.30
Total Return B, C	3.91%
Ratios to Average Net Assets E, H
Expenses before reductions	.35% A
Expenses net of fee waivers, if any	.35% A
Expenses net of all reductions	.35% A
Net investment income	5.63% A
Supplemental Data
Net assets, end of period (000 omitted)	$ 949
Portfolio turnover rate F	156% A, I

^A Annualized

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

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

^D Calculated based on average shares outstanding during the period.

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

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

^G For the period June 26, 2009 (commencement of sale of shares) to August 31, 2009.

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

^I The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Notes to Financial Statements

For the period ended August 31, 2009

1. Organization.

Fidelity Series Investment Grade Bond Fund (the Fund) is a fund of Fidelity Fixed-Income Trust (the trust) and is authorized to issue an unlimited number of shares. Shares of the Fund are only available for purchase by authorized intermediaries and mutual funds for which Fidelity Management and Research Company (FMR) or an affiliate serves as an investment manager and FMR investment professionals. 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. In January 2009, the Board of Trustees of the Fund approved the creation of an additional class of shares. The Fund commenced sale of Class F shares and the existing class was designated Series Investment Grade Bond on June 26, 2009. The Fund offers Series Investment Grade Bond and Class F shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds 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 their investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the Fund. These strategies are consistent with the investment objectives of the Fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the Fund. The following summarizes the Fund's investment in each Fidelity Central Fund.

Annual Report

2. Investments in Fidelity Central Funds - continued

Fidelity Central Fund	Investment Manager	Investment Objective	Investment Practices
Fidelity Corporate Bond 1-5 Year Central Fund	Fidelity Investment Money Management, Inc. (FIMM)	Seeks a high level of income by normally investing in investment-grade corporate bonds and other corporate debt securities and repurchase agreements for those securities.	Repurchase Agreements Restricted Securities Swap Agreements
Fidelity Corporate Bond 1-10 Year Central Fund	FIMM	Seeks a high level of income by normally investing in investment-grade corporate bonds and other corporate debt securities and repurchase agreements for those securities.	Delayed Delivery & When Issued Securities Repurchase Agreements Restricted Securities Swap Agreements
Fidelity Mortgage Backed Securities Central Fund	FIMM	Seeks a high level of income by normally investing in investment-grade mortgage-related securities and repurchase agreements for those securities.	Delayed Delivery & When Issued Securities Futures Repurchase Agreements Swap Agreements
Fidelity Specialized High Income Central Fund	Fidelity Management & Research Company, Inc. (FMRC)	Seeks a high level of current income by normally investing in income-producing debt securities, with an emphasis on lower-quality debt securities.	Loans & Direct Debt Instruments Repurchase Agreements Restricted Securities

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. A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, October 26, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of August 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Debt securities, including restricted securities, are valued based on quotations received from dealers who make markets in such securities or by independent pricing services. For corporate bonds, bank notes, foreign government and government agency obligations, municipal securities, preferred securities, supranational obligations, U.S. government and government agency obligations pricing services generally utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. For asset backed securities, collateralized mortgage obligations, commercial mortgage securities, and U.S. government agency mortgage securities, pricing services generally utilize matrix pricing which considers prepayment speed assumptions, attributes of the collateral, yield or price of bonds of comparable quality, coupon, maturity and types as well as dealer supplied prices. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value. Actual prices received at disposition may differ.

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

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

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. Dividend income is recorded on the ex-dividend date. 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. Inflation-indexed bonds are fixed-income securities whose principal value is periodically adjusted to the rate of inflation. Interest is accrued based on the principal value, which is adjusted for inflation. The adjustments to principal due to inflation are reflected as increases or decreases to interest income even though principal is not received until maturity. 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.

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

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions expected to be taken in the initial filing of the Fund's federal tax return. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years.

Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the Fund will claim 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 market discount, partnerships (including allocations from Fidelity Central Funds) and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation	$ 678,844,868
Unrealized depreciation	(53,553,675)
Net unrealized appreciation (depreciation)	$ 625,291,193
Undistributed ordinary income	$ 121,224,054
Undistributed long-term capital gain	$ 1,192,547
Cost for federal income tax purposes	$ 12,355,943,618

The tax character of distributions paid was as follows:

	August 31, 2009
Ordinary Income	$ 213,007,629

Annual Report

4. Operating Policies.

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

Delayed Delivery Transactions and When-Issued Securities. The Fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked-to-market daily and equivalent deliverable securities are held for the transaction. The value of the securities purchased on a delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

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

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, U.S. government securities and liquidations and redemptions executed in-kind from Affiliated Central Funds, aggregated $7,293,408,747 and $642,759,802, respectively.

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee that is based on an annual rate of .35% of the Fund's average net assets. FMR pays all other expenses, except the compensation of the independent Trustees and certain exceptions such as transfer agent fees and interest expense, including commitment fees. The management fee paid to FMR by the Fund is reduced by an amount equal to the fees and expenses paid by the Fund to the independent Trustees.

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 each class, except for Class F. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each applicable class were as follows:

	Amount	% of Average Net Assets*
Series Investment Grade Bond	$ 7,774,460	.15

* Annualized

Other Affiliated Transactions. During the period, certain Fidelity Central Funds in which the Fund was invested were each liquidated pursuant to a Plan of Liquidation and Dissolution approved by the Central Fund Board. Under the plan, each Central Fund distributed in-kind all of its net assets to its shareholders pro rata at its net asset value (NAV) per share as of the close of business on the liquidation date. As a result, the Fund received cash and securities, including accrued interest, as noted in the following table.

Liquidation Date	Central Fund	Value of Cash and Securities Received (including accrued interest)	Shares of Central Fund Redeemed
04/17/09 (a)	Fidelity Commercial Mortgage-Backed Securities Central Fund	$ 410,341,228	5,693,000
06/26/09 (a)	Fidelity 1-3 Year Duration Securitized Bond Central Fund	$ 101,115,349	1,300,572

(a) Because the Central Fund was a partnership for federal income tax purposes, the liquidation generally was tax free to the Fund.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Other Affiliated Transactions - continued

On March 27, 2009, certain investment companies managed by FMR or its affiliates purchased shares of the Fidelity Series Investment Grade Bond Fund by transferring cash and securities with a value, including interest of $5,888,592,942 for 559,220,602 shares (each then valued at $10.53 per share) of the Fund. This is considered a non-taxable exchange for federal income tax purposes, with no gain or loss recognized by the Fund or its shareholders.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 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 $13,880 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in cash equivalents. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of interest income. Net income from lending portfolio securities during the period amounted to $140,471.

Annual Report

Notes to Financial Statements - continued

9. Expense Reductions.

FMR contractually agreed to reimburse expenses of Series Investment Grade Bond to the extent annual operating expenses exceeded .45% of average net assets. Some expenses, for example interest expense, are excluded from this reimbursement. During the period this reimbursement reduced Series Investment Grade Bond's expenses by $2,646,943.

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 expenses by $2,208.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Period ended August 31,	2009A, B
From net investment income
Series Investment Grade Bond	$ 211,712,563
Class F	6,486
Total	$ 211,719,049
From net realized gain
Series Investment Grade Bond	$ 1,288,580

^A Distributions for Series Investment Grade Bond are for the period October 8, 2008 (commencement of operations) to August 31, 2009.

^B Distributions for Class F are for the period June 26, 2009 (commencement of sale of shares) to August 31, 2009.

11. Share Transactions.

Transactions for each class of shares were as follows:

	Shares	Dollars
Period ended August 31,	2009 A, B	2009 A, B
Series Investment Grade Bond
Shares sold	1,145,382,971	$ 12,102,588,771
Reinvestment of distributions	19,452,109	213,001,143
Shares redeemed	(112,777,335)	(1,181,297,780)
Net increase (decrease)	1,052,057,745	$ 11,134,292,134
Class F
Shares sold	83,464	$ 917,485
Reinvestment of distributions	576	6,486
Shares redeemed	(14)	(153)
Net increase (decrease)	84,026	$ 923,818

^A Share transactions for Series Investment Grade Bond are for the period October 8, 2008 (commencement of operations) to August 31, 2009.

^B Share transactions for Class F are for the period June 26, 2009 (commencement of sale of shares) to August 31, 2009.

Annual Report

12. 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.

At the end of the period, FMR or its affiliates were the owners of record of all of the outstanding shares of the Fund.

Effective after the close of business on September 25, 2009, the Fidelity Corporate Bond 1-5 Year Central Fund ("1-5 Year"), a Fidelity Central Fund in which the Fund invests, was liquidated pursuant to a Plan of Liquidation and Dissolution approved by its Board of Directors. Under the plan, 1-5 Year distributed in-kind all of its net assets to its shareholders pro rata at its net asset value (NAV) per share as of the close of business on the liquidation date. As a result, the Fund received cash and securities, including accrued interest, of $115,884,086 in return for 1,118,015 shares of 1-5 Year. Because 1-5 Year was a partnership for federal income tax purposes, the liquidation generally was tax free to the Fund.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Fixed-Income Trust and the Shareholders of Fidelity Series Investment Grade Bond Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Series Investment Grade Bond Fund (a fund of Fidelity Fixed-Income Trust) at August 31, 2009, the results of its operations for the period indicated, the changes in its net assets for the periods indicated and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Series Investment Grade Bond Fund's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements 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 are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at August 31, 2009 by correspondence with the custodian and brokers, provides a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

October 26, 2009

Annual Report

Distributions (Unaudited)

The fund hereby designates as a capital gain dividend with respect to the taxable year ended August 31, 2009, $1,192,547, or, if subsequently determined to be different, the net capital gain of such year.

A total of 6.33% 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 $211,719,049 of distributions paid during the period January 1, 2009 to August 31, 2009 as qualifying to be taxed as interest-related dividends for nonresident alien shareholders.

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Trustees and Officers

The Trustees and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 187 funds advised by FMR or an affiliate. Mr. Curvey oversees 407 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd 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.

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, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation
Abigail P. Johnson (47)
	Year of Election or Appointment: 2009 Ms. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Ms. Johnson serves as President of Personal and Workplace Investing (2005-present). Ms. Johnson is a Director 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.
James C. Curvey (74)
	Year of Election or Appointment: 2007 Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006- 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.

* 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.

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, Age; Principal Occupation
Albert R. Gamper, Jr. (67)
	Year of Election or Appointment: 2006 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. Mr. Gamper currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities), a member of the Board of Trustees, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System. Previously, Mr. Gamper served as Chairman of the Board of Governors, Rutgers University (2004-2007).
Arthur E. Johnson (62)
	Year of Election or Appointment: 2008 Mr. Johnson serves as a member of the Board of Directors of Eaton Corporation (diversified power management, 2009-present) and AGL Resources, Inc. (holding company). Previously, Mr. Johnson served as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor, 1999-2009), and on the Board of Directors of IKON Office Solutions, Inc. (1999-2008). Mr. Arthur E. Johnson and Ms. Abigail P. Johnson are not related.
Michael E. Kenneally (55)
	Year of Election or Appointment: 2009 Mr. Kenneally also serves as Trustee (2009-present) or Member of the Advisory Board (2008-present) of other Fidelity Fixed Income and Asset Allocation Funds. Previously, Mr. Kenneally served as Chairman and Global Chief Executive Officer of Credit Suisse Asset Management (2003-2005). Mr. Kenneally was a Director of The Credit Suisse Funds (U.S. Mutual Fund, 2004-2008) and was awarded the Chartered Financial Analyst (CFA) designation in 1991.
James H. Keyes (68)
	Year of Election or Appointment: 2007 Mr. Keyes serves as a member of the Boards of Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines) and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions). Previously, Mr. Keyes served as a member of the Board of LSI Logic Corporation (semiconductor technologies, 1984-2008).
Marie L. Knowles (62)
	Year of Election or Appointment: 2001 Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. Ms. Knowles currently serves as a Director of McKesson Corporation (healthcare service). Ms. Knowles is an Honorary Trustee of the Brookings Institution and 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 and the Foundation Board of the School of Architecture at the University of Virginia (2007-present). Previously, Ms. Knowles served as a Director of Phelps Dodge Corporation (copper mining and manufacturing, 1994-2007).
Kenneth L. Wolfe (70)
	Year of Election or Appointment: 2005 Mr. Wolfe served as Chairman and a Director (2007-2009) and Chairman and Chief Executive Officer of Hershey Foods Corporation, and as a member of the Boards of Adelphia Communications Corporation (telecommunications, 2003-2006), Bausch & Lomb, Inc. (medical/pharmaceutical, 1993-2007), and Revlon, Inc. (2004-2009).

Annual Report

Trustees and Officers - continued

Executive Officers:

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

Name, Age; Principal Occupation
John R. Hebble (51)
	Year of Election or Appointment: 2008 President and Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Hebble also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments.
Boyce I. Greer (53)
	Year of Election or Appointment: 2005 or 2006 Vice President of Fidelity's Fixed Income Funds (2006) and Asset Allocation Funds (2005). Mr. Greer is also a Trustee of other investment companies advised by FMR. Mr. Greer is President of the Asset Allocation Division (2008-present), President and a Director of Strategic Advisers, Inc. (2008-present), President and a Director of Fidelity Investments Money Management, Inc. (2007-present), and an Executive Vice President of FMR and FMR Co., Inc. (2005-present). Previously, Mr. Greer served as a Director and Managing Director of Strategic Advisers, Inc. (2002-2005).
Christopher P. Sullivan (55)
	Year of Election or Appointment: 2009 Vice President of Fidelity's Bond Funds. Mr. Sullivan also serves as President of Fidelity's Bond Group (2009-present). Previously, Mr. Sullivan served as Managing Director, Co-Head of U.S. Fixed Income at Goldman Sachs Asset Management (2001-2009).
Scott C. Goebel (41)
	Year of Election or Appointment: 2008 Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).
Holly C. Laurent (55)
	Year of Election or Appointment: 2008 Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).
Christine Reynolds (50)
	Year of Election or Appointment: 2008 Chief Financial Officer of the Fidelity 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).
Michael H. Whitaker (42)
	Year of Election or Appointment: 2008 Chief Compliance Officer of Fidelity's Fixed Income and Asset Allocation 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.
Jeffrey S. Christian (47)
	Year of Election or Appointment: 2009 Deputy Treasurer of the Fidelity funds. Mr. Christian also serves as Chief Financial Officer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments. Previously, Mr. Christian served as Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009) and as Vice President of Business Analysis (2003-2004).
Bryan A. Mehrmann (48)
	Year of Election or Appointment: 2005 Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).
Stephanie J. Dorsey (40)
	Year of Election or Appointment: 2008 Deputy Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Ms. Dorsey is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.
Paul M. Murphy (62)
	Year of Election or Appointment: 2007 Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).
Kenneth B. Robins (40)
	Year of Election or Appointment: 2009 Assistant Treasurer of the Fidelity Fixed Income and Asset Allocation Funds. Mr. Robins also serves as President and Treasurer of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).
Gary W. Ryan (51)
	Year of Election or Appointment: 2005 Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on July 15, 2009. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1
To elect a Board of Trustees.A
	# of Votes	% of Votes
James C. Curvey
Affirmative	29,535,490,304.51	95.434
Withheld	1,412,983,688.53	4.566
TOTAL	30,948,473,993.04	100.000
Albert R. Gamper, Jr.
Affirmative	29,631,645,146.15	95.745
Withheld	1,316,828,846.89	4.255
TOTAL	30,948,473,993.04	100.000
Abigail P. Johnson
Affirmative	29,481,082,358.76	95.259
Withheld	1,467,391,634.28	4.741
TOTAL	30,948,473,993.04	100.000
Arthur E. Johnson
Affirmative	29,601,580,051.86	95.648
Withheld	1,346,893,941.18	4.352
TOTAL	30,948,473,993.04	100.000
Michael E. Kenneally
Affirmative	29,688,902,929.52	95.930
Withheld	1,259,571,063.52	4.070
TOTAL	30,948,473,993.04	100.000
James H. Keyes
Affirmative	29,647,356,020.99	95.796
Withheld	1,301,117,972.05	4.204
TOTAL	30,948,473,993.04	100.000
Marie L. Knowles
Affirmative	29,665,215,088.51	95.854
Withheld	1,283,258,904.53	4.146
TOTAL	30,948,473,993.04	100.000
Kenneth L. Wolfe
Affirmative	29,580,330,647.68	95.579
Withheld	1,368,143,345.36	4.421
TOTAL	30,948,473,993.04	100.000
PROPOSAL 2
To amend the Declaration of Trust to reduce the required quorum for future shareholder meetings.A
	# of Votes	% of Votes
Affirmative	22,342,326,668.95	72.192
Against	5,700,226,054.43	18.418
Abstain	2,112,037,717.17	6.825
Broker Non-Votes	793,883,552.49	2.565
TOTAL	30,948,473,993.04	100.000
A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Series Investment Grade Bond Fund

On May 21, 2009, the Board of Trustees, including the Independent Trustees (together, the Board), voted to continue the management contract and subadvisory agreements (together, the Advisory Contracts) for the fund for four months, through September 30, 2009, in connection with the reorganization of the Board's new meeting schedule. The Board considered that the contractual terms of and fees payable under the fund's Advisory Contracts involve no changes in (i) the investment process or strategies employed in the management of the fund's assets; (ii) the nature or level of services provided under the fund's Advisory Contracts; or (iii) the day-to-day management of the fund or the persons primarily responsible for such management. The Board concluded that the fund's Advisory Contracts are fair and reasonable, and that the fund's Advisory Contracts should be renewed, without modification, through September 30, 2009, with the understanding that the Board will consider their renewal in September 2009.

Annual Report

Managing Your Investments

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

By Phone

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

(phone_graphic)

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

Press

For mutual fund and brokerage trading.

For quotes.*

For account balances and holdings.

To review orders and mutual
fund activity.

To change your PIN.

To speak to a Fidelity representative.

By PC

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

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

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

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

Fidelity Investments Money Management, Inc.

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

Fidelity Research & Analysis Company

Fidelity Management & Research (Hong Kong) Limited

Fidelity Management & Research (Japan) Inc.

FIL Investment Advisors

FIL Investment Advisors (U.K.) Ltd.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Bank of New York Mellon

New York, NY

LIG-ANN-1009
1.873109.100

Fidelity®
Short-Term Bond
Fund

Annual Report

August 31, 2009

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message	<Click Here>	The Chairman's message to shareholders.
Performance	<Click Here>	How the fund has done over time.
Management's Discussion	<Click Here>	The manager's review of fund performance, strategy and outlook.
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>
Proxy Voting Results	<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.

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Abigail_P_Johnson)

Dear Shareholder:

We've seen a welcome uptick in the global equity markets this spring and summer, as signs of stabilization in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

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

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

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

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

Sincerely,

/s/Abigail P. Johnson

Abigail P. Johnson

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' 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 August 31, 2009	Past 1 year	Past 5 years	Past 10 years
Short-Term Bond	2.07%	2.02%	3.84%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Short-Term Bond, a class of the fund, on August 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the Barclays Capital U.S. 1-3 Year Govt/Credit Bond Index performed over the same period.

Annual Report

Management's Discussion of Fund Performance

Market Recap: While the positive returns of taxable bonds were more encouraging than the negative returns posted by major equity indexes for the year ending August 31, 2009, fixed-income securities rode their own wave of volatility. As the credit crisis resulting from a meltdown in the subprime mortgage market deepened in the beginning of the period, bond investors fled from lower-quality debt instruments and flocked to those with backing from the U.S. government. With government interventions around the world beginning to take root in the later months of the period, however, credit conditions improved and signs of stabilization among certain economic indicators emerged, eliciting greater demand for risk. Consequently, bonds further out on the risk spectrum boasted the largest returns. For the year overall, U.S. investment-grade bonds gained 7.94%, as measured by the Barclays Capital U.S. Aggregate Bond Index.

Comments from Robert Galusza, Lead Portfolio Manager of Fidelity® Short-Term Bond Fund: For the year, Short-Term Bond returned 2.07% and the Barclays Capital U.S. 1-3 Year Government/Credit Bond Index returned 5.17%. In reviewing performance, we're looking at the aggregate of our direct investments and those we made in Fidelity's fixed-income central funds, predominantly Fidelity Ultra-Short Central Fund. What the fund gained from advantageous sector selection in the second half - when it significantly outpaced the benchmark - wasn't enough to offset its poor showing in the first half. Specifically, an underweighting in government-backed bonds detracted, as they outperformed for the period overall. We also lost ground with out-of-index stakes in securitized products - including asset-backed securities backed by highly rated classes of subprime mortgage securities; commercial mortgage-backed securities; and collateralized mortgage obligations - because they lagged over the one-year stretch. However, holdings in asset-backed securities backed by car loans and credit card receivables aided the fund's results. Security selection among government bonds also helped, as did our decisions to add to holdings in corporates and selectively within mortgages, as these sectors finished, ahead of the index. Lastly, in terms of the fund's structure, we significantly reduced our overall stake in central funds by the end of the period - including no longer owning Ultra-Short Central - while still maintaining exposure to many of the same securities via direct holdings.

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, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (March 1, 2009 to August 31, 2009) for Short-Term Bond and for the entire period (June 26, 2009 to August 31, 2009) for Class F. The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (March 1, 2009 to August 31, 2009).

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.

Annual Report

Shareholder Expense Example - continued

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

	Annualized Expense Ratio	Beginning Account Value	Ending Account Value August 31, 2009	Expenses Paid During Period
Short-Term Bond	.45%
Actual		$ 1,000.00	$ 1,050.10	$ 2.33 B
Hypothetical A		$ 1,000.00	$ 1,022.94	$ 2.29 C
Class F	.35%
Actual		$ 1,000.00	$ 1,020.10	$ .65 B
Hypothetical A		$ 1,000.00	$ 1,023.44	$ 1.79 C

^A 5% return per year before expenses

^B Actual expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period) for Short-Term Bond and multiplied by 67/365 (to reflect the period June 26, 2009 to August 31, 2009) for Class F. 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.

^C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

The information in the following tables is based on the combined investments of the Fund and its pro-rata share of the investments in each non-money market Fidelity Central Fund.

Quality Diversification (% of fund's net assets)
As of August 31, 2009		As of February 28, 2009
	U.S. Government and U.S. Government Agency Obligations† 57.8%		U.S. Government and U.S. Government Agency Obligations† 62.2%
	AAA 8.9%		AAA 10.1%
	AA 5.6%		AA 5.6%
	A 10.3%		A 7.9%
	BBB 12.3%		BBB 10.9%
	BB and Below 1.7%		BB and Below 1.5%
	Not Rated 0.6%		Not Rated 0.4%
	Short-Term Investments and Net Other Assets 2.8%		Short-Term Investments and Net Other Assets 1.4%

We have used ratings from Moody's® Investors Services, Inc. Where Moody's ratings are not available, we have used S&P® ratings. All ratings are as of the report date and do not reflect subsequent downgrades. Securities rated BB or below were rated investment grade at the time of acquisition.

Weighted Average Maturity as of August 31, 2009
		6 months ago
Years	2.0	2.1

The weighted average maturity is based on the dollar-weighted average length of time until principal payments are expected or until securities reach maturity, taking into account any maturity shortening feature such as a call, refunding or redemption provision.

Duration as of August 31, 2009
		6 months ago
Years	1.6	1.6

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

Asset Allocation (% of fund's net assets)
As of August 31, 2009*			As of February 28, 2009**
	Corporate Bonds 24.1%			Corporate Bonds 16.7%
	U.S. Government and U.S. Government Agency Obligations† 57.8%			U.S. Government and U.S. Government Agency Obligations† 62.2%
	Asset-Backed Securities 9.7%			Asset-Backed Securities 11.0%
	CMOs and Other Mortgage Related Securities 5.6%			CMOs and Other Mortgage Related Securities 8.6%
	Municipal Bonds 0.0%			Municipal Bonds 0.1%
	Short-Term Investments and Net Other Assets 2.8%			Short-Term Investments and Net Other Assets 1.4%
* Foreign investments		6.0%	** Foreign investments		5.0%
* Futures and Swaps		6.2%	** Futures and Swaps		9.8%

^† Includes FDIC Guaranteed Corporate Securities.

A holdings listing for the Fund, which presents direct holdings as well as 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.

Annual Report

Investments August 31, 2009

Showing Percentage of Net Assets

Nonconvertible Bonds - 23.4%
	Principal Amount (000s)		Value (000s)
CONSUMER DISCRETIONARY - 1.7%
Auto Components - 0.1%
DaimlerChrysler NA Holding Corp. 5.75% 9/8/11	$ 5,500		$ 5,767
Household Durables - 0.2%
Fortune Brands, Inc. 5.125% 1/15/11	9,146		9,310
Media - 1.3%
AOL Time Warner, Inc. 6.75% 4/15/11	15,000		15,947
Comcast Cable Communications, Inc. 6.75% 1/30/11	22,965		24,422
COX Communications, Inc. 7.125% 10/1/12	18,400		20,399
News America, Inc. 5.3% 12/15/14	9,474		10,156
Time Warner Cable, Inc. 5.4% 7/2/12	12,680		13,526
			84,450
Specialty Retail - 0.1%
Staples, Inc. 7.75% 4/1/11	7,050		7,492
TOTAL CONSUMER DISCRETIONARY			107,019
CONSUMER STAPLES - 0.9%
Beverages - 0.4%
Anheuser-Busch InBev Worldwide, Inc. 7.2% 1/15/14 (e)	11,100		12,467
Diageo Capital PLC 5.2% 1/30/13	2,405		2,568
Diageo Finance BV 5.5% 4/1/13	8,519		9,196
The Coca-Cola Co. 3.625% 3/15/14	590		610
			24,841
Food Products - 0.3%
Cargill, Inc. 5.2% 1/22/13 (e)	2,175		2,275
Kraft Foods, Inc.:
4.125% 11/12/09	1,380		1,390
5.625% 8/11/10	14,495		14,952
			18,617
Household Products - 0.2%
Procter & Gamble International Funding SCA 1.35% 8/26/11	11,184		11,213
TOTAL CONSUMER STAPLES			54,671
ENERGY - 1.5%
Oil, Gas & Consumable Fuels - 1.5%
Delek & Avner-Yam Tethys Ltd. 5.326% 8/1/13 (e)	8,288		8,043
Duke Capital LLC 7.5% 10/1/09	6,050		6,075
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
ENERGY - continued
Oil, Gas & Consumable Fuels - continued
Enterprise Products Operating LP:
4.6% 8/1/12	$ 9,289		$ 9,639
4.625% 10/15/09	14,085		14,109
NGPL PipeCo LLC 6.514% 12/15/12 (e)	6,699		7,249
Petroleum Export Ltd.:
4.623% 6/15/10 (e)	1,283		1,264
4.633% 6/15/10 (e)	771		759
Plains All American Pipeline LP:
4.25% 9/1/12	9,200		9,393
7.75% 10/15/12	1,925		2,128
Ras Laffan Liquid Natural Gas Co. Ltd. III 4.5% 9/30/12 (e)	3,544		3,632
Rockies Express Pipeline LLC 6.25% 7/15/13 (e)	8,777		9,458
Southeast Supply Header LLC 4.85% 8/15/14 (e)	9,401		9,545
Williams Companies, Inc. 6.375% 10/1/10 (e)	11,000		11,257
			92,551
FINANCIALS - 10.8%
Capital Markets - 1.3%
Bear Stearns Companies, Inc. 5.85% 7/19/10	21,335		21,924
Goldman Sachs Group, Inc. 3.625% 8/1/12	21,000		21,428
Janus Capital Group, Inc. 6.125% 9/15/11 (c)	4,828		4,781
Merrill Lynch & Co., Inc. 6.05% 8/15/12	4,605		4,799
Morgan Stanley:
5.05% 1/21/11	6,808		7,031
6% 5/13/14	5,890		6,246
6.75% 4/15/11	8,280		8,806
Northern Trust Corp. 4.625% 5/1/14	1,346		1,429
The Bank of New York, Inc. 4.3% 5/15/14	5,445		5,729
			82,173
Commercial Banks - 3.0%
American Express Bank FSB 0.3244% 4/26/10 (k)	6,977		6,905
Bank of America NA 1.0588% 5/12/10 (k)	12,250		12,159
Bank One Corp. 7.875% 8/1/10	4,708		4,979
Chase Manhattan Corp. 7.875% 6/15/10	10,588		11,125
Credit Suisse New York Branch:
3.45% 7/2/12	36,750		37,497
5.5% 5/1/14	5,549		5,964
DBS Bank Ltd. (Singapore) 0.66% 5/16/17 (e)(k)	783		697
HSBC Holdings PLC 0.7775% 10/6/16 (k)	770		713
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Commercial Banks - continued
Manufacturers & Traders Trust Co. 2.0969% 4/1/13 (e)(k)	$ 485		$ 395
National Australia Bank Ltd. 8.6% 5/19/10	6,800		7,145
PNC Funding Corp. 5.4% 6/10/14	8,490		9,078
Rabobank Nederland NV 2.65% 8/17/12 (e)	39,550		39,857
Santander Issuances SA Unipersonal 0.9688% 6/20/16 (e)(k)	2,191		2,016
Sovereign Bank 2.1931% 8/1/13 (k)	1,101		1,047
US Bancorp 4.2% 5/15/14	8,510		8,863
Wachovia Corp. 0.6394% 10/15/11 (k)	6,946		6,770
Wells Fargo & Co.:
3.98% 10/29/10	27,960		28,584
5.25% 10/23/12	3,290		3,495
			187,289
Consumer Finance - 2.0%
Capital One Financial Corp.:
0.93% 9/10/09 (k)	6,977		6,976
5.7% 9/15/11	3,618		3,733
7.375% 5/23/14	13,000		14,181
General Electric Capital Corp.:
3.5% 8/13/12	60,000		60,164
5.9% 5/13/14	7,870		8,411
Household Finance Corp. 4.125% 11/16/09	2,225		2,238
HSBC Finance Corp. 5.9% 6/19/12	6,125		6,458
Nelnet, Inc. 7.4% 9/29/36 (k)	15,075		10,125
Nissan Motor Acceptance Corp. 4.625% 3/8/10 (e)	10,620		10,530
Systems 2001 Asset Trust LLC 7.156% 12/15/11 (e)	3,158		3,121
			125,937
Diversified Financial Services - 2.5%
Bank of America Corp.:
4.375% 12/1/10	3,724		3,803
5.375% 8/15/11	8,270		8,624
7.4% 1/15/11	485		512
7.8% 2/15/10	2,593		2,659
BP Capital Markets PLC:
1.55% 8/11/11	6,260		6,271
1.6144% 3/17/11 (k)	4,976		5,030
3.125% 3/10/12	13,400		13,827
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Diversified Financial Services - continued
Citigroup, Inc.:
0.5194% 5/18/11 (k)	$ 5,200		$ 4,976
5.125% 2/14/11	6,500		6,574
5.3% 10/17/12	31,009		31,325
6.5% 8/19/13	7,379		7,577
Iberbond 2004 PLC 4.826% 12/24/17 (n)	8,060		7,254
JPMorgan Chase & Co. 4.891% 9/1/15 (k)	13,105		11,831
Kreditanstalt fuer Wiederaufbau 4.75% 5/15/12	13,190		14,241
MassMutual Global Funding II Mtn 144A 3.625% 7/16/12 (e)	4,300		4,327
New York Life Global Fund 5.25% 10/16/12 (e)	10,930		11,629
OAO Industry & Construction Bank 6.2% 9/29/15 (Issued by Or-ICB SA for OAO Industry & Construction Bank)	1,425		1,347
Pricoa Global Funding I 5.45% 6/11/14 (e)	5,730		5,887
USAA Capital Corp. 3.5% 7/17/14 (e)	9,044		9,003
			156,697
Insurance - 0.5%
Merna Reinsurance Ltd. Series 2007-1 Class B, 2.3475% 6/30/12 (e)(k)	8,708		8,379
Metropolitan Life Global Funding I:
1.3575% 6/25/10 (e)(k)	11,430		11,363
5.125% 6/10/14 (e)	5,093		5,307
5.75% 7/25/11 (e)	6,550		6,740
			31,789
Real Estate Investment Trusts - 0.9%
Arden Realty LP 8.5% 11/15/10	7,855		8,353
AvalonBay Communities, Inc. 5.5% 1/15/12	1,020		1,059
Brandywine Operating Partnership LP 5.625% 12/15/10	13,110		13,064
Developers Diversified Realty Corp. 5% 5/3/10	4,910		4,771
Duke Realty LP:
5.25% 1/15/10	3,215		3,224
5.625% 8/15/11	4,580		4,626
6.95% 3/15/11	3,815		3,880
Federal Realty Investment Trust 8.75% 12/1/09	3,785		3,832
Simon Property Group LP:
4.6% 6/15/10	8,660		8,831
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Real Estate Investment Trusts - continued
Simon Property Group LP: - continued
5.3% 5/30/13	$ 7,250		$ 7,371
5.375% 6/1/11	1,125		1,157
			60,168
Thrifts & Mortgage Finance - 0.6%
Bank of America Corp. 7.375% 5/15/14	10,608		11,631
Countrywide Financial Corp. 5.8% 6/7/12	12,373		12,838
Countrywide Home Loans, Inc. 4% 3/22/11	5,244		5,295
Independence Community Bank Corp.:
2.4169% 4/1/14 (k)	4,000		3,534
2.6688% 6/20/13 (k)	5,937		5,402
			38,700
TOTAL FINANCIALS			682,753
HEALTH CARE - 0.5%
Health Care Providers & Services - 0.2%
Express Scripts, Inc. 5.25% 6/15/12	5,415		5,744
UnitedHealth Group, Inc. 5.125% 11/15/10	8,357		8,599
			14,343
Pharmaceuticals - 0.3%
Pfizer, Inc. 4.45% 3/15/12	9,534		10,099
Roche Holdings, Inc. 4.5% 3/1/12 (e)	7,200		7,630
			17,729
TOTAL HEALTH CARE			32,072
INDUSTRIALS - 1.2%
Aerospace & Defense - 0.3%
BAE Systems Holdings, Inc.:
4.75% 8/15/10 (e)	14,430		14,673
4.95% 6/1/14 (e)	7,300		7,552
			22,225
Airlines - 0.2%
American Airlines, Inc. pass-thru trust certificates 6.978% 10/1/12	172		165
Continental Airlines, Inc. 7.056% 3/15/11	4,110		4,089
Delta Air Lines, Inc. pass-thru trust certificates 7.57% 11/18/10	8,415		8,205
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
INDUSTRIALS - continued
Airlines - continued
United Air Lines, Inc. pass-thru trust certificates:
6.071% 9/1/14	$ 141		$ 140
6.201% 3/1/10	117		115
6.602% 9/1/13	289		284
7.186% 10/1/12	1,861		1,838
			14,836
Building Products - 0.0%
Masco Corp. 0.9388% 3/12/10 (k)	1,798		1,766
Commercial Services & Supplies - 0.3%
R.R. Donnelley & Sons Co. 5.625% 1/15/12	16,805		16,984
Industrial Conglomerates - 0.4%
Covidien International Finance SA:
5.15% 10/15/10	14,600		15,201
5.45% 10/15/12	2,924		3,187
Hutchison Whampoa International (03/33) Ltd. 5.45% 11/24/10 (e)	5,030		5,217
			23,605
TOTAL INDUSTRIALS			79,416
INFORMATION TECHNOLOGY - 0.4%
Computers & Peripherals - 0.1%
Hewlett-Packard Co. 4.25% 2/24/12	8,100		8,541
Semiconductors & Semiconductor Equipment - 0.0%
National Semiconductor Corp. 0.8794% 6/15/10 (k)	2,088		2,011
Software - 0.3%
Oracle Corp. 3.75% 7/8/14	15,500		16,013
TOTAL INFORMATION TECHNOLOGY			26,565
MATERIALS - 0.6%
Chemicals - 0.4%
Dow Chemical Co. 4.85% 8/15/12	21,438		21,958
Metals & Mining - 0.2%
BHP Billiton Financial USA Ltd. 5.125% 3/29/12	3,598		3,781
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
MATERIALS - continued
Metals & Mining - continued
Corporacion Nacional del Cobre (Codelco) 6.375% 11/30/12 (e)	$ 3,300		$ 3,605
Rio Tinto Finance (USA) Ltd. 8.95% 5/1/14	6,662		7,764
			15,150
TOTAL MATERIALS			37,108
TELECOMMUNICATION SERVICES - 3.4%
Diversified Telecommunication Services - 2.8%
AT&T Broadband Corp. 8.375% 3/15/13	3,140		3,629
AT&T, Inc.:
4.95% 1/15/13	10,874		11,623
6.7% 11/15/13	2,385		2,701
BellSouth Corp. 4.2% 9/15/09	7,115		7,122
British Telecommunications PLC 9.125% 12/15/10 (c)	5,605		6,039
Deutsche Telekom International Financial BV 5.375% 3/23/11	20,000		20,972
France Telecom SA 4.375% 7/8/14	7,631		7,975
SBC Communications, Inc.:
5.875% 2/1/12	4,923		5,309
6.25% 3/15/11	2,241		2,385
Telecom Italia Capital SA:
4% 1/15/10	20,900		21,053
6.175% 6/18/14	16,200		17,545
Telefonica Emisiones SAU 5.984% 6/20/11	26,426		28,139
Telefonos de Mexico SA de CV 4.75% 1/27/10	9,510		9,605
Verizon Global Funding Corp. 7.25% 12/1/10	11,370		12,110
Verizon New England, Inc. 6.5% 9/15/11	7,775		8,375
Verizon New York, Inc. 6.875% 4/1/12	13,328		14,521
			179,103
Wireless Telecommunication Services - 0.6%
Verizon Wireless Capital LLC:
3.75% 5/20/11 (e)	16,939		17,491
5.25% 2/1/12 (e)	5,544		5,929
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
TELECOMMUNICATION SERVICES - continued
Wireless Telecommunication Services - continued
Vodafone Group PLC:
5.5% 6/15/11	$ 9,440		$ 10,019
7.75% 2/15/10	4,810		4,956
			38,395
TOTAL TELECOMMUNICATION SERVICES			217,498
UTILITIES - 2.4%
Electric Utilities - 1.4%
Commonwealth Edison Co. 5.4% 12/15/11	5,225		5,579
EDP Finance BV 5.375% 11/2/12 (e)	6,575		7,027
Entergy Corp. 7.75% 12/15/09 (e)	12,000		12,005
Exelon Corp. 4.45% 6/15/10	14,150		14,476
FirstEnergy Corp. 6.45% 11/15/11	2,928		3,199
FirstEnergy Solutions Corp. 4.8% 2/15/15 (e)	1,720		1,758
Pacific Gas & Electric Co. 1.5975% 6/10/10 (k)	9,750		9,807
Pepco Holdings, Inc. 4% 5/15/10	6,010		6,073
Progress Energy, Inc.:
6.05% 3/15/14	3,658		4,007
7.1% 3/1/11	9,628		10,240
Southern Co.:
1.125% 8/20/10 (k)	12,070		12,147
4.15% 5/15/14	1,976		2,032
			88,350
Independent Power Producers & Energy Traders - 0.5%
Constellation Energy Group, Inc.:
6.125% 9/1/09	21,680		21,680
7% 4/1/12	8,213		8,815
			30,495
Multi-Utilities - 0.5%
Dominion Resources, Inc.:
1.6644% 6/17/10 (k)	8,180		8,236
6.3% 9/30/66 (k)	8,805		6,428
DTE Energy Co. 7.05% 6/1/11	8,462		8,991
KeySpan Corp. 7.625% 11/15/10	4,040		4,267
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
UTILITIES - continued
Multi-Utilities - continued
NiSource Finance Corp. 7.875% 11/15/10	$ 3,925		$ 4,128
NSTAR 8% 2/15/10	3,625		3,730
			35,780
TOTAL UTILITIES			154,625
TOTAL NONCONVERTIBLE BONDS (Cost $1,453,060)		1,484,278
U.S. Government and Government Agency Obligations - 43.1%
U.S. Government Agency Obligations - 15.2%
Fannie Mae:
1.375% 4/28/11 (d)	67,520		68,019
1.75% 3/23/11	130,225		131,914
2% 1/9/12 (d)	98,740		100,025
2.5% 5/15/14	3,673		3,653
2.75% 4/11/11	64,530		66,526
2.75% 3/13/14	5,210		5,269
3% 7/12/10	105,000		107,278
3.25% 8/12/10 (d)	87,021		89,273
Federal Home Loan Bank:
1.625% 7/27/11	59,710		60,239
1.75% 8/22/12	60,990		60,843
1.875% 6/20/12	33,370		33,518
Freddie Mac:
1.625% 4/26/11 (h)	69,729		70,543
2.125% 3/23/12 (d)	54,176		54,968
2.5% 4/23/14	5,880		5,862
2.75% 4/11/11	100,000		103,018
TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS			960,948
U.S. Treasury Obligations - 24.2%
U.S. Treasury Notes:
1% 8/31/11 (g)	625,783		625,949
1.125% 6/30/11 (d)	436,563		438,507
1.75% 11/15/11 (i)	35,943		36,434
1.75% 8/15/12	97,664		98,435
1.875% 6/15/12 (d)	211,468		214,227
U.S. Government and Government Agency Obligations - continued
	Principal Amount (000s)		Value (000s)
U.S. Treasury Obligations - continued
U.S. Treasury Notes: - continued
4.625% 8/31/11	$ 72,927		$ 78,169
4.875% 7/31/11	39,084		42,011
TOTAL U.S. TREASURY OBLIGATIONS			1,533,732
Other Government Related - 3.7%
American Express Bank FSB 3.15% 12/9/11 (FDIC Guaranteed) (f)	6,100		6,339
Bank of America Corp.:
0.7913% 4/30/12 (FDIC Guaranteed) (f)(k)	5,500		5,548
2.1% 4/30/12 (FDIC Guaranteed) (f)	10,006		10,113
Citibank NA:
1.5% 7/12/11 (FDIC Guaranteed) (f)	18,300		18,405
1.625% 3/30/11 (FDIC Guaranteed) (f)	11,210		11,329
1.875% 6/4/12 (FDIC Guaranteed) (f)	11,830		11,869
Citigroup Funding, Inc.:
1.375% 5/5/11 (FDIC Guaranteed) (f)	11,380		11,441
2.25% 12/10/12 (FDIC Guaranteed) (f)	16,520		16,685
Citigroup, Inc. 2.875% 12/9/11 (FDIC Guaranteed) (f)	3,850		3,973
General Electric Capital Corp.:
1.8% 3/11/11 (FDIC Guaranteed) (f)	20,330		20,607
2.625% 12/28/12 (FDIC Guaranteed) (f)	17,600		18,002
3% 12/9/11 (FDIC Guaranteed) (f)	6,417		6,640
Goldman Sachs Group, Inc.:
0.7144% 11/9/11 (FDIC Guaranteed) (f)(k)	22,120		22,303
1.7% 3/15/11 (FDIC Guaranteed) (f)	10,665		10,814
HSBC Usa, Inc. 3.125% 12/16/11 (FDIC Guaranteed) (f)	4,610		4,787
JPMorgan Chase & Co.:
1.65% 2/23/11 (FDIC Guaranteed) (f)	17,840		18,057
3.125% 12/1/11 (FDIC Guaranteed) (f)	5,870		6,095
Morgan Stanley 3.25% 12/1/11 (FDIC Guaranteed) (f)	12,180		12,680
Wells Fargo & Co. 3% 12/9/11 (FDIC Guaranteed) (f)	19,250		19,946
TOTAL OTHER GOVERNMENT RELATED			235,633
TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS (Cost $2,708,352)		2,730,313
U.S. Government Agency - Mortgage Securities - 9.2%
	Principal Amount (000s)		Value (000s)
Fannie Mae - 7.7%
3.206% 4/1/36 (k)	$ 2,680		$ 2,737
3.281% 10/1/33 (k)	144		146
3.283% 3/1/35 (k)	207		212
3.321% 9/1/34 (k)	531		546
3.334% 4/1/36 (k)	1,297		1,324
3.44% 8/1/33 (k)	4,765		4,916
3.499% 10/1/33 (k)	3,896		3,964
3.572% 2/1/33 (k)	359		365
3.6% 10/1/33 (k)	350		355
3.613% 5/1/35 (k)	4,485		4,573
3.615% 5/1/33 (k)	68		71
3.631% 7/1/33 (k)	5,705		5,905
3.668% 7/1/35 (k)	140		142
3.697% 7/1/35 (k)	1,245		1,285
3.828% 7/1/35 (k)	3,475		3,564
3.928% 2/1/39 (k)	18,736		19,215
4.046% 3/1/35 (k)	69		70
4.209% 11/1/36 (k)	5,479		5,674
4.25% 7/1/34 (k)	168		173
4.253% 3/1/37 (k)	8,537		8,837
4.275% 6/1/36 (k)	566		587
4.285% 12/1/33 (k)	2,643		2,727
4.29% 3/1/33 (k)	159		164
4.299% 3/1/33 (k)	189		195
4.323% 8/1/35 (k)	736		756
4.344% 3/1/34 (k)	339		350
4.408% 3/1/35 (k)	5,403		5,556
4.425% 3/1/35 (k)	578		596
4.44% 2/1/35 (k)	4,647		4,797
4.456% 10/1/35 (k)	1,058		1,085
4.489% 10/1/35 (k)	18,432		19,002
4.491% 4/1/35 (k)	14,161		14,621
4.5% 12/1/18 to 4/1/20	63,699		66,902
4.528% 12/1/34 (k)	2,847		2,912
4.534% 10/1/33 (k)	465		476
4.556% 6/1/33 (k)	894		927
4.59% 8/1/35 (k)	2,968		3,070
4.597% 7/1/35 (k)	1,832		1,900
4.621% 4/1/35 (k)	4,883		5,009
4.643% 7/1/35 (k)	1,376		1,426
4.666% 11/1/36 (k)	3,021		3,138
U.S. Government Agency - Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Fannie Mae - continued
4.669% 11/1/34 (k)	$ 2,703		$ 2,770
4.717% 11/1/35 (k)	6,302		6,582
4.744% 2/1/34 (k)	120		124
4.785% 2/1/36 (k)	8,759		9,112
4.807% 1/1/35 (k)	5,534		5,665
4.821% 2/1/36 (k)	1,487		1,536
4.895% 2/1/36 (k)	20,925		21,634
4.922% 7/1/35 (k)	6,007		6,220
4.925% 7/1/35 (k)	30,364		31,267
4.996% 4/1/35 (k)	7,696		7,933
5% 3/1/18 to 1/1/21	56,980		60,269
5.087% 9/1/36 (k)	12,812		13,390
5.129% 9/1/35 (k)	34,351		35,660
5.185% 3/1/35 (k)	223		228
5.301% 12/1/34 (k)	490		501
5.327% 10/1/35 (k)	1,341		1,392
5.376% 11/1/35 (k)	2,382		2,469
5.458% 4/1/36 (k)	22,073		23,171
5.5% 12/1/13 to 1/1/20	30,735		32,766
6.5% 11/1/11 to 3/1/35	19,945		21,311
7% 10/1/12 to 11/1/18	1,864		1,993
7.5% 6/1/12 to 11/1/31	122		129
11.5% 11/1/15	26		27
TOTAL FANNIE MAE			486,419
Freddie Mac - 1.4%
3.156% 2/1/34 (k)	385		393
3.478% 3/1/35 (k)	1,082		1,112
3.665% 4/1/35 (k)	5,923		6,115
3.74% 12/1/35 (k)	3,390		3,467
3.862% 1/1/35 (k)	238		244
4.035% 6/1/35 (k)	545		566
4.448% 1/1/35 (k)	444		460
4.488% 4/1/35 (k)	17,441		17,887
4.5% 5/1/35 (k)	2,602		2,681
4.82% 11/1/35 (k)	2,481		2,563
4.917% 9/1/35 (k)	3,251		3,374
5% 4/1/20	22,288		23,558
5.113% 8/1/36 (k)	1,965		2,046
5.12% 1/1/36 (k)	2,064		2,123
5.298% 6/1/35 (k)	1,486		1,536
U.S. Government Agency - Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Freddie Mac - continued
5.31% 3/1/33 (k)	$ 64		$ 66
5.332% 6/1/37 (k)	3,598		3,740
5.376% 8/1/34 (k)	1,206		1,243
5.379% 1/1/34 (k)	3,095		3,202
5.567% 5/1/36 (k)	7,256		7,576
5.57% 1/1/36 (k)	5,404		5,665
5.669% 10/1/35 (k)	949		1,004
8.5% 5/1/27 to 7/1/28	351		392
12% 11/1/19	22		25
TOTAL FREDDIE MAC			91,038
Government National Mortgage Association - 0.1%
7% 11/15/27 to 8/15/32	3,565		3,888
TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES (Cost $568,176)		581,345
Asset-Backed Securities - 9.7%
Accredited Mortgage Loan Trust:
Series 2003-3 Class A1, 4.46% 1/25/34	2,511		1,632
Series 2005-1 Class M1, 0.7356% 4/25/35 (k)	1,226		651
ACE Securities Corp. Series 2006-NC2:
Class M7, 1.0156% 7/25/36 (k)	561		1
Class M8, 1.1156% 7/25/36 (k)	25		0*
ACE Securities Corp. Home Equity Loan Trust:
Series 2004-HE1:
Class M1, 0.7656% 2/25/34 (k)	167		152
Class M2, 1.3656% 2/25/34 (k)	115		46
Series 2005-HE2 Class M2, 0.7156% 4/25/35 (k)	177		153
Series 2005-SD1 Class A1, 0.6656% 11/25/50 (k)	17		16
Series 2006-HE2:
Class M3, 0.6056% 5/25/36 (k)	244		4
Class M4, 0.6656% 5/25/36 (k)	73		1
Series 2006-OP1:
Class M1, 0.5456% 4/25/36 (k)	8,000		547
Class M4, 0.6356% 4/25/36 (k)	115		3
Class M5, 0.6556% 4/25/36 (k)	109		2
Advanta Business Card Master Trust:
Series 2006-C1 Class C1, 0.7525% 10/20/14 (k)	352		11
Series 2007-A4 Class A4, 0.3025% 4/22/13 (k)	1,619		1,554
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
ALG Student Loan Trust I Series 2006-1 Class A1, 1.0825% 10/28/18 (e)(k)	$ 439		$ 438
AmeriCredit Automobile Receivables Trust:
Series 2005-1 Class D, 5.04% 5/6/11	8,754		8,671
Series 2005-DA Class A4, 5.02% 11/6/12	7,364		7,436
Series 2006-1:
Class B1, 5.2% 3/6/11	21		21
Class D, 5.49% 4/6/12	4,635		4,319
AmeriCredit Prime Automobile Receivables Trust Series 2007-2M Class A3, 5.22% 4/8/10	4,109		4,178
Ameriquest Mortgage Securities, Inc. pass-thru certificates:
Series 2004-R11 Class M1, 0.9256% 11/25/34 (k)	7,506		3,474
Series 2004-R2 Class M3, 0.8156% 4/25/34 (k)	105		44
Series 2005-R2 Class M1, 0.7156% 4/25/35 (k)	1,390		985
Argent Securities, Inc. pass-thru certificates:
Series 2003-W7 Class A2, 0.6556% 3/1/34 (k)	378		97
Series 2004-W7:
Class M1, 0.8156% 5/25/34 (k)	227		109
Class M2, 0.8656% 5/25/34 (k)	324		228
Series 2006-W4 Class A2C, 0.4256% 5/25/36 (k)	1,045		318
Asset Backed Funding Corp. Series 2006-OPT2 Class M7, 1.0456% 10/25/36 (k)	750		12
Asset Backed Securities Corp. Home Equity Loan Trust:
Series 2004-HE6 Class A2, 0.6256% 6/25/34 (k)	281		143
Series 2006-HE2 Class M1, 0.6356% 3/25/36 (k)	63		2
Axon Financial Funding Ltd. Series 2007-1A Class A1, 5.96% 4/4/17 (b)(e)(k)	2,749		0*
Bank America Auto Trust Series 2009-1A:
Class A3, 2.67% 7/15/13 (e)	6,600		6,672
1.7% 12/15/11 (e)	2,900		2,914
Bank of America Credit Card Master Trust:
Series 2006-HE7 Class B4, 0.3528% 3/15/12 (k)	2,311		2,306
Series 2008-A9 Class A9, 4.07% 7/16/12	25,000		25,347
Bear Stearns Asset Backed Securities I Trust:
Series 2004-HE8 Class M1, 0.9156% 9/25/34 (k)	3,423		1,362
Series 2005-3 Class A1, 0.7156% 9/25/35 (k)	62		46
BMW Floorplan Master Owner Trust Series 2006-1A Class B, 0.3628% 9/17/11 (e)(k)	89		89
BMW Vehicle Lease Trust Series 2009-1:
Class A2, 2.04% 4/15/11	7,950		7,986
Class A3, 2.91% 3/15/12	5,900		6,008
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Brazos Higher Education Authority, Inc. Student Loan Rev. Series 2006 A2R, 5.03% 12/1/41	$ 11,908		$ 10,479
Brazos Higher Education Authority, Inc. Series 2006-2 Class A9, 0.6175% 12/26/24 (k)	1,546		1,444
C-BASS Trust Series 2006-CB7 Class A2, 0.3256% 10/25/36 (k)	289		263
Capital Auto Receivables Asset Trust:
Series 2006-1 Class B, 5.26% 10/15/10	1,982		1,990
Series 2006-2:
Class B, 5.07% 12/15/11	531		538
Class C, 5.31% 6/15/12	391		381
Series 2007-1:
Class B, 5.15% 9/17/12	5,755		5,038
Class C, 5.38% 11/15/12	139		112
Series 2007-SN1 Class D, 6.05% 1/17/12	4,053		3,749
Capital Auto Receivables Trust Series 2007-2 Class A4A, 5.39% 2/18/14	4,390		4,595
Capital One Auto Finance Trust:
Series 2005-BSS Class D, 4.8% 9/15/12	4,873		4,877
Series 2006-C:
Class A3A, 5.07% 7/15/11	7		7
Class A3B, 0.2828% 7/15/11 (k)	51		51
Series 2007-B Class A3A, 5.03% 4/15/12	179		181
Capital One Multi-Asset Execution Trust:
Series 2007-A6 Class A6, 0.3428% 5/15/13 (k)	4,516		4,483
Series 2007-B5 Class B5, 5.4% 5/15/13	17,910		18,170
Series 2007-C3 Class C3, 0.5628% 4/15/13 (e)(k)	1,958		1,883
Series 2009-A2 Class A2, 3.2% 4/15/14	20,000		20,362
Capital One Prime Auto Receivables Trust Series 2007-1 Class B1, 5.76% 12/15/13	5,590		5,496
Capital Trust Ltd. Series 2004-1:
Class A2, 0.7225% 7/20/39 (e)(k)	308		62
Class B, 1.0225% 7/20/39 (e)(k)	178		21
Class C, 1.3725% 7/20/39 (e)(k)	229		18
Carmax Auto Owner Trust Series 2006-2 Class C, 5.53% 3/15/13	5,185		4,822
Carrington Mortgage Loan Trust:
Series 2006-FRE1 Class M1, 0.5656% 7/25/36 (k)	768		27
Series 2006-NC2 Class M7, 1.1156% 6/25/36 (k)	287		5
Series 2006-NC4 Class M1, 0.5656% 10/25/36 (k)	53		2
Series 2006-RFC1 Class M9, 2.1356% 5/25/36 (k)	125		3
Series 2007-RFC1 Class A3, 0.4056% 12/25/36 (k)	1,214		319
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Cendant Timeshare Receivables Funding LLC:
Series 2005 1A Class 2A2, 0.4525% 5/20/17 (e)(k)	$ 149		$ 120
Series 2005-1A Class A1, 4.67% 5/20/17 (e)	167		131
Chase Auto Owner Trust Series 2006-B Class B, 5.24% 4/15/14	2,464		2,420
Chase Issuance Trust:
Series 2004-3 Class C, 0.7428% 6/15/12 (k)	13,382		13,324
Series 2008-9 Class A, 4.26% 5/15/13	3,500		3,656
Series 2009-A3 Class A3, 2.4% 6/17/13	19,250		19,494
CIT Equipment Collateral Trust Series 2006-VT2 Class D, 5.46% 4/20/14	176		157
Citibank Credit Card Issuance Trust:
Series 2007-B2 Class B2, 5% 4/2/12	23,445		23,650
Series 2007-B6 Class B6, 5% 11/8/12	17,265		16,574
Series 2009-A3 Class A3, 2.7% 6/24/13	15,120		15,341
Citigroup Mortgage Loan Trust Series 2007-AMC4 Class M1, 0.5356% 5/25/37 (k)	515		16
CNH Equipment Trust Series 2005-B Class B, 4.57% 7/16/12	3,195		3,085
Countrywide Asset-Backed Certificates Trust:
Series 2006-13 Class 1AF1, 0.3856% 1/25/37 (k)	2		2
Series 2007-11 Class 2A1, 0.3256% 6/25/47 (k)	38		36
Series 2007-4 Class A1A, 0.3856% 9/25/37 (k)	225		211
Countrywide Home Loan Trust Series 2006-13 Class N, 7% 8/25/37 (e)	222		0*
Countrywide Home Loans, Inc.:
Series 2004-2 Class 3A4, 0.5156% 7/25/34 (k)	419		101
Series 2004-3:
Class M1, 0.7656% 6/25/34 (k)	514		282
Class M4, 1.2356% 4/25/34 (k)	108		55
Series 2004-4 Class M2, 0.7956% 6/25/34 (k)	396		254
Series 2005-3 Class MV1, 0.6856% 8/25/35 (k)	1,376		1,251
Series 2005-AB1 Class A2, 0.4756% 8/25/35 (k)	243		223
CPS Auto Receivables Trust:
Series 2006-D Class A3, 5.157% 5/15/11 (e)	13		13
Series 2007-B Class A3, 5.47% 11/15/11 (e)	88		88
Series 2007-C Class A3, 5.43% 5/15/12 (e)	4,136		4,134
Credit Suisse First Boston Mortgage Securities Corp. Series 2005-FIX1 Class A2, 4.31% 5/25/35	1,771		1,573
Discover Card Master Trust I Series 2007-1 Class B, 0.3728% 8/15/12 (k)	1,958		1,922
Diversified REIT Trust Series 2000-1A Class E, 6.971% 3/8/10 (e)	4,135		2,977
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Fannie Mae subordinate REMIC pass-thru certificates Series 2004-T5:
Class AB1, 0.5172% 5/28/35 (k)	$ 634		$ 377
Class AB3, 0.6603% 5/28/35 (k)	273		152
Fieldstone Mortgage Investment Corp.:
Series 2004-3 Class M5, 2.4406% 8/25/34 (k)	196		39
Series 2006-2 Class M1, 0.5756% 7/25/36 (k)	6,145		93
Series 2006-3 Class 2A3, 0.4256% 11/25/36 (k)	3,407		1,035
First Franklin Mortgage Loan Trust:
Series 2005-FF9 Class A3, 0.5456% 10/25/35 (k)	3,265		2,738
Series 2006-FF12 Class A2, 0.3056% 9/25/36 (k)	163		159
Series 2006-FF5 Class 2A2, 0.3756% 4/25/36 (k)	779		752
Ford Credit Auto Owner Trust:
Series 2006-B Class C, 5.68% 6/15/12	9,900		9,533
Series 2006-C:
Class B, 5.3% 6/15/12	91		92
Class C, 5.47% 9/15/12	6,400		6,036
Series 2007-A:
Class B, 5.6% 10/15/12	2,575		2,628
Class C, 5.8% 2/15/13	4,100		3,738
Series 2009-B:
Class A2, 2.4604% 11/15/11	2,500		2,487
Class A3, 3.0891% 8/15/13	3,650		3,539
Ford Credit Floorplan Master Owner Trust Series 2006-4 Class B, 0.8228% 6/15/13 (k)	520		338
Franklin Auto Trust:
Series 2006-1:
Class B, 5.14% 7/21/14	17		14
Class C, 5.41% 7/21/14	153		77
Series 2007-1:
Class A4, 5.03% 2/16/15	8,105		8,339
Class C, 5.43% 2/16/15	9,937		4,729
Fremont Home Loan Trust:
Series 2004-1:
Class M1, 0.9406% 2/25/34 (k)	516		233
Class M2, 1.0156% 2/25/34 (k)	883		685
Series 2004-D:
Class M4, 1.2156% 11/25/34 (k)	410		23
Class M5, 1.2656% 11/25/34 (k)	262		7
Series 2005-A:
Class M3, 0.7556% 1/25/35 (k)	639		149
Class M4, 0.9456% 1/25/35 (k)	245		45
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Fremont Home Loan Trust: - continued
Series 2006-A:
Class M1, 0.5656% 5/25/36 (k)	$ 10,000		$ 215
Class M4, 0.6656% 5/25/36 (k)	128		1
Series 2006-D Class M1, 0.4956% 11/25/36 (k)	77		1
GCO Education Loan Funding Master Trust II Series 2007-1A Class C1L, 1.0413% 9/25/30 (e)(k)	1,714		1,282
GCO Slims Trust Series 2006-1A, 5.72% 3/1/22 (e)	3,781		3,025
GE Business Loan Trust:
Series 2003-1 Class A, 0.7028% 4/15/31 (e)(k)	232		156
Series 2005-2 Class IO, 0.4096% 9/15/17 (e)(k)(m)	253,249		245
Series 2006-2A:
Class A, 0.4528% 11/15/34 (e)(k)	270		162
Class B, 0.5528% 11/15/34 (e)(k)	97		28
Class C, 0.6528% 11/15/34 (e)(k)	162		36
Class D, 1.0228% 11/15/34 (e)(k)	62		10
GE Capital Credit Card Master Note Trust:
Series 2006-1:
Class B, 0.3828% 9/17/12 (k)	599		581
Class C, 0.5128% 9/17/12 (k)	465		437
Series 2007-1:
Class B, 4.95% 3/15/13	16,195		15,385
Class C, 0.5428% 3/15/13 (k)	3,196		2,928
Series 2007-3 Class B, 5.49% 6/15/13	17,655		16,772
GE Equipment Midticket LLC Series 2006-1 Class B, 0.4228% 9/15/17 (k)	126		102
Goal Capital Funding Trust Series 2007-1 Class C1, 1.0075% 6/25/42 (k)	177		106
Greenpoint Credit LLC Series 2001-1 Class 1A, 0.6125% 4/20/32 (k)	656		647
GS Auto Loan Trust Series 2007-1:
Class B, 5.53% 12/15/14	23		20
Class C, 5.74% 12/15/14	49		40
GSAMP Trust:
Series 2004-AR1 Class M1, 0.9156% 6/25/34 (k)	1,604		845
Series 2006-HE6 Class A1, 0.2956% 8/25/36 (k)	6,396		6,140
Series 2006-HE8 Class A2A, 0.3356% 1/25/37 (k)	4,096		3,946
Series 2007-HE1 Class M1, 0.5156% 3/25/47 (k)	658		25
GSR Mortgage Loan Trust:
Series 2004-OPT Class A1, 0.6056% 11/25/34 (k)	11		5
Series 2005-MTR1 Class A1, 0.4056% 10/25/35 (k)	322		319
Series 2006-FM1 Class M3, 0.6156% 4/25/36 (k)	290		3
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Guggenheim Structured Real Estate Funding Ltd.:
Series 2005-1 Class C, 1.3456% 5/25/30 (e)(k)	$ 4,169		$ 625
Series 2006-3:
Class B, 0.6656% 9/25/46 (e)(k)	3,791		569
Class C, 0.8156% 9/25/46 (e)(k)	9,428		943
Home Equity Asset Trust:
Series 2002-2 Class A4, 1.0256% 6/25/32 (k)	33		18
Series 2002-3 Class A5, 1.1456% 2/25/33 (k)	0*		0*
Series 2003-2 Class M1, 1.5856% 8/25/33 (k)	123		60
Series 2003-3:
Class A4, 1.1856% 2/25/33 (k)	2		1
Class M1, 1.5556% 8/25/33 (k)	606		292
Series 2003-5 Class A2, 0.9656% 12/25/33 (k)	205		75
Series 2003-7 Class A2, 1.0256% 3/25/34 (k)	20		8
Series 2004-1 Class M2, 1.9656% 6/25/34 (k)	1,147		653
Series 2004-3 Class M2, 1.9656% 8/25/34 (k)	1,809		1,047
Series 2004-7 Class A3, 0.6556% 1/25/35 (k)	0*		0*
Series 2005-5 Class 2A2, 0.5156% 11/25/35 (k)	183		172
Series 2006-1 Class 2A3, 0.4906% 4/25/36 (k)	1,985		1,826
Series 2006-8 Class 2A1, 0.3156% 3/25/37 (k)	133		123
Honda Auto Receivables Owner Trust:
Series 2009-2 Class A2, 2.22% 9/15/10	5,500		5,554
Series 2009-3 Class A3, 2.31% 5/15/13	4,800		4,816
HSBC Automotive Trust Series 2006-2 Class A4, 5.67% 6/17/13	16,500		17,054
HSBC Credit Card Master Note Trust I Series 2006-1 Class B, 0.4128% 6/15/12 (k)	1,514		1,504
HSBC Home Equity Loan Trust Series 2006-2:
Class M1, 0.5425% 3/20/36 (k)	395		227
Class M2, 0.5625% 3/20/36 (k)	653		317
HSI Asset Securitization Corp. Trust Series 2007-HE1 Class 2A3, 0.4556% 1/25/37 (k)	902		265
Hyundai Auto Receivables Trust:
Series 2006-1:
Class B, 5.29% 11/15/12	275		276
Class C, 5.34% 11/15/12	356		362
Series 2006-B Class C, 5.25% 5/15/13	2,292		2,307
Series 2007-A Class A3A, 5.04% 1/17/12	6,375		6,507
JPMorgan Auto Receivables Trust Series 2006-A:
Class B, 5.36% 12/15/14 (e)	1,154		1,143
Class C, 5.61% 12/15/14 (e)	4,157		3,866
JPMorgan Mortgage Acquisition Trust:
Series 2006-NC2 Class M2, 0.5656% 7/25/36 (k)	49		1
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
JPMorgan Mortgage Acquisition Trust: - continued
Series 2007-CH1:
Class AV4, 0.3956% 11/25/36 (k)	$ 903		$ 406
Class MV1, 0.4956% 11/25/36 (k)	734		75
Series 2007-CH3 Class M1, 0.5656% 3/25/37 (k)	137		5
Keycorp Student Loan Trust:
Series 1999-A Class A2, 1.5575% 12/27/09 (k)	683		542
Series 2006-A:
Class 2A1, 1.2575% 9/27/21 (k)	257		255
Class 2C, 2.3775% 3/27/42 (k)	516		84
Lancer Funding Ltd. Series 2006-1A Class A3, 2.2775% 4/6/46 (e)(k)	1,623		0*
Long Beach Auto Receivables Trust Series 2007-A Class A4, 5.025% 1/15/14	422		388
Long Beach Mortgage Loan Trust:
Series 2004-2 Class M2, 1.3456% 6/25/34 (k)	227		174
Series 2006-6 Class 2A3, 0.4156% 7/25/36 (k)	10,340		3,024
Series 2006-8 Class 2A1, 0.3056% 9/25/36 (k)	3		3
Marriott Vacation Club Owner Trust:
Series 2005-2 Class A, 5.25% 10/20/27 (e)	1,746		1,493
Series 2006-1A:
Class B, 5.827% 4/20/28 (e)	575		345
Class C, 6.125% 4/20/28 (e)	575		317
MASTR Asset Backed Securities Trust:
Series 2006-AM3 Class M1, 0.5256% 10/25/36 (k)	326		9
Series 2007-HE1 Class M1, 0.5656% 5/25/37 (k)	528		18
Meritage Mortgage Loan Trust Series 2004-1 Class M1, 1.0156% 7/25/34 (k)	53		23
Merrill Auto Trust Securitization Series 2007-1 Class B, 5.79% 12/16/13	100		95
Merrill Lynch Mortgage Investors Trust:
Series 2003-OPT1 Class M1, 0.9156% 7/25/34 (k)	191		135
Series 2006-FM1 Class A2B, 0.3756% 4/25/37 (k)	1,581		1,150
Series 2006-MLN1 Class A2A, 0.3356% 7/25/37 (k)	18		17
Series 2006-OPT1 Class A1A, 0.5256% 6/25/35 (k)	1,568		770
Morgan Stanley ABS Capital I Trust:
Series 2004-HE6 Class A2, 0.6056% 8/25/34 (k)	367		77
Series 2005-HE2 Class M1, 0.6656% 1/25/35 (k)	297		113
Series 2005-NC1 Class M1, 0.7056% 1/25/35 (k)	269		108
Series 2005-NC2 Class B1, 1.4356% 3/25/35 (k)	280		44
Series 2006-HE6 Class A2A, 0.3056% 9/25/36 (k)	1,063		1,042
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Morgan Stanley ABS Capital I Trust: - continued
Series 2006-NC4:
Class A2D, 0.5056% 6/25/36 (k)	$ 7,135		$ 1,924
Class M4, 0.6156% 6/25/36 (k)	216		1
Series 2007-HE2 Class M1, 0.5156% 1/25/37 (k)	63		1
Morgan Stanley Dean Witter Capital I Trust Series 2002-NC3 Class A3, 0.9456% 8/25/32 (k)	23		5
Morgan Stanley Home Equity Loans Trust Series 2007-2 Class A1, 0.3656% 4/25/37 (k)	410		335
Morgan Stanley IXIS Real Estate Capital Trust Series 2006-2 Class A1, 0.3156% 11/25/36 (k)	258		243
National Collegiate Funding LLC Series 2004-GT1 Class IO1, 7.87% 6/25/10 (e)(k)(m)	8,942		805
National Collegiate Student Loan Trust:
Series 2004-2 Class AIO, 9.75% 10/25/14 (m)	7,044		1,409
Series 2005-2 Class AIO, 7.73% 3/25/12 (m)	4,760		198
Series 2005-GT1 Class AIO, 6.75% 12/25/09 (m)	4,275		118
Series 2006-1 Class AIO, 5.5% 4/25/11 (m)	13,962		908
Series 2006-2 Class AIO, 6% 8/25/11 (m)	3,755		357
Series 2006-3:
Class A1, 0.2956% 9/25/19 (k)	471		465
Class AIO, 7.1% 1/25/12 (m)	26,229		3,650
Series 2006-4:
Class A1, 0.2956% 3/25/25 (k)	519		498
Class AIO, 6.35% 2/27/12 (m)	4,953		650
Class D, 1.3656% 5/25/32 (k)	398		10
Series 2007-1 Class AIO, 7.27% 4/25/12 (m)	380		63
Series 2007-2 Class AIO, 6.7% 7/25/12 (m)	323		52
Navistar Financial Corp. Owner Trust Series 2005-A Class A4, 4.43% 1/15/14	2,446		2,452
New Century Home Equity Loan Trust Series 2005-D Class M2, 0.7356% 2/25/36 (k)	327		20
Nissan Auto Lease Trust Series 2009-A:
Class A2, 2.01% 4/15/11	3,540		3,555
Class A3, 2.92% 12/15/11	4,400		4,478
Nomura Home Equity Loan Trust Series 2006-HE2 Class A2, 0.3856% 3/25/36 (k)	327		313
Northstar Education Finance, Inc., Delaware Series 2005-1 Class A5, 1.2538% 10/30/45 (k)	5,502		4,402
NovaStar Mortgage Funding Trust Series 2006-6 Class A2A, 0.3356% 1/25/37 (k)	5		4
Ocala Funding LLC:
Series 2005-1A Class A, 1.7725% 3/20/10 (e)(k)	381		149
Series 2006-1A Class A, 1.6725% 3/20/11 (e)(k)	792		293
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Option One Mortgage Loan Trust:
Series 2007-5 Class 2A1, 0.3556% 5/25/37 (k)	$ 12		$ 11
Series 2007-6 Class 2A1, 0.3256% 7/25/37 (k)	15		14
Park Place Securities, Inc.:
Series 2004-WCW1:
Class M3, 1.5156% 9/25/34 (k)	3,309		871
Class M4, 1.7156% 9/25/34 (k)	460		66
Series 2004-WCW2 Class M3, 0.8156% 7/25/35 (k)	2,460		364
Series 2004-WHQ2 Class A3E, 0.6856% 2/25/35 (k)	695		638
Series 2004-WWF1 Class M4, 1.3656% 1/25/35 (k)	7,490		1,296
Series 2005-WCH1:
Class M2, 0.7856% 1/25/35 (k)	944		621
Class M3, 0.8256% 1/25/35 (k)	322		168
Class M4, 1.0956% 1/25/35 (k)	994		162
Series 2005-WHQ2:
Class M7, 1.5156% 5/25/35 (k)	1,178		21
Class M9, 2.1456% 5/25/35 (k)	398		2
People's Choice Home Loan Securities Trust Series 2005-1 Class M4, 1.1656% 1/25/35 (k)	1,650		170
Providian Master Note Trust Series 2006-C1A Class C1, 0.8228% 3/16/15 (e)(k)	2,746		2,487
Rental Car Finance Corp. Series 2005-1A Class A2, 4.59% 6/25/11 (e)	7,652		5,990
Residential Asset Mortgage Products, Inc. Series 2003-RZ2 Class A1, 3.6% 4/25/33	1,013		734
Salomon Brothers Mortgage Securities VII, Inc. Series 2003-HE1 Class A, 1.0656% 4/25/33 (k)	3		2
Saxon Asset Securities Trust Series 2004-1 Class M1, 1.0606% 3/25/35 (k)	1,272		633
Securitized Asset Backed Receivables LLC Trust:
Series 2005-FR4 Class B3, 1.9856% 1/25/36 (k)	23		0*
Series 2006-FR4 Class A2A, 0.3456% 8/25/36 (k)	19		10
Series 2007-NC1 Class A2A, 0.3156% 12/25/36 (k)	12		11
Sierra Receivables Funding Co. Series 2007-1A Class A2, 0.4225% 3/20/19 (e)(k)	675		559
SLM Private Credit Student Loan Trust:
Series 2004 B Class A2, 0.8294% 6/15/21 (k)	8,200		6,289
Series 2004-A:
Class B, 1.2094% 6/15/33 (k)	2,087		1,022
Class C, 1.5794% 6/15/33 (k)	5,771		1,154
Series 2004-B Class C, 1.4994% 9/15/33 (k)	8,600		2,924
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Specialty Underwriting & Residential Finance Trust:
Series 2003-BC3 Class M2, 2.6656% 8/25/34 (k)	$ 121		$ 78
Series 2006-AB2 Class N1, 5.75% 6/25/37 (e)	157		2
Structured Asset Investment Loan Trust Series 2004-8 Class M5, 1.4156% 9/25/34 (k)	57		8
Structured Asset Securities Corp.:
Series 2004-GEL1 Class A, 0.6256% 2/25/34 (k)	92		49
Series 2007-GEL1 Class A2, 0.4556% 1/25/37 (e)(k)	881		235
Structured Asset Securities Corp. Mortgage Loan Trust Series 2007-OSI Class A2, 0.3556% 6/25/37 (k)	74		59
Superior Wholesale Inventory Financing Trust Series 2007-AE1:
Class A, 0.3728% 1/15/12 (k)	730		718
Class B, 0.5728% 1/15/12 (k)	621		584
Class C, 0.8728% 1/15/12 (k)	773		634
SVO VOI Mortgage Corp. Series 2006-AA Class A, 5.28% 2/20/24 (e)	350		298
Swift Master Auto Receivables Trust:
Series 2007-1:
Class A, 0.3728% 6/15/12 (k)	2,098		2,025
Class B, 0.4928% 6/15/12 (k)	101		93
Class C, 0.7728% 6/15/12 (k)	61		43
Series 2007-2 Class A, 0.9228% 10/15/12 (k)	8,386		7,998
Terwin Mortgage Trust:
Series 2003-4HE Class A1, 1.1256% 9/25/34 (k)	386		132
Series 2003-6HE Class A1, 0.7356% 11/25/33 (k)	25		9
Trapeza CDO XII Ltd./, Inc. Series 2007-12A Class B, 1.1375% 4/6/42 (e)(k)	261		13
Triad Auto Receivables Owner Trust Series 2007-A Class A3, 5.28% 2/13/12	422		425
Turquoise Card Backed Securities PLC:
Series 2006-2:
Class B, 0.4228% 10/17/11 (k)	2,496		2,402
Class C, 0.6228% 10/17/11 (k)	2,337		2,190
Series 2007-1 Class C, 0.6428% 6/15/12 (k)	2,471		1,853
Volkswagen Auto Lease Trust Series 2009-A:
Class A2, 1% 7/15/11	4,430		4,487
Class A3, 3.41% 4/16/12	11,200		11,479
Wachovia Auto Loan Owner Trust:
Series 2006-1:
Class A4, 5.08% 4/20/12 (e)	234		239
Class D, 5.42% 4/21/14 (e)	18,700		15,918
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Wachovia Auto Loan Owner Trust: - continued
Series 2006-2A:
Class A3, 5.23% 8/22/11 (e)	$ 1,364		$ 1,368
Class B, 5.29% 6/20/12 (e)	98		101
Class D, 5.54% 12/20/12 (e)	11,864		10,724
Series 2007-1 Class D, 5.65% 2/20/13	14,015		12,459
WaMu Asset Holdings Corp. Series 2006-8 Class N1, 6.048% 10/25/46 (e)	598		0*
WaMu Asset-Backed Certificates Series 2006-HE3 Class M4, 0.6456% 10/25/36 (k)	406		7
WaMu Master Note Trust:
Series 2006-A3A Class A3, 0.3028% 9/16/13 (e)(k)	3,699		3,698
Series 2006-C2A Class C2, 0.7728% 8/15/15 (e)(k)	5,080		4,474
Series 2007-A4A Class A4, 5.2% 10/15/14 (e)	18,786		19,474
Series 2007-A5A Class A5, 1.0228% 10/15/14 (e)(k)	1,040		1,035
Series 2007-C1 Class C1, 0.6728% 5/15/14 (e)(k)	3,116		3,037
Wells Fargo Home Equity Trust Series 2004-3 Class A, 4.5% 11/27/34 (e)(o)	5		0*
WFS Financial Owner Trust Series 2005-3 Class C, 4.54% 5/17/13	3,240		3,262
Whinstone Capital Management Ltd. Series 1A Class B3, 1.4038% 10/25/44 (e)(k)	5,586		670
TOTAL ASSET-BACKED SECURITIES (Cost $718,889)		617,125
Collateralized Mortgage Obligations - 6.4%
Private Sponsor - 0.9%
Arkle Master Issuer PLC floater Series 2006-2A:
Class 2B, 0.56% 2/17/52 (e)(k)	1,718		1,677
Class 2M, 0.64% 2/17/52 (e)(k)	1,168		1,125
Arran Residential Mortgages Funding No. 1 PLC floater Series 2006-1A Class DB, 0.94% 4/12/56 (e)(k)	961		625
Banc of America Mortgage Securities, Inc.:
Series 2003-K Class 1A1, 5.2037% 12/25/33 (k)	44		34
Series 2003-L Class 2A1, 5.2191% 1/25/34 (k)	385		329
Series 2004-1 Class 2A2, 4.6617% 10/25/34 (k)	294		247
Series 2004-A Class 2A2, 5.4508% 2/25/34 (k)	91		78
Series 2004-B:
Class 1A1, 4.6868% 3/25/34 (k)	76		59
Class 2A2, 4.5749% 3/25/34 (k)	252		214
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Banc of America Mortgage Securities, Inc.: - continued
Series 2004-C Class 1A1, 4.097% 4/25/34 (k)	$ 103		$ 85
Series 2004-D:
Class 1A1, 3.8783% 5/25/34 (k)	71		55
Class 2A2, 3.8898% 5/25/34 (k)	613		518
Series 2004-G Class 2A7, 4.2585% 8/25/34 (k)	522		445
Series 2004-H Class 2A1, 4.469% 9/25/34 (k)	494		407
Series 2005-H Class 1A1, 4.6982% 9/25/35 (k)	761		595
Bear Stearns ALT-A Trust floater Series 2005-1 Class A1, 0.5456% 1/25/35 (k)	2,698		2,093
Bear Stearns Commercial Mortgage Securities Trust Series 2006-T24 Class X2, 0.4243% 10/12/41 (e)(k)(m)	1,160		15
Countrywide Alternative Loan Trust:
planned amortization class Series 2003-5T2 Class A2, 0.6656% 5/25/33 (k)	32		32
Series 2006-OC5N Class N, 7.25% 7/25/37 (e)	2,020		0*
Countrywide Home Loans, Inc. Series 2005-HYB3 Class 2A6B, 4.3939% 6/20/35 (k)	66		27
Credit Suisse First Boston Adjustable Rate Mortgage Trust floater Series 2005-2 Class 6M2, 0.7456% 6/25/35 (k)	993		70
Credit Suisse First Boston Mortgage Securities Corp. floater:
Series 2004-AR7 Class 6A2, 1.0256% 8/25/34 (k)	23		12
Series 2004-AR8 Class 8A2, 1.0256% 9/25/34 (k)	162		108
Series 2007-AR7 Class 2A1, 3.934% 11/25/34 (k)	41		34
Deutsche Alt-A Securities Mortgage Loan Trust floater Series 2007-BAR1 Class A3, 0.4256% 3/25/37 (k)	2,313		830
DSLA Mortgage Loan Trust Series 2006-AR2 Class 2AB1, 0.3688% 9/19/36 (k)	281		258
First Horizon Mortgage pass-thru Trust floater Series 2004-FL1 Class 2A1, 1.4488% 12/25/34 (k)	36		18
Fosse Master Issuer PLC:
floater Series 2006-1A:
Class B2, 0.67% 10/18/54 (e)(k)	2,075		1,650
Class C2, 0.98% 10/18/54 (e)(k)	696		452
Class M2, 0.76% 10/18/54 (e)(k)	1,193		818
Series 2007-1A Class C2, 1.06% 10/18/54 (e)(k)	4,177		3,595
Gracechurch Mortgage Financing PLC floater Series 2006-1 Class D2, 0.895% 11/20/56 (e)(k)	1,751		1,226
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Gracechurch Mortgage Funding PLC floater Series 1A Class DB, 0.98% 10/11/41 (e)(k)	$ 2,097		$ 1,678
Granite Master Issuer PLC floater:
Series 2005-4 Class C2, 0.8225% 12/20/54 (k)	49		7
Series 2006-1A Class C2, 0.8725% 12/20/54 (e)(k)	4,170		626
Series 2006-2:
Class C1, 0.7425% 12/20/54 (k)	15,090		1,811
Class M2, 0.5025% 12/20/54 (k)	3,000		540
Series 2006-3 Class C2, 0.7725% 12/20/54 (k)	6,611		793
Series 2006-4:
Class B1, 0.3625% 12/20/54 (k)	13,366		4,678
Class C1, 0.6525% 12/20/54 (k)	8,172		1,226
Class M1, 0.4425% 12/20/54 (k)	3,521		634
Series 2007-1:
Class 1C1, 0.5725% 12/20/54 (k)	1,340		161
Class 1M1, 0.4225% 12/20/54 (k)	881		159
Class 2C1, 0.7025% 12/20/54 (k)	610		73
Class 2M1, 0.5225% 12/20/54 (k)	1,132		204
Series 2007-2 Class 2C1, 0.7028% 12/17/54 (k)	1,568		235
Granite Mortgages PLC floater Series 2003-3 Class 1C, 2.96% 1/20/44 (k)	2,644		333
GSR Mortgage Loan Trust Series 2007-AR2 Class 2A1, 4.8216% 4/25/35 (k)	48		33
Harborview Mortgage Loan Trust floater Series 2005-2 Class 2A1A, 0.5088% 5/19/35 (k)	279		147
Holmes Master Issuer PLC floater Series 2006-1A Class 2C, 0.8994% 7/15/40 (e)(k)	443		413
Impac CMB Trust floater:
Series 2004-11 Class 2A2, 1.0056% 3/25/35 (k)	157		52
Series 2004-9:
Class M2, 1.2406% 1/25/35 (k)	501		163
Class M3, 1.3156% 1/25/35 (k)	371		110
Class M4, 1.8406% 1/25/35 (k)	189		33
Series 2005-1 Class M4, 1.0156% 4/25/35 (k)	17		2
Series 2005-3 Class A1, 0.5056% 8/25/35 (k)	392		183
Lehman Structured Securities Corp. floater Series 2005-1 Class A2, 0.6544% 9/26/45 (e)(k)	1,314		613
MASTR Adjustable Rate Mortgages Trust:
floater Series 2005-1 Class 1A1, 0.5356% 2/25/35 (k)	253		142
Series 2007-3 Class 22A2, 0.4756% 5/25/47 (k)	960		330
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
MASTR Alternative Loan Trust Series 2004-3 Class 3A1, 6% 4/25/34	$ 828		$ 611
MASTR Asset Backed Securities Trust Series 2006-NC3 Class M1, 0.4956% 10/25/36 (k)	131		2
Merrill Lynch Alternative Note Asset Trust floater Series 2007-OAR1 Class A1, 0.4356% 2/25/37 (k)	1,246		551
Merrill Lynch Floating Trust floater Series 2006-1:
Class B, 0.4428% 6/15/22 (e)(k)	151		85
Class C, 0.4628% 6/15/22 (e)(k)	926		389
Class D, 0.4728% 6/15/22 (e)(k)	356		100
Class E, 0.4828% 6/15/22 (e)(k)	570		125
Class F, 0.5128% 6/15/22 (e)(k)	984		197
Class G, 0.5828% 6/15/22 (e)(k)	214		34
Class H, 0.6028% 6/15/22 (e)(k)	428		60
Class J, 0.6428% 6/15/22 (e)(k)	499		60
Merrill Lynch Mortgage Investors Trust floater:
Series 2005-B Class A2, 1.4% 7/25/30 (k)	1,512		1,087
Series 2006-MLN1 Class M4, 0.6256% 7/25/37 (k)	703		3
Opteum Mortgage Acceptance Corp. floater Series 2005-3 Class APT, 0.5556% 7/25/35 (k)	1,982		1,329
Option One Mortgage Loan Trust floater Series 2007-CP1 Class M1, 0.5656% 3/25/37 (k)	1,778		79
Permanent Financing No. 8 PLC floater Class 3C, 1.17% 6/10/42 (k)	1,429		1,126
Permanent Master Issuer PLC floater Series 2006-1 Class 2C, 0.9094% 7/17/42 (k)	4,397		3,297
RESI Finance LP/RESI Finance DE Corp. floater:
Series 2003-B:
Class B5, 2.6256% 7/10/35 (e)(k)	1,139		581
Class B6, 3.1256% 7/10/35 (e)(k)	134		62
Series 2004-A:
Class B4, 1.4756% 2/10/36 (e)(k)	511		205
Class B5, 1.9756% 2/10/36 (e)(k)	341		128
Series 2004-B:
Class B4, 1.3756% 2/10/36 (e)(k)	286		92
Class B5, 1.8256% 2/10/36 (e)(k)	215		62
Class B6, 2.2756% 2/10/36 (e)(k)	76		19
Series 2004-C:
Class B4, 1.2256% 9/10/36 (e)(k)	382		126
Class B5, 1.6256% 9/10/36 (e)(k)	427		123
Class B6, 2.0256% 9/10/36 (e)(k)	87		20
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Residential Asset Mortgage Products, Inc.:
sequential payer:
Series 2003-SL1 Class A31, 7.125% 4/25/31	$ 276		$ 244
Series 2004-SL3 Class A1, 7% 8/25/16	32		28
Series 2005-AR5 Class 1A1, 4.3273% 9/19/35 (k)	1,428		902
Residential Funding Securities Corp. floater Series 2003-RP2 Class A1, 0.7156% 6/25/33 (e)(k)	235		166
ResMAE Mortgage Loan Trust floater Series 2006-1 Class A2A, 0.3656% 2/25/36 (e)(k)	27		27
Sasco Net Interest Margin Trust Series 2006-BC1A Class A, 6.25% 3/27/36 (e)	1,466		0*
Sequoia Mortgage Trust floater:
Series 2004-6 Class A3B, 1.6013% 7/20/34 (k)	31		21
Series 2004-7 Class A3B, 1.535% 7/20/34 (k)	20		12
Soundview Home Equity Loan Trust floater Series 2006-EQ1 Class M7, 1.0656% 9/25/36 (k)	222		4
Structured Adjustable Rate Mortgage Loan Trust floater Series 2005-10 Class A1, 0.4656% 6/25/35 (k)	607		350
Structured Asset Securities Corp. floater Series 2004-NP1 Class A, 0.6656% 9/25/33 (e)(k)	56		27
TBW Mortgage-Backed pass-thru certificates floater Series 2006-4 Class A3, 0.4656% 9/25/36 (k)	2,204		1,047
Thornburg Mortgage Securities Trust floater Series 2006-4 Class A2B, 0.3856% 7/25/36 (k)	7,194		6,812
Wachovia Bank Commercial Mortgage Trust Series 2004-C14 Class PP, 4.89% 8/15/41 (e)(k)	5,903		4,880
WaMu Mortgage pass-thru certificates floater Series 2006-AR11 Class C1B1, 0.3456% 9/25/46 (k)	41		40
Wells Fargo Mortgage Backed Securities Trust:
Series 2004-T Class A1, 3.954% 9/25/34 (k)	180		153
Series 2005-AR2 Class 2A2, 4.57% 3/25/35	909		788
Series 2005-AR3 Class 2A1, 3.768% 3/25/35 (k)	1,107		924
TOTAL PRIVATE SPONSOR			60,088
U.S. Government Agency - 5.5%
Fannie Mae:
planned amortization class:
Series 1993-187 Class L, 6.5% 7/25/23	2,447		2,539
Series 2006-53 Class WB, 6% 12/25/31	7,925		8,341
Series 2006-64 Class PA, 5.5% 2/25/30	13,624		14,091
Series 2008-29 Class CA, 4.5% 9/25/35	21,418		22,218
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
U.S. Government Agency - continued
Fannie Mae subordinate REMIC pass-thru certificates:
planned amortization class:
Series 2005-67 Class HD, 5.5% 12/25/30	$ 11,138		$ 11,644
Series 2006-4 Class PB, 6% 9/25/35	13,885		14,835
Series 2006-49 Class CA, 6% 2/25/31	17,481		18,163
Series 2006-54 Class PE, 6% 2/25/33	6,310		6,671
sequential payer:
Series 2001-40 Class Z, 6% 8/25/31	3,113		3,329
Series 2002-56 Class MC, 5.5% 9/25/17	2,035		2,174
Series 2003-123 Class AB, 4% 10/25/16	8,028		8,255
Series 2003-76 Class BA, 4.5% 3/25/18	8,679		9,061
Series 2004-3 Class BA, 4% 7/25/17	5,893		6,082
Freddie Mac sequential payer:
Series 2114 Class ZM, 6% 1/15/29	1,449		1,552
Series 2508 Class UL, 5% 12/15/16	1,778		1,834
Freddie Mac Multi-class participation certificates sequential payer Series 3555:
Class CM, 4% 12/15/14	52,381		54,100
Class KH, 4% 12/15/14	51,803		53,383
Freddie Mac Multi-class participation certificates guaranteed:
planned amortization class:
Series 2382 Class MB, 6% 11/15/16	4,255		4,529
Series 2394 Class KD, 6% 12/15/16	2,504		2,663
Series 2417 Class EH, 6% 2/15/17	1,380		1,471
Series 2535 Class PC, 6% 9/15/32	4,531		4,793
Series 2617 Class TH, 4.5% 5/15/15	3,472		3,534
Series 2656 Class BW, 4.5% 4/15/28	4,545		4,630
Series 2690 Class PD, 5% 2/15/27	7,224		7,409
Series 2702 Class AB, 4.5% 7/15/27	12,633		12,972
Series 2755 Class LC, 4% 6/15/27	6,509		6,623
Series 2901 Class UM, 4.5% 1/15/30	12,178		12,618
sequential payer:
Series 2609 Class UJ, 6% 2/15/17	2,897		3,060
Series 2635 Class DG, 4.5% 1/15/18	9,922		10,327
Series 2780 Class A, 4% 12/15/14	6,560		6,658
Series 2786 Class GA, 4% 8/15/17	4,012		4,148
Series 2809 Class UA, 4% 12/15/14	389		389
Series 2867 Class EA, 4.5% 11/15/18	3,335		3,439
Series 2895 Class EJ, 4% 8/15/17	7,317		7,552
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
U.S. Government Agency - continued
Freddie Mac Multi-class participation certificates guaranteed: - continued
sequential payer:
Series 2970 Class YA, 5% 9/15/18	$ 3,349		$ 3,478
Series 3077 Class GA, 4.5% 8/15/19	6,342		6,612
TOTAL U.S. GOVERNMENT AGENCY			345,177
TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS (Cost $437,868)		405,265
Commercial Mortgage Securities - 4.7%
280 Park Avenue Trust floater Series 2001-280 Class X1, 0.9822% 2/3/11 (e)(k)(m)	79,987		1,075
Asset Securitization Corp. Series 1997-D5 Class PS1, 1.556% 2/14/43 (k)(m)	20,334		715
Banc of America Commercial Mortgage Trust sequential payer:
Series 2006-4 Class A1, 5.363% 7/10/46 (k)	102		104
Series 2006-5 Class A1, 5.185% 9/10/47	2,275		2,314
Series 2007-2 Class A1, 5.421% 4/10/49	72		74
Series 2007-3 Class A1, 5.6581% 6/10/49 (k)	6,689		6,781
Banc of America Commercial Mortgage, Inc.:
sequential payer:
Series 2004-2 Class A2, 3.52% 11/10/38	5		5
Series 2006-1 Class A1, 5.219% 9/10/45 (k)	245		248
Series 2002-2 Class XP, 2.0377% 7/11/43 (e)(k)(m)	31,533		188
Series 2003-2 Class XP, 0.4553% 3/11/41 (e)(k)(m)	5,033		17
Series 2004-6 Class XP, 0.4453% 12/10/42 (k)(m)	34,418		349
Series 2005-4 Class XP, 0.1661% 7/10/45 (k)(m)	57,379		276
Banc of America Large Loan, Inc. floater:
Series 2005-MIB1:
Class F, 0.7428% 3/15/22 (e)(k)	415		207
Class G, 0.8028% 3/15/22 (e)(k)	269		121
Series 2006-BIX1:
Class F, 0.5828% 10/15/19 (e)(k)	1,104		552
Class G, 0.6028% 10/15/19 (e)(k)	767		345
Bayview Commercial Asset Trust:
floater:
Series 2003-2 Class M1, 1.1156% 12/25/33 (e)(k)	65		33
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bayview Commercial Asset Trust: - continued
floater:
Series 2004-1:
Class A, 0.6256% 4/25/34 (e)(k)	$ 2,970		$ 2,109
Class B, 2.1656% 4/25/34 (e)(k)	316		126
Class M1, 0.8256% 4/25/34 (e)(k)	269		159
Class M2, 1.4656% 4/25/34 (e)(k)	235		118
Series 2004-2:
Class A, 0.6956% 8/25/34 (e)(k)	2,160		1,512
Class M1, 0.8456% 8/25/34 (e)(k)	721		360
Series 2004-3:
Class A1, 0.6356% 1/25/35 (e)(k)	3,772		2,452
Class A2, 0.6856% 1/25/35 (e)(k)	535		332
Class M1, 0.7656% 1/25/35 (e)(k)	266		135
Class M2, 1.2656% 1/25/35 (e)(k)	151		66
Series 2005-2A:
Class A1, 0.5756% 8/25/35 (e)(k)	1,050		686
Class M1, 0.6956% 8/25/35 (e)(k)	73		30
Class M2, 0.7456% 8/25/35 (e)(k)	120		45
Class M3, 0.7656% 8/25/35 (e)(k)	66		23
Class M4, 0.8756% 8/25/35 (e)(k)	61		20
Series 2005-3A:
Class A1, 0.5856% 11/25/35 (e)(k)	540		364
Class A2, 0.6656% 11/25/35 (e)(k)	376		225
Class M1, 0.7056% 11/25/35 (e)(k)	64		26
Class M2, 0.7556% 11/25/35 (e)(k)	81		32
Class M3, 0.7756% 11/25/35 (e)(k)	73		26
Class M4, 0.8656% 11/25/35 (e)(k)	90		32
Series 2005-4A:
Class A2, 0.6556% 1/25/36 (e)(k)	5,179		3,107
Class B1, 1.6656% 1/25/36 (e)(k)	406		110
Class M1, 0.7156% 1/25/36 (e)(k)	1,653		777
Class M2, 0.7356% 1/25/36 (e)(k)	538		237
Class M3, 0.7656% 1/25/36 (e)(k)	712		292
Class M4, 0.8756% 1/25/36 (e)(k)	395		146
Class M5, 0.9156% 1/25/36 (e)(k)	395		130
Class M6, 0.9656% 1/25/36 (e)(k)	401		116
Series 2006-1:
Class A2, 0.6256% 4/25/36 (e)(k)	1,695		972
Class M1, 0.6456% 4/25/36 (e)(k)	527		213
Class M2, 0.6656% 4/25/36 (e)(k)	558		212
Class M3, 0.6856% 4/25/36 (e)(k)	479		173
Class M4, 0.7856% 4/25/36 (e)(k)	272		94
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bayview Commercial Asset Trust: - continued
floater:
Series 2006-1:
Class M5, 0.8256% 4/25/36 (e)(k)	$ 262		$ 86
Class M6, 0.9056% 4/25/36 (e)(k)	571		177
Series 2006-2A:
Class A1, 0.4956% 7/25/36 (e)(k)	1,908		1,281
Class A2, 0.5456% 7/25/36 (e)(k)	1,414		821
Class B1, 1.1356% 7/25/36 (e)(k)	511		148
Class B3, 2.9656% 7/25/36 (e)(k)	843		212
Class M1, 0.5756% 7/25/36 (e)(k)	1,483		602
Class M2, 0.5956% 7/25/36 (e)(k)	1,044		398
Class M3, 0.6156% 7/25/36 (e)(k)	826		299
Class M4, 0.6856% 7/25/36 (e)(k)	554		191
Class M5, 0.7356% 7/25/36 (e)(k)	683		224
Class M6, 0.8056% 7/25/36 (e)(k)	1,073		331
Series 2006-3A:
Class B1, 1.0656% 10/25/36 (e)(k)	113		17
Class B2, 1.6156% 10/25/36 (e)(k)	82		10
Class B3, 2.8656% 10/25/36 (e)(k)	133		17
Class M4, 0.6956% 10/25/36 (e)(k)	125		29
Class M5, 0.7456% 10/25/36 (e)(k)	150		30
Class M6, 0.8256% 10/25/36 (e)(k)	293		53
Series 2006-4A:
Class A1, 0.4956% 12/25/36 (e)(k)	578		388
Class A2, 0.5356% 12/25/36 (e)(k)	2,621		1,219
Class B1, 0.9656% 12/25/36 (e)(k)	90		20
Class B2, 1.5156% 12/25/36 (e)(k)	93		18
Class B3, 2.7156% 12/25/36 (e)(k)	157		28
Class M1, 0.5556% 12/25/36 (e)(k)	188		63
Class M2, 0.5756% 12/25/36 (e)(k)	126		39
Class M3, 0.6056% 12/25/36 (e)(k)	128		38
Class M4, 0.6656% 12/25/36 (e)(k)	153		43
Class M5, 0.7056% 12/25/36 (e)(k)	140		37
Class M6, 0.7856% 12/25/36 (e)(k)	126		30
Series 2007-1:
Class A2, 0.5356% 3/25/37 (e)(k)	2,692		1,319
Class B1, 0.9356% 3/25/37 (e)(k)	864		156
Class B2, 1.4156% 3/25/37 (e)(k)	623		93
Class B3, 3.6156% 3/25/37 (e)(k)	1,768		212
Class M1, 0.5356% 3/25/37 (e)(k)	731		278
Class M2, 0.5556% 3/25/37 (e)(k)	550		176
Class M3, 0.5856% 3/25/37 (e)(k)	488		146
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bayview Commercial Asset Trust: - continued
floater:
Series 2007-1:
Class M4, 0.6356% 3/25/37 (e)(k)	$ 375		$ 101
Class M5, 0.6856% 3/25/37 (e)(k)	612		147
Class M6, 0.7656% 3/25/37 (e)(k)	855		184
Series 2007-2A:
Class A1, 0.5356% 7/25/37 (e)(k)	443		257
Class A2, 0.5856% 7/25/37 (e)(k)	415		195
Class B1, 1.8656% 7/25/37 (e)(k)	129		19
Class B2, 2.5156% 7/25/37 (e)(k)	112		15
Class B3, 3.6156% 7/25/37 (e)(k)	126		16
Class M1, 0.6356% 7/25/37 (e)(k)	147		52
Class M2, 0.6756% 7/25/37 (e)(k)	82		25
Class M3, 0.7556% 7/25/37 (e)(k)	83		21
Class M4, 0.9156% 7/25/37 (e)(k)	161		32
Class M5, 1.0156% 7/25/37 (e)(k)	142		26
Class M6, 1.2656% 7/25/37 (e)(k)	180		27
Series 2007-3:
Class A2, 0.5556% 7/25/37 (e)(k)	672		332
Class B1, 1.2156% 7/25/37 (e)(k)	586		116
Class B2, 1.8656% 7/25/37 (e)(k)	1,511		257
Class B3, 4.2656% 7/25/37 (e)(k)	780		115
Class M1, 0.5756% 7/25/37 (e)(k)	506		190
Class M2, 0.6056% 7/25/37 (e)(k)	543		189
Class M3, 0.6356% 7/25/37 (e)(k)	882		289
Class M4, 0.7656% 7/25/37 (e)(k)	1,383		403
Class M5, 0.8656% 7/25/37 (e)(k)	701		172
Class M6, 1.0656% 7/25/37 (e)(k)	534		124
Series 2007-4A:
Class A2, 0.8156% 9/25/37 (e)(k)	4,941		2,718
Class B1, 2.8156% 9/25/37 (e)(k)	835		109
Class B2, 3.7156% 9/25/37 (e)(k)	3,110		373
Class M1, 1.2156% 9/25/37 (e)(k)	779		195
Class M2, 1.3156% 9/25/37 (e)(k)	779		164
Class M4, 1.8656% 9/25/37 (e)(k)	2,047		348
Class M5, 2.0156% 9/25/37 (e)(k)	2,047		307
Class M6, 2.2156% 9/25/37 (e)(k)	2,047		276
Series 2004-1 Class IO, 1.25% 4/25/34 (e)(m)	22,291		346
Series 2006-2A Class IO, 1.7976% 7/25/36 (c)(e)(m)	56,968		3,407
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bear Stearns Commercial Mortgage Securities Trust:
floater:
Series 2006-BBA7:
Class G, 0.7128% 3/15/19 (e)(k)	$ 542		$ 260
Class H, 0.9228% 3/15/19 (e)(k)	365		157
Class J, 1.1228% 3/15/19 (e)(k)	274		104
Series 2007-BBA8:
Class D, 0.5228% 3/15/22 (e)(k)	303		151
Class E, 0.5728% 3/15/22 (e)(k)	1,576		730
Class F, 0.6228% 3/15/22 (e)(k)	967		413
Class G, 0.6728% 3/15/22 (e)(k)	248		97
Class H, 0.8228% 3/15/22 (e)(k)	303		109
Class J, 0.9728% 3/15/22 (e)(k)	303		85
sequential payer:
Series 2006-PW12 Class A2, 5.688% 9/11/38	6,640		6,684
Series 2006-T24 Class A1, 4.905% 10/12/41 (k)	85		86
Series 2007-PW17 Class A1, 5.282% 6/11/50	6,771		6,828
Series 2002-TOP8 Class X2, 2.0832% 8/15/38 (e)(k)(m)	35,994		740
Series 2003-PWR2 Class X2, 0.4648% 5/11/39 (e)(k)(m)	73,485		598
Series 2004-PWR6 Class X2, 0.6187% 11/11/41 (e)(k)(m)	24,558		396
Series 2005-PWR9 Class X2, 0.3883% 9/11/42 (e)(k)(m)	163,436		1,628
Series 2006-PW13 Class A1, 5.294% 9/11/41	8,409		8,579
Series 2007-PW15 Class A1, 5.016% 2/11/44	58		58
Series 2007-T28 Class A1, 5.422% 9/11/42	3,380		3,437
C-BASS Trust floater Series 2006-SC1 Class A, 0.5356% 5/25/36 (e)(k)	6,441		3,332
CDC Commercial Mortgage Trust Series 2002-FX1 Class XCL, 2.3511% 5/15/35 (e)(k)(m)	140,596		5,207
Chase Commercial Mortgage Securities Corp. Series 2001-245 Class A1, 5.974% 2/12/16 (e)(k)	1,167		1,174
Citigroup Commercial Mortgage Trust:
floater Series 2006-FL2:
Class G, 0.6028% 11/15/36 (e)(k)	323		90
Class H, 0.6428% 11/15/36 (e)(k)	258		65
sequential payer Series 2005-EMG Class A2, 4.2211% 9/20/51 (e)	824		827
Series 2004-C2 Class XP, 0.8556% 10/15/41 (e)(k)(m)	26,683		488
Series 2007-C6 Class A1, 5.622% 12/10/49 (k)	195		199
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Citigroup/Deutsche Bank Commercial Mortgage Trust:
sequential payer Series 2006-CD2 Class A1, 5.302% 1/15/46	$ 4,150		$ 4,205
Series 2006-CD3 Class X3, 0.4233% 10/15/48 (k)(m)	304,068		4,424
Cobalt CMBS Commercial Mortgage Trust sequential payer:
Series 2006-C1 Class A1, 5.043% 8/15/48	73		73
Series 2007-C2:
Class A1, 5.064% 4/15/47 (k)	3,178		3,223
Class A2, 5.334% 4/15/47	12,642		12,307
COMM pass-thru certificates:
floater:
Series 2005-F10A:
Class D, 0.5828% 4/15/17 (e)(k)	640		336
Class E, 0.6428% 4/15/17 (e)(k)	204		98
Class F, 0.6828% 4/15/17 (e)(k)	116		52
Class G, 0.8228% 4/15/17 (e)(k)	116		49
Class H, 0.8928% 4/15/17 (e)(k)	116		47
Class J, 1.1228% 4/15/17 (e)(k)	89		35
Series 2005-FL11:
Class F, 0.7228% 11/15/17 (e)(k)	259		125
Class G, 0.7728% 11/15/17 (e)(k)	179		83
sequential payer Series 2006-C8 Class A1, 5.11% 12/10/46	25		25
Series 2004-LBN2 Class X2, 0.8704% 3/10/39 (e)(k)(m)	11,014		123
Series 2005-LP5 Class XP, 0.3391% 5/10/43 (k)(m)	51,043		271
Series 2006-C8 Class XP, 0.4956% 12/10/46 (k)(m)	5,639		86
Commercial Mortgage Asset Trust sequential payer Series 1999-C1 Class A3, 6.64% 1/17/32	680		683
Credit Suisse Commercial Mortgage Trust:
sequential payer:
Series 2006-C5 Class A1, 5.297% 12/15/39	188		191
Series 2007-C3 Class A1, 5.664% 6/15/39 (k)	42		43
Series 2006-C5 Class ASP, 0.6636% 12/15/39 (k)(m)	241,717		5,119
Credit Suisse First Boston Mortgage Securities Corp.:
sequential payer Series 2002-CP5 Class A1, 4.106% 12/15/35	3,822		3,884
Series 1998-C1 Class D, 7.17% 5/17/40	3,905		4,034
Series 1999-C1 Class E, 8.1143% 9/15/41 (k)	6,370		6,347
Series 2001-CK6 Class AX, 0.9618% 9/15/18 (k)(m)	110,209		1,764
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Credit Suisse First Boston Mortgage Securities Corp.: - continued
Series 2003-C3 Class ASP, 1.6921% 5/15/38 (e)(k)(m)	$ 69,983		$ 895
Series 2003-C4 Class ASP, 0.4415% 8/15/36 (e)(k)(m)	3,224		14
Series 2004-C1 Class ASP, 0.953% 1/15/37 (e)(k)(m)	49,453		661
Series 2005-C1 Class ASP, 0.3041% 2/15/38 (e)(k)(m)	250,377		1,873
Series 2005-C2 Class ASP, 0.5445% 4/15/37 (e)(k)(m)	48,124		579
Credit Suisse Mortgage Capital Certificates floater Series 2007-TFL1:
Class C:
0.4428% 2/15/22 (e)(k)	1,256		477
0.5428% 2/15/22 (e)(k)	448		135
Class F, 0.5928% 2/15/22 (e)(k)	897		242
DLJ Commercial Mortgage Corp. sequential payer Series 2000-CF1 Class A1B, 7.62% 6/10/33	4,370		4,465
First Union National Bank-Bank of America Commercial Mortgage Trust Series 2001-C1 Class D, 6.484% 3/15/33	6,920		6,238
GE Capital Commercial Mortgage Corp.:
sequential payer Series 2004-C3 Class A2, 4.433% 7/10/39	4,950		4,993
Series 2001-1 Class X1, 1.0483% 5/15/33 (e)(k)(m)	72,386		1,015
Series 2004-C1 Class X2, 1.3053% 11/10/38 (e)(k)(m)	3,087		41
Series 2007-C1 Class XP, 0.2088% 12/10/49 (k)(m)	4,112		29
GMAC Commercial Mortgage Securities, Inc.:
sequential payer Series 2003-C2 Class A1, 4.576% 5/10/40	8,087		8,267
Series 2003-C3 Class X2, 0.8723% 12/10/38 (e)(k)(m)	3,541		26
Series 2004-C3 Class X2, 0.6224% 12/10/41 (k)(m)	29,078		351
Greenwich Capital Commercial Funding Corp.:
sequential payer:
Series 2007-GG11 Class A1, 5.358% 12/10/49	209		213
Series 2007-GG9 Class A1, 5.233% 3/10/39	53		54
Series 2003-C1 Class XP, 2.2423% 7/5/35 (e)(k)(m)	1,869		28
Series 2003-C2 Class XP, 1.1772% 1/5/36 (e)(k)(m)	75,115		651
Series 2005-GG3 Class XP, 0.9155% 8/10/42 (e)(k)(m)	117,600		1,979
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
GS Mortgage Securities Corp. II floater:
Series 2006-FL8A Class F, 0.7156% 6/6/20 (e)(k)	$ 562		$ 259
Series 2007-EOP:
Class C, 0.5956% 3/6/20 (e)(k)	4,021		3,056
Class D, 0.6456% 3/6/20 (e)(k)	1,390		1,043
Class E, 0.7156% 3/6/20 (e)(k)	1,905		1,410
Class F, 0.7556% 3/6/20 (e)(k)	967		706
Class G, 0.7956% 3/6/20 (e)(k)	479		345
Class H, 0.9256% 3/6/20 (e)(k)	799		551
Class J, 1.1256% 3/6/20 (e)(k)	1,146		768
GS Mortgage Securities Trust sequential payer Series 2007-GG10 Class A1, 5.69% 8/10/45	80		82
Hilton Hotel Pool Trust:
sequential payer Series 2000-HLTA Class A1, 7.055% 10/3/15 (e)	913		949
Series 2000-HLTA Class D, 7.555% 10/3/15 (e)	4,870		5,198
JPMorgan Chase Commercial Mortgage Securities Corp.:
sequential payer Series 2001-C1 Class A2, 5.464% 10/12/35	1,295		1,313
Series 2002-C3 Class X2, 1.1342% 7/12/35 (e)(k)(m)	25,963		73
Series 2003-CB7 Class X2, 0.9262% 1/12/38 (e)(k)(m)	12,184		97
Series 2003-LN1 Class X2, 0.8121% 10/15/37 (e)(k)(m)	88,391		555
Series 2004-C1 Class X2, 1.1524% 1/15/38 (e)(k)(m)	14,745		166
Series 2004-CB8 Class X2, 1.2614% 1/12/39 (e)(k)(m)	18,542		242
JPMorgan Chase Commercial Mortgage Securities Trust:
floater Series 2006-FLA2:
Class D, 0.5028% 11/15/18 (e)(k)	167		72
Class E, 0.5528% 11/15/18 (e)(k)	237		103
Class F, 0.6028% 11/15/18 (e)(k)	356		150
Class G, 0.6328% 11/15/18 (e)(k)	309		133
Class H, 0.7728% 11/15/18 (e)(k)	237		84
sequential payer:
Series 2006-LDP9 Class A1, 5.17% 5/15/47 (k)	4,413		4,489
Series 2008-C2 Class A1, 5.017% 2/12/51	2,090		2,100
LB-UBS Commercial Mortgage Trust:
sequential payer:
Series 2006-C6 Class A1, 5.23% 9/15/39	3,295		3,352
Series 2006-C7 Class A1, 5.279% 11/15/38	1,436		1,464
Series 2007-C1 Class A1, 5.391% 2/15/40 (k)	1,892		1,927
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
LB-UBS Commercial Mortgage Trust: - continued
sequential payer:
Series 2007-C2 Class A1, 5.226% 2/15/40	$ 1,841		$ 1,871
Series 2002-C4 Class XCP, 1.3562% 10/15/35 (e)(k)(m)	56,318		24
Series 2002-C7 Class XCP, 1.1607% 1/15/36 (e)(k)(m)	39,014		110
Series 2003-C1 Class XCP, 1.4505% 12/15/36 (e)(k)(m)	18,642		126
Series 2004-C2 Class XCP, 1.2332% 3/15/36 (e)(k)(m)	36,727		536
Series 2004-C4 Class A2, 4.567% 6/15/29 (k)	55		56
Series 2004-C6 Class XCP, 0.7902% 8/15/36 (e)(k)(m)	34,608		369
Series 2006-C1 Class XCP, 0.342% 2/15/41 (k)(m)	226,217		2,151
Series 2006-C6 Class XCP, 0.6633% 9/15/39 (k)(m)	140,280		2,668
Series 2007-C1 Class XCP, 0.4737% 2/15/40 (k)(m)	55,096		792
Series 2007-C2 Class XCP, 0.5136% 2/15/40 (k)(m)	250,856		4,172
LB-UBS Westfield Trust Series 2001-WM, 6.754% 7/14/16 (e)	5,530		5,513
Lehman Brothers Floating Rate Commercial Mortgage Trust floater Series 2006-LLFA:
Class F, 0.6128% 9/15/21 (e)(k)	770		212
Class G, 0.6328% 9/15/21 (e)(k)	1,521		380
Class H, 0.6728% 9/15/21 (e)(k)	392		88
Merrill Lynch Mortgage Trust:
sequential payer:
Series 2004-MKB1 Class A2, 4.353% 2/12/42	92		92
Series 2007-C1 Class A1, 4.533% 6/12/50	176		177
Series 2005-MCP1 Class XP, 0.5308% 6/12/43 (k)(m)	42,369		758
Series 2005-MKB2 Class XP, 0.1639% 9/12/42 (k)(m)	22,106		132
Merrill Lynch-CFC Commercial Mortgage Trust:
sequential payer:
Series 2007-6 Class A1, 5.175% 3/12/51	1,923		1,952
Series 2007-8 Class A1, 4.622% 8/12/49	3,251		3,276
Series 2007-9 Class A2, 5.59% 9/12/49	4,770		4,687
Series 2006-4 Class XP, 0.6228% 12/12/49 (k)(m)	107,789		2,305
Morgan Stanley Capital I Trust:
floater:
Series 2006-XLF Class C, 1.473% 7/15/19 (e)(k)	554		55
Series 2007-XCLA Class A1, 0.473% 7/17/17 (e)(k)	1,829		1,006
Series 2007-XLCA Class B, 0.7728% 7/17/17 (e)(k)	1,139		57
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Morgan Stanley Capital I Trust: - continued
floater:
Series 2007-XLFA:
Class D, 0.463% 10/15/20 (e)(k)	$ 449		$ 112
Class E, 0.523% 10/15/20 (e)(k)	562		112
Class F, 0.573% 10/15/20 (e)(k)	337		61
Class G, 0.613% 10/15/20 (e)(k)	417		92
Class H, 0.703% 10/15/20 (e)(k)	262		26
Class J, 0.853% 10/15/20 (e)(k)	300		24
Class MHRO, 0.963% 10/15/20 (e)(k)	158		17
Class MJPM, 1.273% 10/15/20 (e)(k)	52		5
Class MSTR, 0.973% 10/15/20 (e)(k)	94		13
Class NHRO, 1.163% 10/15/20 (e)(k)	234		21
Class NSTR, 1.123% 10/15/20 (e)(k)	87		10
sequential payer:
Series 2003-IQ5 Class X2, 0.9799% 4/15/38 (e)(k)(m)	26,809		396
Series 2006-HQ8 Class A1, 5.124% 3/12/44	626		629
Series 2006-T23 Class A1, 5.682% 8/12/41	2,014		2,062
Series 2007-HQ11 Class A1, 5.246% 2/12/44	3,369		3,426
Series 2007-IQ13 Class A1, 5.05% 3/15/44	50		50
Series 2007-IQ14:
Class A1, 5.38% 4/15/49	128		131
Class A2, 5.61% 4/15/49	12,445		12,399
Series 2007-T25 Class A1, 5.391% 11/12/49	77		79
Series 2003-IQ6 Class X2, 0.5812% 12/15/41 (e)(k)(m)	55,055		637
Series 2005-HQ5 Class X2, 0.2111% 1/14/42 (k)(m)	44,327		285
Series 2005-IQ9 Class X2, 1.1689% 7/15/56 (e)(k)(m)	45,290		1,005
Series 2005-TOP17 Class X2, 0.5894% 12/13/41 (k)(m)	32,630		547
Series 2006-HQ10 Class X2, 0.69% 11/12/41 (e)(k)(m)	2,767		37
Series 2007-HQ12 Series A1, 5.519% 4/12/49 (k)	86		88
Series 2007-XLC1:
Class C, 0.8728% 7/17/17 (e)(k)	1,544		77
Class D, 0.9728% 7/17/17 (e)(k)	726		36
Class E, 1.0728% 7/17/17 (e)(k)	590		29
Morgan Stanley Dean Witter Capital I Trust:
Series 2003-HQ2 Class X2, 1.5251% 3/12/35 (e)(k)(m)	47,877		901
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Morgan Stanley Dean Witter Capital I Trust: - continued
Series 2003-TOP9 Class X2, 1.399% 11/13/36 (e)(k)(m)	$ 29,681		$ 568
STRIPS III Ltd./STRIPS III Corp. floater Series 2004-1A Class A, 0.7475% 3/24/18 (e)(k)	634		571
Wachovia Bank Commercial Mortgage Trust:
floater:
Series 2005-WL5A Class K, 1.4728% 1/15/18 (e)(k)	859		516
Series 2006-WL7A:
Class E, 0.5528% 9/15/21 (e)(k)	938		282
Class F, 0.6281% 8/11/18 (e)(k)	1,264		253
Class G, 0.6481% 8/11/18 (e)(k)	1,198		180
Class J, 0.8881% 8/11/18 (e)(k)	266		27
Series 2007-WHL8:
Class AP1, 0.9728% 6/15/20 (e)(k)	68		14
Class AP2, 1.0728% 6/15/20 (e)(k)	112		17
Class F, 0.7528% 6/15/20 (e)(k)	2,172		434
Class LXR2, 1.0728% 6/15/20 (e)(k)	1,481		148
sequential payer:
Series 2003-C7 Class A1, 4.241% 10/15/35 (e)	11,400		11,559
Series 2006-C29 Class A1, 5.11% 11/15/48	265		269
Series 2007-C30 Class A1, 5.031% 12/15/43	3,093		3,132
Series 2007-C31 Class A1, 5.14% 4/15/47	1,791		1,816
Series 2003-C8 Class XP, 0.3689% 11/15/35 (e)(k)(m)	1,550		7
Series 2003-C9 Class XP, 0.4822% 12/15/35 (e)(k)(m)	1,564		9
Series 2005-C20 Class A3SF, 0.4175% 7/15/42 (k)	6,893		6,564
Series 2006-C23 Class X, 0.0795% 1/15/45 (e)(k)(m)	1,048,735		4,028
Series 2007-C30 Class XP, 0.4317% 12/15/43 (e)(k)(m)	268,654		4,060
TOTAL COMMERCIAL MORTGAGE SECURITIES (Cost $351,188)		295,025
Certificates of Deposit - 0.4%
BNP Paribas SA yankee 0.84% 2/16/10	7,000		7,016
Lloyds TSB Bank PLC yankee 0.83% 2/12/10	18,500		18,515
TOTAL CERTIFICATES OF DEPOSIT (Cost $25,503)		25,531

Fixed-Income Funds - 0.7%
	Shares
Fidelity Corporate Bond 1-5 Year Central Fund (l) (Cost $43,295)	$ 433,584		44,351
Cash Equivalents - 18.8%
	Maturity Amount (000s)		Value (000s)
Investments in repurchase agreements in a joint trading account at:
0.2%, dated 8/31/09 due 9/1/09 (Collateralized by U.S. Treasury Obligations) #	$ 210,924		$ 210,923
0.21%, dated 8/31/09 due 9/1/09 (Collateralized by U.S. Government Obligations) # (a)	976,885		976,879
TOTAL CASH EQUIVALENTS (Cost $1,187,802)		1,187,802
TOTAL INVESTMENT PORTFOLIO - 116.4% (Cost $7,494,133)			7,371,035
NET OTHER ASSETS - (16.4)%			(1,037,472)
NET ASSETS - 100%		$ 6,333,563

Futures Contracts
	Expiration Date	Underlying Face Amount at Value (000s)	Unrealized Appreciation/ (Depreciation) (000s)
Purchased
Eurodollar Contracts
381 Eurodollar 90 Day Index Contracts	Sept. 2009	$ 380,683	$ 2,206
382 Eurodollar 90 Day Index Contracts	Dec. 2009	381,561	960
382 Eurodollar 90 Day Index Contracts	March 2010	381,317	854
382 Eurodollar 90 Day Index Contracts	June 2010	380,954	720
112 Eurodollar 90 Day Index Contracts	Sept. 2010	111,577	88
TOTAL EURODOLLAR CONTRACTS			$ 4,828

Swap Agreements
	Expiration Date	Notional Amount (000s)	Value (000s)
Credit Default Swaps
Receive monthly notional amount multiplied by 3.05% and pay Merrill Lynch upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-NC8, Class B3, 7.2913% 9/25/34 (Rating-B1) (j)	Oct. 2034	$ 439	$ (330)
Receive monthly notional amount multiplied by 3.35% and pay Morgan Stanley, Inc. upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-HE7, Class B3, 9.01% 8/25/34 (Rating-C) (j)	Sept. 2034	427	(403)
Receive monthly notional amount multiplied by .82% and pay UBS upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-NC6 Class M3, 5.6413% 7/25/34 (j)	August 2034	336	(246)
Receive monthly notional amount multiplied by .85% and pay UBS upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-NC8 Class M6, 5.4413% 9/25/34 (j)	Oct. 2034	401	(286)
Receive monthly notional amount multiplied by 2.54% and pay Merrill Lynch upon credit event of Countrywide Home Loans, Inc., par value of the notional amount of Countrywide Home Loans, Inc. Series 2003-BC1 Class B1, 7.6913% 3/25/32 (Rating-Ba1) (j)	April 2032	129	(71)
Swap Agreements - continued
	Expiration Date	Notional Amount (000s)	Value (000s)
Credit Default Swaps - continued
Receive monthly notional amount multiplied by 2.61% and pay Goldman Sachs upon credit event of Fremont Home Loan Trust, par value of the notional amount of Fremont Home Loan Trust Series 2004-1 Class M9, 7.3913% 2/25/34 (Rating-Baa3) (j)	March 2034	$ 41	$ (6)
Receive monthly notional amount multiplied by 2.61% and pay Goldman Sachs upon credit event of Fremont Home Loan Trust, par value of the notional amount of Fremont Home Loan Trust Series 2004-A Class B3, 7.0413% 1/25/34 (Rating-C) (j)	Feb. 2034	4	(4)
		$ 1,777	$ (1,346)

Legend

(a) Includes investment made with cash collateral received from securities on loan.

(b) Non-income producing - Issuer is in default.

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

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

(e) 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 $511,248,000 or 8.1% of net assets.

(f) Under the Temporary Liquidity Guarantee Program, the Federal Deposit Insurance Corporation guarantees principal and interest in the event of payment default or bankruptcy until the earlier of maturity date of the debt or until June 30, 2012. At the end of the period these securities amounted to $235,633,000 or 3.7% of net assets.

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

(h) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $1,416,000.

(i) Security or a portion of the security has been segregated as collateral for open swap agreements. At the period end, the value of securities pledged amounted to $1,404,000.

(j) Represents a credit default swap contract in which the fund has sold protection on the underlying reference entity. The value of each credit default swap and the credit rating can be measures of the current payment/performance risk. For the underlying reference entity, ratings disclosed are from Moody's Investor Services, Inc. Where Moody's ratings are not available, S&P ratings are disclosed and are indicated as such. All ratings are as of the report date and do not reflect subsequent changes. Where a credit rating is not disclosed, the value is used as the measure of the payment/performance risk.

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

(l) Affiliated fund that is 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 web site 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, is available at fidelity.com. 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 web site or upon request

(m) 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 held as of the end of the period.

(n) 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 $7,254,000 or 0.1% of net assets.

Additional information on each holding is as follows:

Security	Acquisition Date	Acquisition Cost (000s)
Iberbond 2004 PLC 4.826% 12/24/17	11/30/05	$ 7,819

(o) Non-income producing

* Amount represents less than $1,000.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty	Value (Amounts in thousands)
$210,923,000 due 9/01/09 at 0.20%
BNP Paribas Securities Corp.	$ 36,268
Banc of America Securities LLC	18,058
Bank of America, NA	45,146
Deutsche Bank Securities, Inc.	19,864
ING Financial Markets LLC	5,810
J.P. Morgan Securities, Inc.	36,117
Mizuho Securities USA, Inc.	18,058
Morgan Stanley & Co., Inc.	9,029
Societe Generale, New York Branch	22,573
	$ 210,923
$976,879,000 due 9/01/09 at 0.21%
J.P. Morgan Securities, Inc.	$ 976,879

Affiliated Central Funds

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

Fund	Income earned (Amounts in thousands)
Fidelity 1-3 Year Duration Securitized Bond Central Fund	$ 1,313
Fidelity Corporate Bond 1-5 Year Central Fund	2,961
Fidelity Ultra-Short Central Fund	2,931
Total	$ 7,205

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

Fund (Amounts in thousands)	Value, beginning of period	Purchases	Sales Proceeds	Value, end of period	% ownership, end of period
Fidelity 1-3 Year Duration Securitized Bond Central Fund	$ 67,969	$ 993	$ 63,926*	$ -	0.0%
Fidelity Corporate Bond 1-5 Year Central Fund	87,771	1,730	44,709	44,351	13.4%
Fidelity Ultra-Short Central Fund	404,096	-	339,889*	-	0.0%
Total	$ 559,836	$ 2,723	$ 448,524	$ 44,351

* Includes the value of shares redeemed through in-kind transactions. See Note 8 of the Notes to Financial Statements.

Other Information

The following is a summary of the inputs used, as of August 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description (Amounts in thousands)	Total	Level 1	Level 2	Level 3
Investments in Securities:
Asset-Backed Securities	$ 617,125	$ -	$ 567,958	$ 49,167
Cash Equivalents	1,187,802	-	1,187,802	-
Certificates of Deposit	25,531	-	25,531	-
Collateralized Mortgage Obligations	405,265	-	394,613	10,652
Commercial Mortgage Securities	295,025	-	246,614	48,411
Corporate Bonds	1,484,278	-	1,484,278	-
Fixed-Income Funds	44,351	44,351	-	-
U.S. Government Agency - Mortgage Securities	581,345	-	581,345	-
U.S. Government and Government Agency Obligations	2,730,313	-	2,730,313	-
Total Investments in Securities:	$ 7,371,035	$ 44,351	$ 7,218,454	$ 108,230
Derivative Instruments:
Assets
Futures Contracts	$ 4,828	$ 4,828	$ -	$ -
Valuation Inputs at Reporting Date:
Description (Amounts in thousands)	Total	Level 1	Level 2	Level 3
Derivative Instruments:
Liabilities
Swap Agreements	$ (1,346)	$ -	$ (532)	$ (814)
Total Derivative Instruments:	$ 3,482	$ 4,828	$ (532)	$ (814)

The following is a reconciliation of Investments in Securities and Derivative Instruments for which Level 3 inputs were used in determining value: (Amounts in thousands)
Investments in Securities: Asset-Backed Securities
Beginning Balance	$ 24,298
Total Realized Gain (Loss)	(7,364)
Total Unrealized Gain (Loss)	7,663
Cost of Purchases	14,711
Proceeds of Sales	(21,335)
Amortization/Accretion	(31,986)
Transfers in/out of Level 3	63,180
Ending Balance	$ 49,167
The change in unrealized gain (loss) attributable to Level 3 securities at August 31, 2009	$ (25,644)
Collateralized Mortgage Obligations
Beginning Balance	$ 38
Total Realized Gain (Loss)	79
Total Unrealized Gain (Loss)	(17,071)
Cost of Purchases	4,075
Proceeds of Sales	(1,460)
Amortization/Accretion	73
Transfers in/out of Level 3	24,918
Ending Balance	$ 10,652
The change in unrealized gain (loss) attributable to Level 3 securities at August 31, 2009	$ (17,073)
Commercial Mortgage Securities
Beginning Balance	$ -
Total Realized Gain (Loss)	633
Total Unrealized Gain (Loss)	(19,737)
Cost of Purchases	22,427
Proceeds of Sales	(9,439)
Amortization/Accretion	(1,452)
Transfers in/out of Level 3	55,979
Ending Balance	$ 48,411
The change in unrealized gain (loss) attributable to Level 3 securities at August 31, 2009	$ (19,741)
Derivative Instruments:
Swap Agreements
Beginning Balance	$ (12,767)
Total Unrealized Gain (loss)	11,931
Transfers in/out of Level 3	22
Ending Balance	$ (814)
Realized gain (loss) on Swap Agreements for the period	$ (12,906)
The change in unrealized gain (loss) attributable to Level 3 Swap Agreements at August 31, 2009	$ 350

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities and Derivative Instruments identified as using Level 3 inputs at either the beginning or the end of the current fiscal period, and includes the value of securities received through affiliated in-kind transactions. See Note 8 of the Notes to Financial Statements. Transfers in or out of Level 3 represents either the beginning value (for transfer in), or the ending value (for transfer out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by risk exposure as of August 31, 2009. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Risk Exposure / Derivative Type	Value
(Amounts in thousands)	Asset	Liability
Credit Risk
Swap Agreements (b)	$ -	$ (1,346)
Interest Rate Risk
Futures Contracts (a)	4,828	-
Total Value of Derivatives	$ 4,828	$ (1,346)

(a) Reflects cumulative appreciation/(depreciation) on futures contracts as disclosed on the Schedule of Investments. Only the period end variation margin is separately disclosed on the Statement of Assets and Liabilities.

(b) Value is disclosed on the Statement of Assets and Liabilities in the Unrealized Appreciation and Unrealized Depreciation on Swap Agreements line-items.

Income Tax Information

At August 31, 2009, the fund had a capital loss carryforward of approximately $238,844,000 of which $22,435,000, $14,473,000, $2,521,000, $20,065,000 and $179,350,000 will expire on August 31, 2013, 2014, 2015, 2016 and 2017, respectively.

The fund intends to elect to defer to its fiscal year ending August 31, 2010 approximately $220,484,000 of losses recognized during the period November 1, 2008 to August 31, 2009.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)	August 31, 2009
Assets
Investment in securities, at value (including securities loaned of $956,433 and repurchase agreements of $1,187,802) - See accompanying schedule: Unaffiliated issuers (cost $7,450,838)	$ 7,326,684
Fidelity Central Funds (cost $43,295)	44,351
Total Investments (cost $7,494,133)		$ 7,371,035
Cash		1
Receivable for investments sold		321
Receivable for swap agreements		3
Receivable for fund shares sold		10,891
Interest receivable		35,993
Distributions receivable from Fidelity Central Funds		199
Receivable for daily variation on futures contracts		88
Other receivables		64
Total assets		7,418,595
Liabilities
Payable for investments purchased Regular delivery	$ 16,450
Delayed delivery	83,278
Payable for fund shares redeemed	3,952
Distributions payable	726
Unrealized depreciation on swap agreements	1,346
Accrued management fee	1,648
Other affiliated payables	685
Other payables and accrued expenses	68
Collateral on securities loaned, at value	976,879
Total liabilities		1,085,032
Net Assets		$ 6,333,563
Net Assets consist of:
Paid in capital		$ 6,920,011
Undistributed net investment income		10,135
Accumulated undistributed net realized gain (loss) on investments		(476,967)
Net unrealized appreciation (depreciation) on investments		(119,616)
Net Assets		$ 6,333,563

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

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Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)	August 31, 2009
Short-Term Bond: Net Asset Value, offering price and redemption price per share ($6,333,165 ÷ 770,272.0 shares)		$ 8.22
Class F: Net Asset Value, offering price and redemption price per share ($398 ÷ 48.4 shares)		$ 8.22

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

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Financial Statements - continued

Statement of Operations

Amounts in thousands	Year ended August 31, 2009
Investment Income
Interest		$ 206,217
Income from Fidelity Central Funds		7,205
Total income		213,422
Expenses
Management fee	$ 18,575
Transfer agent fees	5,813
Fund wide operations fee	1,754
Independent trustees' compensation	21
Interest	33
Miscellaneous	27
Total expenses before reductions	26,223
Expense reductions	(39)	26,184
Net investment income		187,238
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	(98,345)
Fidelity Central Funds	(173,529)
Futures contracts	14,746
Swap agreements	(18,561)
Total net realized gain (loss)		(275,689)
Change in net unrealized appreciation (depreciation) on: Investment securities	193,773
Futures contracts	(4,084)
Swap agreements	15,783
Total change in net unrealized appreciation (depreciation)		205,472
Net gain (loss)		(70,217)
Net increase (decrease) in net assets resulting from operations		$ 117,021

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

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Statement of Changes in Net Assets

Amounts in thousands	Year ended August 31, 2009	Year ended August 31, 2008
Increase (Decrease) in Net Assets
Operations
Net investment income	$ 187,238	$ 309,683
Net realized gain (loss)	(275,689)	(156,867)
Change in net unrealized appreciation (depreciation)	205,472	(132,329)
Net increase (decrease) in net assets resulting from operations	117,021	20,487
Distributions to shareholders from net investment income	(182,933)	(306,499)
Share transactions - net increase (decrease)	(295,010)	(360,773)
Total increase (decrease) in net assets	(360,922)	(646,785)
Net Assets
Beginning of period	6,694,485	7,341,270
End of period (including undistributed net investment income of $10,135 and undistributed net investment income of $5,401, respectively)	$ 6,333,563	$ 6,694,485

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

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Financial Highlights - Short-Term Bond

Years ended August 31,	2009	2008	2007	2006 G	2006 I	2005 I
Selected Per-Share Data
Net asset value, beginning of period	$ 8.31	$ 8.66	$ 8.86	$ 8.82	$ 8.92	$ 8.99
Income from Investment Operations
Net investment incomeD	.260	.376	.421	.133	.344	.243
Net realized and unrealized gain (loss)	(.097)	(.355)	(.208)	.037	(.107)	(.067)
Total from investment operations	.163	.021	.213	.170	.237	.176
Distributions from net investment income	(.253)	(.371)	(.413)	(.130)	(.337)	(.246)
Net asset value, end of period	$ 8.22	$ 8.31	$ 8.66	$ 8.86	$ 8.82	$ 8.92
Total Return B,C	2.07%	.23%	2.41%	1.95%	2.70%	1.98%
Ratios to Average Net Assets E,H
Expenses before reductions	.45%	.45%	.45%	.45% A	.46%	.56%
Expenses net of fee waivers, if any	.45%	.45%	.45%	.45% A	.46%	.56%
Expenses net of all reductions	.45%	.45%	.45%	.44% A	.46%	.56%
Net investment income	3.22%	4.42%	4.77%	4.48% A	3.88%	2.71%
Supplemental Data
Net assets, end of period (in millions)	$ 6,333	$ 6,694	$ 7,341	$ 6,345	$ 5,865	$ 4,879
Portfolio turnover rate F	264% J	71%	82% J	55% A	62%	93%

^A Annualized

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

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

^D Calculated based on average shares outstanding during the period.

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

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

^G For the four month period ended August 31. The Fund changed its fiscal year from April 30 to August 31, effective August 31, 2006.

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

^I For the period ended April 30.

^J The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

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Financial Highlights - Class F

Years ended August 31,	2009 H
Selected Per-Share Data
Net asset value, beginning of period	$ 8.10
Income from Investment Operations
Net investment income D	.042
Net realized and unrealized gain (loss)	.121 G
Total from investment operations	.163
Distributions from net investment income	(.043)
Net asset value, end of period	$ 8.22
Total Return B,C	2.01%
Ratios to Average Net Assets E,I
Expenses before reductions	.35% A
Expenses net of fee waivers, if any	.35% A
Expenses net of all reductions	.35% A
Net investment income	3.02% A
Supplemental Data
Net assets, end of period (000 omitted)	$ 398
Portfolio turnover rate F	264% J

^A Annualized

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

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

^D Calculated based on average shares outstanding during the period.

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

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

^G The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

^H For the period June 26, 2009 (commencement of sale of shares) to August 31, 2009.

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

^J The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

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Notes to Financial Statements

For the period ended August 31, 2009

1. Organization.

Fidelity Short-Term Bond Fund (the Fund) is a fund of Fidelity Fixed-Income Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. In January 2009, the Board of Trustees of the Fund approved the creation of an additional class of shares. The Fund commenced sale of Class F shares and the existing class was designated Short-Term Bond on June 26, 2009. The Fund offers Short-Term Bond and Class F shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. In order to disclose class level financial information dollar amounts presented in the notes are unrounded. Class F shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as investment manager. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds 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 their investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the Fund. These strategies are consistent with the investment objectives of the Fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the Fund. The following summarizes the Fund's investment in each Fidelity Central Fund.

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Notes to Financial Statements - continued

2. Investments in Fidelity Central Funds - continued

Fidelity Central Fund	Investment Manager	Investment Objective	Investment Practices
Fidelity Corporate Bond 1-5 Year Central Fund	Fidelity Investment Money Management, Inc. (FIMM)	Seeks a high level of income by normally investing in investment- grade corporate bonds and other corporate debt securities and repurchase agreements for those securities.	Repurchase Agreements Restricted Securities Swap Agreements

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. A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, October 26, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or

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3. Significant Accounting Policies - continued

Security Valuation - continued

reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of August 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Debt securities, including restricted securities, are valued based on quotations received from dealers who make markets in such securities or by independent pricing services. For corporate bonds, bank notes, and U.S. government and government agency obligations, pricing services generally utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. For asset backed securities, collateralized mortgage obligations, commercial mortgage securities, and U.S. government agency mortgage securities, pricing services generally utilize matrix pricing which considers prepayment speed assumptions, attributes of the collateral, yield or price of bonds of comparable quality, coupon, maturity and types as well as dealer supplied prices. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded. Swaps are marked-to-market daily based on valuations from independent pricing services or dealer-supplied valuations and changes in value are recorded as unrealized appreciation (depreciation). Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value. Actual prices received at disposition may differ.

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

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

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Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

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. 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. 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.

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

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. There are no unrecognized tax benefits in the accompanying financial statements. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. 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.

Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, are recorded on the ex-dividend date. Income dividends

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3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

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

Book-tax differences are primarily due to futures transactions, swap agreements, market discount, partnerships (including allocations from Fidelity Central Funds), deferred trustees compensation, capital loss carryforwards, and losses deferred due to wash sales and excise tax regulations.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation	$ 110,870,112
Unrealized depreciation	(243,629,570)
Net unrealized appreciation (depreciation)	$ (132,759,458)
Undistributed ordinary income	$ 5,706,107
Capital loss carryforward	$ (238,843,964)
Cost for federal income tax purposes	$ 7,503,794,242

The tax character of distributions paid was as follows:

	August 31, 2009	August 31, 2008
Ordinary Income	$ 182,932,593	$ 306,498,719

4. Operating Policies.

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

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Notes to Financial Statements - continued

4. Operating Policies - continued

Delayed Delivery Transactions and When-Issued Securities. The Fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked-to-market daily and equivalent deliverable securities are held for the transaction. The value of the securities purchased on a delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

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

5. Investments in Derivative Instruments.

Objectives and Strategies for Investing in Derivative Instruments. The Fund uses derivative instruments ("derivatives"), including futures contracts and swap agreements, in order to meet its investment objectives. The Fund's strategy is to use derivatives as a risk management tool and as an additional way to gain exposure to certain types of assets. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

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5. Investments in Derivative Instruments - continued

Objectives and Strategies for Investing in Derivative Instruments - continued

While utilizing derivatives in pursuit of its investment objectives, the Fund is exposed to certain financial risks relative to those derivatives. These risks are further explained below:

Credit Risk	Credit risk is the risk that the value of financial instruments will fluctuate as a result of changes in the credit quality of those instruments. Credit risk also includes the risk that the counterparty to a financial instrument will default or be unable to make further principal or interest payments on an obligation or commitment that it has entered into with the Fund.
Interest Rate Risk	Interest rate risk is the risk that the value of interest-bearing financial instruments will fluctuate due to changes in the prevailing levels of market interest rates.

The following notes provide more detailed information about each derivative type held by the Fund:

Futures Contracts. The Fund uses futures contracts to manage its exposure to the bond market and to fluctuations in interest rates. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument. Risks of loss may exceed any futures variation margin reflected in the Fund's Statement of Assets and Liabilities and may include interest rate risk and potential lack of liquidity in the market. Futures have minimal counterparty risk to the Fund since the exchange's clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default. The underlying face amount at value of any open futures contracts at period end is shown in the Schedule of Investments under the caption "Futures Contracts." This amount reflects each contract's exposure to the underlying instrument at period end.

The purchaser or seller of a futures contract is not required to pay for or deliver the instrument unless the contract is held until the delivery date. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Securities deposited to meet margin requirements are identified in the Fund's Schedule of Investments. Futures contracts are marked-to-market daily and subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract. These amounts are reflected as receivables or payables on the Statement of

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Notes to Financial Statements - continued

5. Investments in Derivative Instruments - continued

Futures Contracts - continued

Assets and Liabilities and changes in value are recognized as unrealized gain (loss). Realized gain (loss) is recorded upon the expiration or closing of the futures contract. The net realized gain (loss) and change in unrealized gain (loss) on futures contracts during the period is included on the Statement of Operations. The total underlying face amount of all open futures contracts at period end is indicative of the volume of this derivative type.

Swap Agreements. The Fund entered into swap agreements, which are contracts between two parties to exchange future cash flows at periodic intervals based on a notional principal amount. Payments are exchanged at specified intervals, accrued daily commencing with the effective date of the contract and recorded as realized gains or losses in the Fund's accompanying Statement of Operations. Gains or losses are realized in the event of an early termination of a swap agreement. Any upfront payments made or received upon entering a swap contract to compensate for differences between stated terms of the agreement and prevailing market conditions (e.g. credit spreads, interest rates or other factors) are recorded as realized gains or losses ratably over the term of the swap in the Fund's accompanying Statement of Operations. Risks of loss may exceed amounts recognized on the Fund's Statement of Asset and Liabilities. In addition, there is the risk of failure by the counterparty to perform under the terms of the agreement and lack of liquidity in the market. Details of swap agreements open at period end are included in the Fund's Schedule of Investments under the caption "Swap Agreements." The total notional amount of all open swap agreements at period end is indicative of the volume of this derivative type. Collateral, in the form of cash or securities, may be required to be held in segregated accounts with a fund's custodian bank in accordance with the swap agreement and, if required, is identified in the Fund's Schedule of Investments. The Fund could experience delays and costs in gaining access to the collateral even though it is held in the Fund's custodian bank.

The Fund entered into credit default swap agreements to provide a measure of protection against defaults of an issuer ("buyer of protection") and/or to gain credit exposure to an issuer to which it is not otherwise exposed ("seller of protection"). The issuer may be either a single issuer or a "basket" of issuers. As a buyer of protection, the Fund does so when it holds bonds of the issuer or without owning the underlying asset or debt issued by the reference entity. Under the terms of a credit default swap the buyer of protection receives credit protection in exchange for making periodic payments to the seller of protection based on a fixed percentage applied to a notional principal amount. In return for these payments, the seller of protection acts as a guarantor of the creditworthiness of a reference obligation. Periodic payments are made over the life of the contract provided that no credit event occurs.

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5. Investments in Derivative Instruments - continued

Swap Agreements - continued

For credit default swaps on most corporate and sovereign issuers, credit events include bankruptcy, failure to pay, obligation acceleration or repudiation/moratorium. If a credit event were to occur during the term of the contract, the contract is typically settled in a market auction where the difference between the value of the reference obligation received and the notional amount of the swap is recorded as a realized loss by the seller of protection. For credit default swaps on corporate or sovereign issuers, the obligation that may be put to the seller of protection is not limited to the specific reference obligation described in the Fund's Schedule of Investments.

For credit default swaps on asset-backed securities, a credit event may be triggered by events such as failure to pay principal, maturity extension, rating downgrade or write-down. If a credit event were to occur during the term of the contract, upon notification of the buyer of protection, the seller of protection is obligated to take delivery from the buyer of protection the notional amount of a reference obligation, at par. The difference between the value of the reference obligation received and the notional amount paid is recorded as a realized loss by the seller of protection. For credit default swaps on asset-backed securities, the reference obligation described represents the security that may be put to the seller of protection.

Risks of loss includes credit risk. The Fund's maximum risk of loss from counterparty risk, either as a buyer of protection or as a seller of protection, is the value of the contract. This risk is mitigated by the posting of collateral by the counterparty to the Fund to cover the Fund's exposure to the counterparty. The notional amount of credit default swaps is included in the Fund's Schedule of Investments and approximates the maximum potential amount of future payments that the Fund could be required to make if the Fund is the seller of protection and a credit event were to occur. The total notional amount of all credit default swaps open at period end where the Fund is the seller of protection amounted to $1,776,769 representing .03% of net assets. Credit default swaps are considered to have credit-risk contingent features since they require payment by the seller of protection to the buyer of protection upon the occurrence of a defined credit event. The total value of credit default swaps in a net liability position as of period end was $(1,346,092). The value of assets posted as collateral, net of assets received as collateral, for these swaps was $1,403,936. If a defined credit event had occurred as of period end, the swaps' credit-risk-related contingent features would have been triggered and the Fund would have been required to pay $372,833 in addition to the collateral to settle these swaps.

Typically the value of each credit default swap and credit rating disclosed for each reference obligation in the Fund's Schedule of Investments, where the Fund is the seller of protection, can be used as measures of the current payment/performance risk of the swap. As the value of the swap changes as a positive or negative percentage of the

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Notes to Financial Statements - continued

5. Investments in Derivative Instruments - continued

Swap Agreements - continued

total notional amount, the payment/performance risk may decrease or increase, respectively. Any current or future declines in the value of the swap may be partially offset by upfront payments received by the Fund as the seller of protection if applicable. In addition to these measures, FMR monitors a variety of factors including cash flow assumptions, market activity and market sentiment as part of its ongoing process of assessing payment/performance risk.

Realized and Change in Unrealized Gain (Loss) on Derivative Instruments. A summary of the Fund's value of derivatives by primary risk exposure as of period end, if any, is included at the end of the Fund's Schedule of Investments. The table below reflects the Fund's realized gain (loss) and change in unrealized gain (loss) for derivatives during the period.

Risk Exposure / Derivative Type	Realized Gain (Loss)	Change in Unrealized Gain (Loss)
Credit Risk
Swap Agreements	$ (18,561,496)	$ 15,782,854
Interest Rate Risk
Futures Contracts	14,746,445	(4,084,549)
Total Derivatives Realized and Change in Unrealized Gain (Loss) (a)(b)	$ (3,815,051)	$ 11,698,305

(a) Total derivatives realized gain (loss) included in the Statement of Operations is comprised of $14,746,445 for futures contracts and $(18,561,496) for swap agreements.

(b) Total derivatives change in unrealized gain (loss) included in the Statement of Operations is comprised of $(4,084,549) for futures contracts and $15,782,854 for swap agreements.

6. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, U.S. government securities and liquidations and redemptions executed in-kind from Affiliated Central Funds, aggregated $1,142,137,155 and $1,608,128,191, respectively.

7. 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 .20% of the Fund's average net assets and a group fee rate that averaged .12% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .32% of the Fund's average net assets.

Annual Report

7. Fees and Other Transactions with Affiliates - continued

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 an asset-based fee of .10% of Short-Term Bond's average net assets. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

Fundwide Operations Fee. Pursuant to the Fundwide Operations and Expense Agreement (FWOE), FMR has agreed to provide for fund level expenses (which do not include transfer agent, compensation of the independent Trustees, interest (including commitment fees), taxes or extraordinary expenses, if any) in return for a FWOE fee equal to .35% less the total amount of the management fee. The FWOE paid by the Fund is reduced by an amount equal to the fees and expenses paid to the independent Trustees. For the period, the FWOE fee was equivalent to an annual rate of .03% of average net assets.

8. Other Affiliated Transactions.

During the period, certain Fidelity Central Funds in which the Fund was invested were each liquidated pursuant to a Plan of Liquidation and Dissolution approved by the Central Fund Board. Under the plan, each Central Fund distributed in-kind all of its net assets to its shareholders pro rata at its net asset value (NAV) per share as of the close of business on the liquidation date. As a result, the Fund received cash and securities, including accrued interest, as noted in the following table.

Liquidation Date	Central Fund	Value of Cash and Securities Received (including accrued interest)	Shares of Central Fund Redeemed
01/23/09 (a)	Fidelity Ultra-Short Central Fund	$203,371,987	3,252,583
06/26/09 (b)	Fidelity 1-3 Year Duration Securitized Bond Central Fund	$27,796,075	357,520

(a) Fund recognized a loss as the transaction was considered taxable to the Fund for federal income tax purposes.

(b) Because the Central Fund was a partnership for federal income tax purposes, the liquidation generally was tax free to the Fund.

Annual Report

Notes to Financial Statements - continued

9. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 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 $27,022 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

10. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in cash equivalents. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of interest income. Net income from lending portfolio securities during the period amounted to $2,172,987.

11. Expense Reductions.

Through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $29,599. During the period, credits reduced each class' transfer agent expense as noted in the table below.

	Transfer Agent expense reduction
Short-Term Bond	$ 8,990

Annual Report

12. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended August 31,	2009 A	2008
From net investment income
Short-Term Bond	$ 182,930,708	$ 306,498,719
Class F	1,885	-
Total	$ 182,932,593	$ 306,498,719

^A Distributions for Class F are for the period June 26, 2009 (commencement of sale of shares) to August 31, 2009.

13. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
Years ended August 31,	2009 A	2008	2009 A	2008
Short-Term Bond
Shares sold	229,979,818	168,510,452	$ 1,853,482,993	$ 1,437,933,850
Reinvestment of distributions	21,600,190	34,126,300	174,104,229	290,156,667
Shares redeemed	(286,971,458)	(244,923,178)	(2,322,990,140)	(2,088,864,182)
Net increase (decrease)	(35,391,450)	(42,286,426)	$ (295,402,918)	$ (360,773,665)
Class F
Shares sold	48,250	-	$ 391,545	$ -
Reinvestment of distributions	230	-	1,885	-
Shares redeemed	(32)	-	(260)	-
Net increase (decrease)	48,448	-	$ 393,170	$ -

^A Share transactions for Class F are for the period June 26, 2009 (commencement of sale of shares) to August 31, 2009.

14. 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

Notes to Financial Statements - continued

14. Other - continued

At the end of the period, the Fidelity Freedom Funds were the owners of record, in aggregate of approximately 30% of the total outstanding shares of the fund.

Effective after the close of business on September 25, 2009, the Fidelity Corporate Bond 1-5 Year Central Fund ("1-5 Year"), a Fidelity Central Fund in which the Fund invests, was liquidated pursuant to a Plan of Liquidation and Dissolution approved by its Board of Directors. Under the plan, 1-5 Year distributed in-kind all of its net assets to its shareholders pro rata at its net asset value (NAV) per share as of the close of business on the liquidation date. As a result, the Fund received cash and securities, including accrued interest, of $44,941,724 in return for 433,584 shares of 1-5 Year. Because 1-5 Year was a partnership for federal income tax purposes, the liquidation generally was tax free to the Fund.

15. Credit Risk.

The Fund invests a portion of its assets, directly or indirectly, in structured securities of issuers backed by residential mortgage loans, credit card receivables and automotive loans. The value and related income of these securities is sensitive to changes in economic conditions, including delinquencies and/or defaults.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Fixed-Income Trust and the Shareholders of Fidelity Short-Term Bond Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Short-Term Bond Fund (a fund of Fidelity Fixed-Income Trust) at August 31, 2009, 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 periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Short-Term Bond Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with 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 are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at August 31, 2009 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

October 26, 2009

Annual Report

Trustees and Officers

The Trustees and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 187 funds advised by FMR or an affiliate. Mr. Curvey oversees 407 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd 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.

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, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation
Abigail P. Johnson (47)
	Year of Election or Appointment: 2009 Ms. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Ms. Johnson serves as President of Personal and Workplace Investing (2005-present). Ms. Johnson is a Director 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.
James C. Curvey (74)
	Year of Election or Appointment: 2007 Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-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.

* 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.

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, Age; Principal Occupation
Albert R. Gamper, Jr. (67)
	Year of Election or Appointment: 2006 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. Mr. Gamper currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities), a member of the Board of Trustees, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System. Previously, Mr. Gamper served as Chairman of the Board of Governors, Rutgers University (2004-2007).
Arthur E. Johnson (62)
	Year of Election or Appointment: 2008 Mr. Johnson serves as a member of the Board of Directors of Eaton Corporation (diversified power management, 2009-present) and AGL Resources, Inc. (holding company). Previously, Mr. Johnson served as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor, 1999-2009), and on the Board of Directors of IKON Office Solutions, Inc. (1999-2008). Mr. Arthur E. Johnson and Ms. Abigail P. Johnson are not related.
Michael E. Kenneally (55)
	Year of Election or Appointment: 2009 Mr. Kenneally also serves as Trustee (2009-present) or Member of the Advisory Board (2008-present) of other Fidelity Fixed Income and Asset Allocation Funds. Previously, Mr. Kenneally served as Chairman and Global Chief Executive Officer of Credit Suisse Asset Management (2003-2005). Mr. Kenneally was a Director of The Credit Suisse Funds (U.S. Mutual Fund, 2004-2008) and was awarded the Chartered Financial Analyst (CFA) designation in 1991.
James H. Keyes (68)
	Year of Election or Appointment: 2007 Mr. Keyes serves as a member of the Boards of Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines) and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions). Previously, Mr. Keyes served as a member of the Board of LSI Logic Corporation (semiconductor technologies, 1984-2008).
Marie L. Knowles (62)
	Year of Election or Appointment: 2001 Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. Ms. Knowles currently serves as a Director of McKesson Corporation (healthcare service). Ms. Knowles is an Honorary Trustee of the Brookings Institution and 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 and the Foundation Board of the School of Architecture at the University of Virginia (2007-present). Previously, Ms. Knowles served as a Director of Phelps Dodge Corporation (copper mining and manufacturing, 1994-2007).
Kenneth L. Wolfe (70)
	Year of Election or Appointment: 2005 Mr. Wolfe served as Chairman and a Director (2007-2009) and Chairman and Chief Executive Officer of Hershey Foods Corporation, and as a member of the Boards of Adelphia Communications Corporation (telecommunications, 2003-2006), Bausch & Lomb, Inc. (medical/pharmaceutical, 1993-2007), and Revlon, Inc. (2004-2009).

Annual Report

Trustees and Officers - continued

Executive Officers:

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

Name, Age; Principal Occupation
John R. Hebble (51)
	Year of Election or Appointment: 2008 President and Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Hebble also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments.
Boyce I. Greer (53)
	Year of Election or Appointment: 2005 or 2006 Vice President of Fidelity's Fixed Income Funds (2006) and Asset Allocation Funds (2005). Mr. Greer is also a Trustee of other investment companies advised by FMR. Mr. Greer is President of the Asset Allocation Division (2008-present), President and a Director of Strategic Advisers, Inc. (2008-present), President and a Director of Fidelity Investments Money Management, Inc. (2007-present), and an Executive Vice President of FMR and FMR Co., Inc. (2005-present). Previously, Mr. Greer served as a Director and Managing Director of Strategic Advisers, Inc. (2002-2005).
Christopher P. Sullivan (55)
	Year of Election or Appointment: 2009 Vice President of Fidelity's Bond Funds. Mr. Sullivan also serves as President of Fidelity's Bond Group (2009-present). Previously, Mr. Sullivan served as Managing Director, Co-Head of U.S. Fixed Income at Goldman Sachs Asset Management (2001-2009).
Scott C. Goebel (41)
	Year of Election or Appointment: 2008 Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).
Holly C. Laurent (55)
	Year of Election or Appointment: 2008 Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).
Christine Reynolds (50)
	Year of Election or Appointment: 2008 Chief Financial Officer of the Fidelity 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).
Michael H. Whitaker (42)
	Year of Election or Appointment: 2008 Chief Compliance Officer of Fidelity's Fixed Income and Asset Allocation 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.
Jeffrey S. Christian (47)
	Year of Election or Appointment: 2009 Deputy Treasurer of the Fidelity funds. Mr. Christian also serves as Chief Financial Officer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments. Previously, Mr. Christian served as Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009) and as Vice President of Business Analysis (2003-2004).
Bryan A. Mehrmann (48)
	Year of Election or Appointment: 2005 Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).
Stephanie J. Dorsey (40)
	Year of Election or Appointment: 2008 Deputy Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Ms. Dorsey is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.
Paul M. Murphy (62)
	Year of Election or Appointment: 2007 Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).
Kenneth B. Robins (40)
	Year of Election or Appointment: 2009 Assistant Treasurer of the Fidelity Fixed Income and Asset Allocation Funds. Mr. Robins also serves as President and Treasurer of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).
Gary W. Ryan (51)
	Year of Election or Appointment: 2005 Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

A total of 12.81% 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 $108,616,637 of distributions paid during the period January 1, 2009 to August 31, 2009 as qualifying to be taxed as interest-related dividends for nonresident alien shareholders.

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on July 15, 2009. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1
To elect a Board of Trustees.A
	# of Votes	% of Votes
James C. Curvey
Affirmative	29,535,490,304.51	95.434
Withheld	1,412,983,688.53	4.566
TOTAL	30,948,473,993.04	100.000
Albert R. Gamper, Jr.
Affirmative	29,631,645,146.15	95.745
Withheld	1,316,828,846.89	4.255
TOTAL	30,948,473,993.04	100.000
Abigail P. Johnson
Affirmative	29,481,082,358.76	95.259
Withheld	1,467,391,634.28	4.741
TOTAL	30,948,473,993.04	100.000
Arthur E. Johnson
Affirmative	29,601,580,051.86	95.648
Withheld	1,346,893,941.18	4.352
TOTAL	30,948,473,993.04	100.000
Michael E. Kenneally
Affirmative	29,688,902,929.52	95.930
Withheld	1,259,571,063.52	4.070
TOTAL	30,948,473,993.04	100.000
James H. Keyes
Affirmative	29,647,356,020.99	95.796
Withheld	1,301,117,972.05	4.204
TOTAL	30,948,473,993.04	100.000
Marie L. Knowles
Affirmative	29,665,215,088.51	95.854
Withheld	1,283,258,904.53	4.146
TOTAL	30,948,473,993.04	100.000
Kenneth L. Wolfe
Affirmative	29,580,330,647.68	95.579
Withheld	1,368,143,345.36	4.421
TOTAL	30,948,473,993.04	100.000
PROPOSAL 2
To amend the Declaration of Trust to reduce the required quorum for future shareholder meetings.A
	# of Votes	% of Votes
Affirmative	22,342,326,668.95	72.192
Against	5,700,226,054.43	18.418
Abstain	2,112,037,717.17	6.825
Broker Non-Votes	793,883,552.49	2.565
TOTAL	30,948,473,993.04	100.000
A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Short-Term Bond Fund

On May 21, 2009, the Board of Trustees, including the Independent Trustees (together, the Board), voted to continue the management contract and subadvisory agreements (together, the Advisory Contracts) for the fund for four months, through September 30, 2009, in connection with the reorganization of the Board's new meeting schedule. The Board considered that the contractual terms of and fees payable under the fund's Advisory Contracts involve no changes in (i) the investment process or strategies employed in the management of the fund's assets; (ii) the nature or level of services provided under the fund's Advisory Contracts; or (iii) the day-to-day management of the fund or the persons primarily responsible for such management. The Board concluded that the fund's Advisory Contracts are fair and reasonable, and that the fund's Advisory Contracts should be renewed, without modification, through September 30, 2009, with the understanding that the Board will consider their renewal in September 2009.

Annual Report

Managing Your Investments

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

By Phone

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

(phone_graphic)

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

Press

For mutual fund and brokerage trading.

For quotes.*

For account balances and holdings.

To review orders and mutual
fund activity.

To change your PIN.

To speak to a Fidelity representative.

By PC

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

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

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

Annual Report

To Write Fidelity

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

(letter_graphic)

Making Changes
To Your Account

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

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

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

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

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

Selling shares

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

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

General Correspondence

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

(letter_graphic)

For Retirement
Accounts

Buying shares

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

Selling shares

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

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

General Correspondence

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

Annual Report

To Visit Fidelity

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

Arizona

7001 West Ray Road
Chandler, AZ

15445 N. Scottsdale Road
Scottsdale, AZ

California

815 East Birch Street
Brea, CA

1411 Chapin Avenue
Burlingame, CA

851 East Hamilton Avenue
Campbell, CA

19200 Von Karman Avenue
Irvine, CA

601 Larkspur Landing Circle
Larkspur, CA

2000 Avenue of the Stars
Los Angeles, CA

27101 Puerta Real
Mission Viejo, CA

73-575 El Paseo
Palm Desert, CA

251 University Avenue
Palo Alto, CA

123 South Lake Avenue
Pasadena, CA

16656 Bernardo Ctr. Drive
Rancho Bernardo, CA

1220 Roseville Parkway
Roseville, CA

1740 Arden Way
Sacramento, CA

7676 Hazard Center Drive
San Diego, CA

11943 El Camino Real
San Diego, CA

8 Montgomery Street
San Francisco, CA

3793 State Street
Santa Barbara, CA

1200 Wilshire Boulevard
Santa Monica, CA

398 West El Camino Real
Sunnyvale, CA

111 South Westlake Blvd
Thousand Oaks, CA

21701 Hawthorne Boulevard
Torrance, CA

2001 North Main Street
Walnut Creek, CA

6326 Canoga Avenue
Woodland Hills, CA

Colorado

281 East Flatiron Circle
Broomfield, CO

1625 Broadway
Denver, CO

9185 Westview Road
Lone Tree, CO

Connecticut

48 West Putnam Avenue
Greenwich, CT

265 Church Street
New Haven, CT

300 Atlantic Street
Stamford, CT

29 South Main Street
West Hartford, CT

Delaware

400 Delaware Avenue
Wilmington, DE

Florida

175 East Altamonte Drive
Altamonte Springs, FL

4400 N. Federal Highway
Boca Raton, FL

121 Alhambra Plaza
Coral Gables, FL

2948 N. Federal Highway
Ft. Lauderdale, FL

4671 Town Center Parkway
Jacksonville, FL

8880 Tamiami Trail, North
Naples, FL

230 Royal Palm Way
Palm Beach, FL

3501 PGA Boulevard
Palm Beach Gardens, FL

3550 Tamiami Trail, South
Sarasota, FL

1502 N. Westshore Blvd.
Tampa, FL

2465 State Road 7
Wellington, FL

Georgia

3445 Peachtree Road, N.E.
Atlanta, GA

1000 Abernathy Road
Atlanta, GA

Illinois

One North LaSalle Street
Chicago, IL

401 North Michigan Avenue
Chicago, IL

One Skokie Valley Road
Highland Park, IL

1415 West 22nd Street
Oak Brook, IL

15105 S LaGrange Road
Orland Park, IL

1572 East Golf Road
Schaumburg, IL

Indiana

4729 East 82nd Street
Indianapolis, IN

8480 Keystone Crossing
Indianapolis, IN

Kansas

5400 College Boulevard
Overland Park, KS

Maine

Three Canal Plaza
Portland, ME

Maryland

7315 Wisconsin Avenue
Bethesda, MD

610 York Road
Towson, MD

Massachusetts

801 Boylston Street
Boston, MA

155 Congress Street
Boston, MA

300 Granite Street
Braintree, MA

44 Mall Road
Burlington, MA

238 Main Street
Cambridge, MA

200 Endicott Street
Danvers, MA

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

Annual Report

405 Cochituate Road
Framingham, MA

551 Boston Turnpike
Shrewsbury, MA

Michigan

500 E. Eisenhower Pkwy.
Ann Arbor, MI

280 Old N. Woodward Ave.
Birmingham, MI

30200 Northwestern Hwy.
Farmington Hills, MI

43420 Grand River Avenue
Novi, MI

Minnesota

7740 France Avenue South
Edina, MN

8342 3rd Street North
Oakdale, MN

Missouri

1524 South Lindbergh Blvd.
St. Louis, MO

Nevada

2225 Village Walk Drive
Henderson, NV

New Jersey

501 Route 73 South
Marlton, NJ

150 Essex Street
Millburn, NJ

35 Morris Street
Morristown, NJ

396 Route 17, North
Paramus, NJ

3518 Route 1 North
Princeton, NJ

530 Broad Street
Shrewsbury, NJ

New Mexico

2261 Q Street NE
Albuquerque, NM

New York

1130 Franklin Avenue
Garden City, NY

37 West Jericho Turnpike
Huntington Station, NY

1271 Avenue of the Americas
New York, NY

980 Madison Avenue
New York, NY

61 Broadway
New York, NY

350 Park Avenue
New York, NY

200 Fifth Avenue
New York, NY

733 Third Avenue
New York, NY

11 Penn Plaza
New York, NY

2070 Broadway
New York, NY

1075 Northern Blvd.
Roslyn, NY

799 Central Park Avenue
Scarsdale, NY

North Carolina

4611 Sharon Road
Charlotte, NC

7011 Fayetteville Road
Durham, NC

Ohio

3805 Edwards Road
Cincinnati, OH

1324 Polaris Parkway
Columbus, OH

1800 Crocker Road
Westlake, OH

28699 Chagrin Boulevard
Woodmere Village, OH

Oregon

7493 SW Bridgeport Road
Tigard, OR

Pennsylvania

600 West DeKalb Pike
King of Prussia, PA

1735 Market Street
Philadelphia, PA

12001 Perry Highway
Wexford, PA

Rhode Island

10 Memorial Boulevard
Providence, RI

Tennessee

3018 Peoples Street
Johnson City, TN

7628 West Farmington Blvd.
Germantown, TN

2035 Mallory Lane
Franklin, TN

Texas

10000 Research Boulevard
Austin, TX

4001 Northwest Parkway
Dallas, TX

12532 Memorial Drive
Houston, TX

2701 Drexel Drive
Houston, TX

6560 Fannin Street
Houston, TX

1701 Lake Robbins Drive
The Woodlands, TX

6500 N. MacArthur Blvd.
Irving, TX

6005 West Park Boulevard
Plano, TX

14100 San Pedro
San Antonio, TX

1576 East Southlake Blvd.
Southlake, TX

Utah

279 West South Temple
Salt Lake City, UT

Virginia

1861 International Drive
McLean, VA

Washington

10500 NE 8th Street
Bellevue, WA

1518 6th Avenue
Seattle, WA

Washington, DC

1900 K Street, N.W.
Washington, DC

Wisconsin

16020 West Bluemound Road
Brookfield, WI

Annual Report

Investment Adviser

Fidelity Management & Research Company Boston, MA

Investment Sub-Advisers

Fidelity Research & Analysis Company

Fidelity Investments Money
Management, Inc.

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.

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

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

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.)

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for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

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

Automated line for quickest service

STP-UANN-1009
1.784728.107

Fidelity®
Short-Term Bond
Fund -
Class F

Annual Report

August 31, 2009

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message	<Click Here>	The Chairman's message to shareholders.
Performance	<Click Here>	How the fund has done over time.
Management's Discussion	<Click Here>	The manager's review of fund performance, strategy and outlook.
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>
Proxy Voting Results	<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 1-800-835-5092 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.

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Abigail_P_Johnson)

Dear Shareholder:

We've seen a welcome uptick in the global equity markets this spring and summer, as signs of stabilization in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

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

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

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

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

Sincerely,

/s/Abigail P. Johnson

Abigail P. Johnson

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' 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 August 31, 2009	Past 1 year	Past 5 years	Past 10 years
Class F A	2.05%	2.02%	3.84%

^A The initial offering of Class F shares took place on June 26, 2009. Returns prior to June 26, 2009 are those of Short Term Bond, the original class of the fund.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® Short-Term Bond Fund - Class F on August 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the Barclays Capital U.S. 1-3 Year Govt/Credit Bond Index performed over the same period. The initial offering of Class F took place on June 26, 2009. See above for additional information regarding the performance of Class F.

Annual Report

Management's Discussion of Fund Performance

Market Recap: While the positive returns of taxable bonds were more encouraging than the negative returns posted by major equity indexes for the year ending August 31, 2009, fixed-income securities rode their own wave of volatility. As the credit crisis resulting from a meltdown in the subprime mortgage market deepened in the beginning of the period, bond investors fled from lower-quality debt instruments and flocked to those with backing from the U.S. government. With government interventions around the world beginning to take root in the later months of the period, however, credit conditions improved and signs of stabilization among certain economic indicators emerged, eliciting greater demand for risk. Consequently, bonds further out on the risk spectrum boasted the largest returns. For the year overall, U.S. investment-grade bonds gained 7.94%, as measured by the Barclays Capital U.S. Aggregate Bond Index.

Comments from Robert Galusza, Lead Portfolio Manager of Fidelity® Short-Term Bond Fund: For the year, the fund's Class F shares underperformed the Barclays Capital U.S. 1-3 Year Government/Credit Bond Index, which returned 5.17%. (For specific class-level results, please see the performance section of this report.) In reviewing performance, we're looking at the aggregate of our direct investments and those we made in Fidelity's fixed-income central funds, predominantly Fidelity Ultra-Short Central Fund. What the fund gained from advantageous sector selection in the second half - when it significantly outpaced the benchmark - wasn't enough to offset its poor showing in the first half. Specifically, an underweighting in government-backed bonds detracted, as they outperformed for the period overall. We also lost ground with out-of-index stakes in securitized products - including asset-backed securities backed by highly rated classes of subprime mortgage securities; commercial mortgage-backed securities; and collateralized mortgage obligations - because they lagged over the one-year stretch. However, holdings in asset-backed securities backed by car loans and credit card receivables aided the fund's results. Security selection among government bonds also helped, as did our decisions to add to holdings in corporates and selectively within mortgages, as these sectors finished ahead of the index. Lastly, in terms of the fund's structure, we significantly reduced our overall stake in central funds by the end of the period - including no longer owning Ultra-Short Central - while still maintaining exposure to many of the same securities via direct holdings.

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, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (March 1, 2009 to August 31, 2009) for Short-Term Bond and for the entire period (June 26, 2009 to August 31, 2009) for Class F. The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (March 1, 2009 to August 31, 2009).

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.

Annual Report

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.

	Annualized Expense Ratio	Beginning Account Value	Ending Account Value August 31, 2009	Expenses Paid During Period
Short-Term Bond	.45%
Actual		$ 1,000.00	$ 1,050.10	$ 2.33 B
Hypothetical A		$ 1,000.00	$ 1,022.94	$ 2.29 C
Class F	.35%
Actual		$ 1,000.00	$ 1,020.10	$ .65 B
Hypothetical A		$ 1,000.00	$ 1,023.44	$ 1.79 C

^A 5% return per year before expenses

^B Actual expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period) for Short-Term Bond and multiplied by 67/365 (to reflect the period June 26, 2009 to August 31, 2009) for Class F. 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.

^C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

The information in the following tables is based on the combined investments of the Fund and its pro-rata share of the investments in each non-money market Fidelity Central Fund.

Quality Diversification (% of fund's net assets)
As of August 31, 2009		As of February 28, 2009
	U.S. Government and U.S. Government Agency Obligations† 57.8%		U.S. Government and U.S. Government Agency Obligations† 62.2%
	AAA 8.9%		AAA 10.1%
	AA 5.6%		AA 5.6%
	A 10.3%		A 7.9%
	BBB 12.3%		BBB 10.9%
	BB and Below 1.7%		BB and Below 1.5%
	Not Rated 0.6%		Not Rated 0.4%
	Short-Term Investments and Net Other Assets 2.8%		Short-Term Investments and Net Other Assets 1.4%

We have used ratings from Moody's® Investors Services, Inc. Where Moody's ratings are not available, we have used S&P® ratings. All ratings are as of the report date and do not reflect subsequent downgrades. Securities rated BB or below were rated investment grade at the time of acquisition.

Weighted Average Maturity as of August 31, 2009
		6 months ago
Years	2.0	2.1

The weighted average maturity is based on the dollar-weighted average length of time until principal payments are expected or until securities reach maturity, taking into account any maturity shortening feature such as a call, refunding or redemption provision.

Duration as of August 31, 2009
		6 months ago
Years	1.6	1.6

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

Asset Allocation (% of fund's net assets)
As of August 31, 2009*			As of February 28, 2009**
	Corporate Bonds 24.1%			Corporate Bonds 16.7%
	U.S. Government and U.S. Government Agency Obligations† 57.8%			U.S. Government and U.S. Government Agency Obligations† 62.2%
	Asset-Backed Securities 9.7%			Asset-Backed Securities 11.0%
	CMOs and Other Mortgage Related Securities 5.6%			CMOs and Other Mortgage Related Securities 8.6%
	Municipal Bonds 0.0%			Municipal Bonds 0.1%
	Short-Term Investments and Net Other Assets 2.8%			Short-Term Investments and Net Other Assets 1.4%
* Foreign investments		6.0%	** Foreign investments		5.0%
* Futures and Swaps		6.2%	** Futures and Swaps		9.8%

^† Includes FDIC Guaranteed Corporate Securities.

A holdings listing for the Fund, which presents direct holdings as well as 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.

Annual Report

Investments August 31, 2009

Showing Percentage of Net Assets

Nonconvertible Bonds - 23.4%
	Principal Amount (000s)		Value (000s)
CONSUMER DISCRETIONARY - 1.7%
Auto Components - 0.1%
DaimlerChrysler NA Holding Corp. 5.75% 9/8/11	$ 5,500		$ 5,767
Household Durables - 0.2%
Fortune Brands, Inc. 5.125% 1/15/11	9,146		9,310
Media - 1.3%
AOL Time Warner, Inc. 6.75% 4/15/11	15,000		15,947
Comcast Cable Communications, Inc. 6.75% 1/30/11	22,965		24,422
COX Communications, Inc. 7.125% 10/1/12	18,400		20,399
News America, Inc. 5.3% 12/15/14	9,474		10,156
Time Warner Cable, Inc. 5.4% 7/2/12	12,680		13,526
			84,450
Specialty Retail - 0.1%
Staples, Inc. 7.75% 4/1/11	7,050		7,492
TOTAL CONSUMER DISCRETIONARY			107,019
CONSUMER STAPLES - 0.9%
Beverages - 0.4%
Anheuser-Busch InBev Worldwide, Inc. 7.2% 1/15/14 (e)	11,100		12,467
Diageo Capital PLC 5.2% 1/30/13	2,405		2,568
Diageo Finance BV 5.5% 4/1/13	8,519		9,196
The Coca-Cola Co. 3.625% 3/15/14	590		610
			24,841
Food Products - 0.3%
Cargill, Inc. 5.2% 1/22/13 (e)	2,175		2,275
Kraft Foods, Inc.:
4.125% 11/12/09	1,380		1,390
5.625% 8/11/10	14,495		14,952
			18,617
Household Products - 0.2%
Procter & Gamble International Funding SCA 1.35% 8/26/11	11,184		11,213
TOTAL CONSUMER STAPLES			54,671
ENERGY - 1.5%
Oil, Gas & Consumable Fuels - 1.5%
Delek & Avner-Yam Tethys Ltd. 5.326% 8/1/13 (e)	8,288		8,043
Duke Capital LLC 7.5% 10/1/09	6,050		6,075
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
ENERGY - continued
Oil, Gas & Consumable Fuels - continued
Enterprise Products Operating LP:
4.6% 8/1/12	$ 9,289		$ 9,639
4.625% 10/15/09	14,085		14,109
NGPL PipeCo LLC 6.514% 12/15/12 (e)	6,699		7,249
Petroleum Export Ltd.:
4.623% 6/15/10 (e)	1,283		1,264
4.633% 6/15/10 (e)	771		759
Plains All American Pipeline LP:
4.25% 9/1/12	9,200		9,393
7.75% 10/15/12	1,925		2,128
Ras Laffan Liquid Natural Gas Co. Ltd. III 4.5% 9/30/12 (e)	3,544		3,632
Rockies Express Pipeline LLC 6.25% 7/15/13 (e)	8,777		9,458
Southeast Supply Header LLC 4.85% 8/15/14 (e)	9,401		9,545
Williams Companies, Inc. 6.375% 10/1/10 (e)	11,000		11,257
			92,551
FINANCIALS - 10.8%
Capital Markets - 1.3%
Bear Stearns Companies, Inc. 5.85% 7/19/10	21,335		21,924
Goldman Sachs Group, Inc. 3.625% 8/1/12	21,000		21,428
Janus Capital Group, Inc. 6.125% 9/15/11 (c)	4,828		4,781
Merrill Lynch & Co., Inc. 6.05% 8/15/12	4,605		4,799
Morgan Stanley:
5.05% 1/21/11	6,808		7,031
6% 5/13/14	5,890		6,246
6.75% 4/15/11	8,280		8,806
Northern Trust Corp. 4.625% 5/1/14	1,346		1,429
The Bank of New York, Inc. 4.3% 5/15/14	5,445		5,729
			82,173
Commercial Banks - 3.0%
American Express Bank FSB 0.3244% 4/26/10 (k)	6,977		6,905
Bank of America NA 1.0588% 5/12/10 (k)	12,250		12,159
Bank One Corp. 7.875% 8/1/10	4,708		4,979
Chase Manhattan Corp. 7.875% 6/15/10	10,588		11,125
Credit Suisse New York Branch:
3.45% 7/2/12	36,750		37,497
5.5% 5/1/14	5,549		5,964
DBS Bank Ltd. (Singapore) 0.66% 5/16/17 (e)(k)	783		697
HSBC Holdings PLC 0.7775% 10/6/16 (k)	770		713
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Commercial Banks - continued
Manufacturers & Traders Trust Co. 2.0969% 4/1/13 (e)(k)	$ 485		$ 395
National Australia Bank Ltd. 8.6% 5/19/10	6,800		7,145
PNC Funding Corp. 5.4% 6/10/14	8,490		9,078
Rabobank Nederland NV 2.65% 8/17/12 (e)	39,550		39,857
Santander Issuances SA Unipersonal 0.9688% 6/20/16 (e)(k)	2,191		2,016
Sovereign Bank 2.1931% 8/1/13 (k)	1,101		1,047
US Bancorp 4.2% 5/15/14	8,510		8,863
Wachovia Corp. 0.6394% 10/15/11 (k)	6,946		6,770
Wells Fargo & Co.:
3.98% 10/29/10	27,960		28,584
5.25% 10/23/12	3,290		3,495
			187,289
Consumer Finance - 2.0%
Capital One Financial Corp.:
0.93% 9/10/09 (k)	6,977		6,976
5.7% 9/15/11	3,618		3,733
7.375% 5/23/14	13,000		14,181
General Electric Capital Corp.:
3.5% 8/13/12	60,000		60,164
5.9% 5/13/14	7,870		8,411
Household Finance Corp. 4.125% 11/16/09	2,225		2,238
HSBC Finance Corp. 5.9% 6/19/12	6,125		6,458
Nelnet, Inc. 7.4% 9/29/36 (k)	15,075		10,125
Nissan Motor Acceptance Corp. 4.625% 3/8/10 (e)	10,620		10,530
Systems 2001 Asset Trust LLC 7.156% 12/15/11 (e)	3,158		3,121
			125,937
Diversified Financial Services - 2.5%
Bank of America Corp.:
4.375% 12/1/10	3,724		3,803
5.375% 8/15/11	8,270		8,624
7.4% 1/15/11	485		512
7.8% 2/15/10	2,593		2,659
BP Capital Markets PLC:
1.55% 8/11/11	6,260		6,271
1.6144% 3/17/11 (k)	4,976		5,030
3.125% 3/10/12	13,400		13,827
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Diversified Financial Services - continued
Citigroup, Inc.:
0.5194% 5/18/11 (k)	$ 5,200		$ 4,976
5.125% 2/14/11	6,500		6,574
5.3% 10/17/12	31,009		31,325
6.5% 8/19/13	7,379		7,577
Iberbond 2004 PLC 4.826% 12/24/17 (n)	8,060		7,254
JPMorgan Chase & Co. 4.891% 9/1/15 (k)	13,105		11,831
Kreditanstalt fuer Wiederaufbau 4.75% 5/15/12	13,190		14,241
MassMutual Global Funding II Mtn 144A 3.625% 7/16/12 (e)	4,300		4,327
New York Life Global Fund 5.25% 10/16/12 (e)	10,930		11,629
OAO Industry & Construction Bank 6.2% 9/29/15 (Issued by Or-ICB SA for OAO Industry & Construction Bank)	1,425		1,347
Pricoa Global Funding I 5.45% 6/11/14 (e)	5,730		5,887
USAA Capital Corp. 3.5% 7/17/14 (e)	9,044		9,003
			156,697
Insurance - 0.5%
Merna Reinsurance Ltd. Series 2007-1 Class B, 2.3475% 6/30/12 (e)(k)	8,708		8,379
Metropolitan Life Global Funding I:
1.3575% 6/25/10 (e)(k)	11,430		11,363
5.125% 6/10/14 (e)	5,093		5,307
5.75% 7/25/11 (e)	6,550		6,740
			31,789
Real Estate Investment Trusts - 0.9%
Arden Realty LP 8.5% 11/15/10	7,855		8,353
AvalonBay Communities, Inc. 5.5% 1/15/12	1,020		1,059
Brandywine Operating Partnership LP 5.625% 12/15/10	13,110		13,064
Developers Diversified Realty Corp. 5% 5/3/10	4,910		4,771
Duke Realty LP:
5.25% 1/15/10	3,215		3,224
5.625% 8/15/11	4,580		4,626
6.95% 3/15/11	3,815		3,880
Federal Realty Investment Trust 8.75% 12/1/09	3,785		3,832
Simon Property Group LP:
4.6% 6/15/10	8,660		8,831
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Real Estate Investment Trusts - continued
Simon Property Group LP: - continued
5.3% 5/30/13	$ 7,250		$ 7,371
5.375% 6/1/11	1,125		1,157
			60,168
Thrifts & Mortgage Finance - 0.6%
Bank of America Corp. 7.375% 5/15/14	10,608		11,631
Countrywide Financial Corp. 5.8% 6/7/12	12,373		12,838
Countrywide Home Loans, Inc. 4% 3/22/11	5,244		5,295
Independence Community Bank Corp.:
2.4169% 4/1/14 (k)	4,000		3,534
2.6688% 6/20/13 (k)	5,937		5,402
			38,700
TOTAL FINANCIALS			682,753
HEALTH CARE - 0.5%
Health Care Providers & Services - 0.2%
Express Scripts, Inc. 5.25% 6/15/12	5,415		5,744
UnitedHealth Group, Inc. 5.125% 11/15/10	8,357		8,599
			14,343
Pharmaceuticals - 0.3%
Pfizer, Inc. 4.45% 3/15/12	9,534		10,099
Roche Holdings, Inc. 4.5% 3/1/12 (e)	7,200		7,630
			17,729
TOTAL HEALTH CARE			32,072
INDUSTRIALS - 1.2%
Aerospace & Defense - 0.3%
BAE Systems Holdings, Inc.:
4.75% 8/15/10 (e)	14,430		14,673
4.95% 6/1/14 (e)	7,300		7,552
			22,225
Airlines - 0.2%
American Airlines, Inc. pass-thru trust certificates 6.978% 10/1/12	172		165
Continental Airlines, Inc. 7.056% 3/15/11	4,110		4,089
Delta Air Lines, Inc. pass-thru trust certificates 7.57% 11/18/10	8,415		8,205
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
INDUSTRIALS - continued
Airlines - continued
United Air Lines, Inc. pass-thru trust certificates:
6.071% 9/1/14	$ 141		$ 140
6.201% 3/1/10	117		115
6.602% 9/1/13	289		284
7.186% 10/1/12	1,861		1,838
			14,836
Building Products - 0.0%
Masco Corp. 0.9388% 3/12/10 (k)	1,798		1,766
Commercial Services & Supplies - 0.3%
R.R. Donnelley & Sons Co. 5.625% 1/15/12	16,805		16,984
Industrial Conglomerates - 0.4%
Covidien International Finance SA:
5.15% 10/15/10	14,600		15,201
5.45% 10/15/12	2,924		3,187
Hutchison Whampoa International (03/33) Ltd. 5.45% 11/24/10 (e)	5,030		5,217
			23,605
TOTAL INDUSTRIALS			79,416
INFORMATION TECHNOLOGY - 0.4%
Computers & Peripherals - 0.1%
Hewlett-Packard Co. 4.25% 2/24/12	8,100		8,541
Semiconductors & Semiconductor Equipment - 0.0%
National Semiconductor Corp. 0.8794% 6/15/10 (k)	2,088		2,011
Software - 0.3%
Oracle Corp. 3.75% 7/8/14	15,500		16,013
TOTAL INFORMATION TECHNOLOGY			26,565
MATERIALS - 0.6%
Chemicals - 0.4%
Dow Chemical Co. 4.85% 8/15/12	21,438		21,958
Metals & Mining - 0.2%
BHP Billiton Financial USA Ltd. 5.125% 3/29/12	3,598		3,781
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
MATERIALS - continued
Metals & Mining - continued
Corporacion Nacional del Cobre (Codelco) 6.375% 11/30/12 (e)	$ 3,300		$ 3,605
Rio Tinto Finance (USA) Ltd. 8.95% 5/1/14	6,662		7,764
			15,150
TOTAL MATERIALS			37,108
TELECOMMUNICATION SERVICES - 3.4%
Diversified Telecommunication Services - 2.8%
AT&T Broadband Corp. 8.375% 3/15/13	3,140		3,629
AT&T, Inc.:
4.95% 1/15/13	10,874		11,623
6.7% 11/15/13	2,385		2,701
BellSouth Corp. 4.2% 9/15/09	7,115		7,122
British Telecommunications PLC 9.125% 12/15/10 (c)	5,605		6,039
Deutsche Telekom International Financial BV 5.375% 3/23/11	20,000		20,972
France Telecom SA 4.375% 7/8/14	7,631		7,975
SBC Communications, Inc.:
5.875% 2/1/12	4,923		5,309
6.25% 3/15/11	2,241		2,385
Telecom Italia Capital SA:
4% 1/15/10	20,900		21,053
6.175% 6/18/14	16,200		17,545
Telefonica Emisiones SAU 5.984% 6/20/11	26,426		28,139
Telefonos de Mexico SA de CV 4.75% 1/27/10	9,510		9,605
Verizon Global Funding Corp. 7.25% 12/1/10	11,370		12,110
Verizon New England, Inc. 6.5% 9/15/11	7,775		8,375
Verizon New York, Inc. 6.875% 4/1/12	13,328		14,521
			179,103
Wireless Telecommunication Services - 0.6%
Verizon Wireless Capital LLC:
3.75% 5/20/11 (e)	16,939		17,491
5.25% 2/1/12 (e)	5,544		5,929
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
TELECOMMUNICATION SERVICES - continued
Wireless Telecommunication Services - continued
Vodafone Group PLC:
5.5% 6/15/11	$ 9,440		$ 10,019
7.75% 2/15/10	4,810		4,956
			38,395
TOTAL TELECOMMUNICATION SERVICES			217,498
UTILITIES - 2.4%
Electric Utilities - 1.4%
Commonwealth Edison Co. 5.4% 12/15/11	5,225		5,579
EDP Finance BV 5.375% 11/2/12 (e)	6,575		7,027
Entergy Corp. 7.75% 12/15/09 (e)	12,000		12,005
Exelon Corp. 4.45% 6/15/10	14,150		14,476
FirstEnergy Corp. 6.45% 11/15/11	2,928		3,199
FirstEnergy Solutions Corp. 4.8% 2/15/15 (e)	1,720		1,758
Pacific Gas & Electric Co. 1.5975% 6/10/10 (k)	9,750		9,807
Pepco Holdings, Inc. 4% 5/15/10	6,010		6,073
Progress Energy, Inc.:
6.05% 3/15/14	3,658		4,007
7.1% 3/1/11	9,628		10,240
Southern Co.:
1.125% 8/20/10 (k)	12,070		12,147
4.15% 5/15/14	1,976		2,032
			88,350
Independent Power Producers & Energy Traders - 0.5%
Constellation Energy Group, Inc.:
6.125% 9/1/09	21,680		21,680
7% 4/1/12	8,213		8,815
			30,495
Multi-Utilities - 0.5%
Dominion Resources, Inc.:
1.6644% 6/17/10 (k)	8,180		8,236
6.3% 9/30/66 (k)	8,805		6,428
DTE Energy Co. 7.05% 6/1/11	8,462		8,991
KeySpan Corp. 7.625% 11/15/10	4,040		4,267
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
UTILITIES - continued
Multi-Utilities - continued
NiSource Finance Corp. 7.875% 11/15/10	$ 3,925		$ 4,128
NSTAR 8% 2/15/10	3,625		3,730
			35,780
TOTAL UTILITIES			154,625
TOTAL NONCONVERTIBLE BONDS (Cost $1,453,060)		1,484,278
U.S. Government and Government Agency Obligations - 43.1%
U.S. Government Agency Obligations - 15.2%
Fannie Mae:
1.375% 4/28/11 (d)	67,520		68,019
1.75% 3/23/11	130,225		131,914
2% 1/9/12 (d)	98,740		100,025
2.5% 5/15/14	3,673		3,653
2.75% 4/11/11	64,530		66,526
2.75% 3/13/14	5,210		5,269
3% 7/12/10	105,000		107,278
3.25% 8/12/10 (d)	87,021		89,273
Federal Home Loan Bank:
1.625% 7/27/11	59,710		60,239
1.75% 8/22/12	60,990		60,843
1.875% 6/20/12	33,370		33,518
Freddie Mac:
1.625% 4/26/11 (h)	69,729		70,543
2.125% 3/23/12 (d)	54,176		54,968
2.5% 4/23/14	5,880		5,862
2.75% 4/11/11	100,000		103,018
TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS			960,948
U.S. Treasury Obligations - 24.2%
U.S. Treasury Notes:
1% 8/31/11 (g)	625,783		625,949
1.125% 6/30/11 (d)	436,563		438,507
1.75% 11/15/11 (i)	35,943		36,434
1.75% 8/15/12	97,664		98,435
1.875% 6/15/12 (d)	211,468		214,227
U.S. Government and Government Agency Obligations - continued
	Principal Amount (000s)		Value (000s)
U.S. Treasury Obligations - continued
U.S. Treasury Notes: - continued
4.625% 8/31/11	$ 72,927		$ 78,169
4.875% 7/31/11	39,084		42,011
TOTAL U.S. TREASURY OBLIGATIONS			1,533,732
Other Government Related - 3.7%
American Express Bank FSB 3.15% 12/9/11 (FDIC Guaranteed) (f)	6,100		6,339
Bank of America Corp.:
0.7913% 4/30/12 (FDIC Guaranteed) (f)(k)	5,500		5,548
2.1% 4/30/12 (FDIC Guaranteed) (f)	10,006		10,113
Citibank NA:
1.5% 7/12/11 (FDIC Guaranteed) (f)	18,300		18,405
1.625% 3/30/11 (FDIC Guaranteed) (f)	11,210		11,329
1.875% 6/4/12 (FDIC Guaranteed) (f)	11,830		11,869
Citigroup Funding, Inc.:
1.375% 5/5/11 (FDIC Guaranteed) (f)	11,380		11,441
2.25% 12/10/12 (FDIC Guaranteed) (f)	16,520		16,685
Citigroup, Inc. 2.875% 12/9/11 (FDIC Guaranteed) (f)	3,850		3,973
General Electric Capital Corp.:
1.8% 3/11/11 (FDIC Guaranteed) (f)	20,330		20,607
2.625% 12/28/12 (FDIC Guaranteed) (f)	17,600		18,002
3% 12/9/11 (FDIC Guaranteed) (f)	6,417		6,640
Goldman Sachs Group, Inc.:
0.7144% 11/9/11 (FDIC Guaranteed) (f)(k)	22,120		22,303
1.7% 3/15/11 (FDIC Guaranteed) (f)	10,665		10,814
HSBC Usa, Inc. 3.125% 12/16/11 (FDIC Guaranteed) (f)	4,610		4,787
JPMorgan Chase & Co.:
1.65% 2/23/11 (FDIC Guaranteed) (f)	17,840		18,057
3.125% 12/1/11 (FDIC Guaranteed) (f)	5,870		6,095
Morgan Stanley 3.25% 12/1/11 (FDIC Guaranteed) (f)	12,180		12,680
Wells Fargo & Co. 3% 12/9/11 (FDIC Guaranteed) (f)	19,250		19,946
TOTAL OTHER GOVERNMENT RELATED			235,633
TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS (Cost $2,708,352)		2,730,313
U.S. Government Agency - Mortgage Securities - 9.2%
	Principal Amount (000s)		Value (000s)
Fannie Mae - 7.7%
3.206% 4/1/36 (k)	$ 2,680		$ 2,737
3.281% 10/1/33 (k)	144		146
3.283% 3/1/35 (k)	207		212
3.321% 9/1/34 (k)	531		546
3.334% 4/1/36 (k)	1,297		1,324
3.44% 8/1/33 (k)	4,765		4,916
3.499% 10/1/33 (k)	3,896		3,964
3.572% 2/1/33 (k)	359		365
3.6% 10/1/33 (k)	350		355
3.613% 5/1/35 (k)	4,485		4,573
3.615% 5/1/33 (k)	68		71
3.631% 7/1/33 (k)	5,705		5,905
3.668% 7/1/35 (k)	140		142
3.697% 7/1/35 (k)	1,245		1,285
3.828% 7/1/35 (k)	3,475		3,564
3.928% 2/1/39 (k)	18,736		19,215
4.046% 3/1/35 (k)	69		70
4.209% 11/1/36 (k)	5,479		5,674
4.25% 7/1/34 (k)	168		173
4.253% 3/1/37 (k)	8,537		8,837
4.275% 6/1/36 (k)	566		587
4.285% 12/1/33 (k)	2,643		2,727
4.29% 3/1/33 (k)	159		164
4.299% 3/1/33 (k)	189		195
4.323% 8/1/35 (k)	736		756
4.344% 3/1/34 (k)	339		350
4.408% 3/1/35 (k)	5,403		5,556
4.425% 3/1/35 (k)	578		596
4.44% 2/1/35 (k)	4,647		4,797
4.456% 10/1/35 (k)	1,058		1,085
4.489% 10/1/35 (k)	18,432		19,002
4.491% 4/1/35 (k)	14,161		14,621
4.5% 12/1/18 to 4/1/20	63,699		66,902
4.528% 12/1/34 (k)	2,847		2,912
4.534% 10/1/33 (k)	465		476
4.556% 6/1/33 (k)	894		927
4.59% 8/1/35 (k)	2,968		3,070
4.597% 7/1/35 (k)	1,832		1,900
4.621% 4/1/35 (k)	4,883		5,009
4.643% 7/1/35 (k)	1,376		1,426
4.666% 11/1/36 (k)	3,021		3,138
U.S. Government Agency - Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Fannie Mae - continued
4.669% 11/1/34 (k)	$ 2,703		$ 2,770
4.717% 11/1/35 (k)	6,302		6,582
4.744% 2/1/34 (k)	120		124
4.785% 2/1/36 (k)	8,759		9,112
4.807% 1/1/35 (k)	5,534		5,665
4.821% 2/1/36 (k)	1,487		1,536
4.895% 2/1/36 (k)	20,925		21,634
4.922% 7/1/35 (k)	6,007		6,220
4.925% 7/1/35 (k)	30,364		31,267
4.996% 4/1/35 (k)	7,696		7,933
5% 3/1/18 to 1/1/21	56,980		60,269
5.087% 9/1/36 (k)	12,812		13,390
5.129% 9/1/35 (k)	34,351		35,660
5.185% 3/1/35 (k)	223		228
5.301% 12/1/34 (k)	490		501
5.327% 10/1/35 (k)	1,341		1,392
5.376% 11/1/35 (k)	2,382		2,469
5.458% 4/1/36 (k)	22,073		23,171
5.5% 12/1/13 to 1/1/20	30,735		32,766
6.5% 11/1/11 to 3/1/35	19,945		21,311
7% 10/1/12 to 11/1/18	1,864		1,993
7.5% 6/1/12 to 11/1/31	122		129
11.5% 11/1/15	26		27
TOTAL FANNIE MAE			486,419
Freddie Mac - 1.4%
3.156% 2/1/34 (k)	385		393
3.478% 3/1/35 (k)	1,082		1,112
3.665% 4/1/35 (k)	5,923		6,115
3.74% 12/1/35 (k)	3,390		3,467
3.862% 1/1/35 (k)	238		244
4.035% 6/1/35 (k)	545		566
4.448% 1/1/35 (k)	444		460
4.488% 4/1/35 (k)	17,441		17,887
4.5% 5/1/35 (k)	2,602		2,681
4.82% 11/1/35 (k)	2,481		2,563
4.917% 9/1/35 (k)	3,251		3,374
5% 4/1/20	22,288		23,558
5.113% 8/1/36 (k)	1,965		2,046
5.12% 1/1/36 (k)	2,064		2,123
5.298% 6/1/35 (k)	1,486		1,536
U.S. Government Agency - Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Freddie Mac - continued
5.31% 3/1/33 (k)	$ 64		$ 66
5.332% 6/1/37 (k)	3,598		3,740
5.376% 8/1/34 (k)	1,206		1,243
5.379% 1/1/34 (k)	3,095		3,202
5.567% 5/1/36 (k)	7,256		7,576
5.57% 1/1/36 (k)	5,404		5,665
5.669% 10/1/35 (k)	949		1,004
8.5% 5/1/27 to 7/1/28	351		392
12% 11/1/19	22		25
TOTAL FREDDIE MAC			91,038
Government National Mortgage Association - 0.1%
7% 11/15/27 to 8/15/32	3,565		3,888
TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES (Cost $568,176)		581,345
Asset-Backed Securities - 9.7%
Accredited Mortgage Loan Trust:
Series 2003-3 Class A1, 4.46% 1/25/34	2,511		1,632
Series 2005-1 Class M1, 0.7356% 4/25/35 (k)	1,226		651
ACE Securities Corp. Series 2006-NC2:
Class M7, 1.0156% 7/25/36 (k)	561		1
Class M8, 1.1156% 7/25/36 (k)	25		0*
ACE Securities Corp. Home Equity Loan Trust:
Series 2004-HE1:
Class M1, 0.7656% 2/25/34 (k)	167		152
Class M2, 1.3656% 2/25/34 (k)	115		46
Series 2005-HE2 Class M2, 0.7156% 4/25/35 (k)	177		153
Series 2005-SD1 Class A1, 0.6656% 11/25/50 (k)	17		16
Series 2006-HE2:
Class M3, 0.6056% 5/25/36 (k)	244		4
Class M4, 0.6656% 5/25/36 (k)	73		1
Series 2006-OP1:
Class M1, 0.5456% 4/25/36 (k)	8,000		547
Class M4, 0.6356% 4/25/36 (k)	115		3
Class M5, 0.6556% 4/25/36 (k)	109		2
Advanta Business Card Master Trust:
Series 2006-C1 Class C1, 0.7525% 10/20/14 (k)	352		11
Series 2007-A4 Class A4, 0.3025% 4/22/13 (k)	1,619		1,554
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
ALG Student Loan Trust I Series 2006-1 Class A1, 1.0825% 10/28/18 (e)(k)	$ 439		$ 438
AmeriCredit Automobile Receivables Trust:
Series 2005-1 Class D, 5.04% 5/6/11	8,754		8,671
Series 2005-DA Class A4, 5.02% 11/6/12	7,364		7,436
Series 2006-1:
Class B1, 5.2% 3/6/11	21		21
Class D, 5.49% 4/6/12	4,635		4,319
AmeriCredit Prime Automobile Receivables Trust Series 2007-2M Class A3, 5.22% 4/8/10	4,109		4,178
Ameriquest Mortgage Securities, Inc. pass-thru certificates:
Series 2004-R11 Class M1, 0.9256% 11/25/34 (k)	7,506		3,474
Series 2004-R2 Class M3, 0.8156% 4/25/34 (k)	105		44
Series 2005-R2 Class M1, 0.7156% 4/25/35 (k)	1,390		985
Argent Securities, Inc. pass-thru certificates:
Series 2003-W7 Class A2, 0.6556% 3/1/34 (k)	378		97
Series 2004-W7:
Class M1, 0.8156% 5/25/34 (k)	227		109
Class M2, 0.8656% 5/25/34 (k)	324		228
Series 2006-W4 Class A2C, 0.4256% 5/25/36 (k)	1,045		318
Asset Backed Funding Corp. Series 2006-OPT2 Class M7, 1.0456% 10/25/36 (k)	750		12
Asset Backed Securities Corp. Home Equity Loan Trust:
Series 2004-HE6 Class A2, 0.6256% 6/25/34 (k)	281		143
Series 2006-HE2 Class M1, 0.6356% 3/25/36 (k)	63		2
Axon Financial Funding Ltd. Series 2007-1A Class A1, 5.96% 4/4/17 (b)(e)(k)	2,749		0*
Bank America Auto Trust Series 2009-1A:
Class A3, 2.67% 7/15/13 (e)	6,600		6,672
1.7% 12/15/11 (e)	2,900		2,914
Bank of America Credit Card Master Trust:
Series 2006-HE7 Class B4, 0.3528% 3/15/12 (k)	2,311		2,306
Series 2008-A9 Class A9, 4.07% 7/16/12	25,000		25,347
Bear Stearns Asset Backed Securities I Trust:
Series 2004-HE8 Class M1, 0.9156% 9/25/34 (k)	3,423		1,362
Series 2005-3 Class A1, 0.7156% 9/25/35 (k)	62		46
BMW Floorplan Master Owner Trust Series 2006-1A Class B, 0.3628% 9/17/11 (e)(k)	89		89
BMW Vehicle Lease Trust Series 2009-1:
Class A2, 2.04% 4/15/11	7,950		7,986
Class A3, 2.91% 3/15/12	5,900		6,008
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Brazos Higher Education Authority, Inc. Student Loan Rev. Series 2006 A2R, 5.03% 12/1/41	$ 11,908		$ 10,479
Brazos Higher Education Authority, Inc. Series 2006-2 Class A9, 0.6175% 12/26/24 (k)	1,546		1,444
C-BASS Trust Series 2006-CB7 Class A2, 0.3256% 10/25/36 (k)	289		263
Capital Auto Receivables Asset Trust:
Series 2006-1 Class B, 5.26% 10/15/10	1,982		1,990
Series 2006-2:
Class B, 5.07% 12/15/11	531		538
Class C, 5.31% 6/15/12	391		381
Series 2007-1:
Class B, 5.15% 9/17/12	5,755		5,038
Class C, 5.38% 11/15/12	139		112
Series 2007-SN1 Class D, 6.05% 1/17/12	4,053		3,749
Capital Auto Receivables Trust Series 2007-2 Class A4A, 5.39% 2/18/14	4,390		4,595
Capital One Auto Finance Trust:
Series 2005-BSS Class D, 4.8% 9/15/12	4,873		4,877
Series 2006-C:
Class A3A, 5.07% 7/15/11	7		7
Class A3B, 0.2828% 7/15/11 (k)	51		51
Series 2007-B Class A3A, 5.03% 4/15/12	179		181
Capital One Multi-Asset Execution Trust:
Series 2007-A6 Class A6, 0.3428% 5/15/13 (k)	4,516		4,483
Series 2007-B5 Class B5, 5.4% 5/15/13	17,910		18,170
Series 2007-C3 Class C3, 0.5628% 4/15/13 (e)(k)	1,958		1,883
Series 2009-A2 Class A2, 3.2% 4/15/14	20,000		20,362
Capital One Prime Auto Receivables Trust Series 2007-1 Class B1, 5.76% 12/15/13	5,590		5,496
Capital Trust Ltd. Series 2004-1:
Class A2, 0.7225% 7/20/39 (e)(k)	308		62
Class B, 1.0225% 7/20/39 (e)(k)	178		21
Class C, 1.3725% 7/20/39 (e)(k)	229		18
Carmax Auto Owner Trust Series 2006-2 Class C, 5.53% 3/15/13	5,185		4,822
Carrington Mortgage Loan Trust:
Series 2006-FRE1 Class M1, 0.5656% 7/25/36 (k)	768		27
Series 2006-NC2 Class M7, 1.1156% 6/25/36 (k)	287		5
Series 2006-NC4 Class M1, 0.5656% 10/25/36 (k)	53		2
Series 2006-RFC1 Class M9, 2.1356% 5/25/36 (k)	125		3
Series 2007-RFC1 Class A3, 0.4056% 12/25/36 (k)	1,214		319
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Cendant Timeshare Receivables Funding LLC:
Series 2005 1A Class 2A2, 0.4525% 5/20/17 (e)(k)	$ 149		$ 120
Series 2005-1A Class A1, 4.67% 5/20/17 (e)	167		131
Chase Auto Owner Trust Series 2006-B Class B, 5.24% 4/15/14	2,464		2,420
Chase Issuance Trust:
Series 2004-3 Class C, 0.7428% 6/15/12 (k)	13,382		13,324
Series 2008-9 Class A, 4.26% 5/15/13	3,500		3,656
Series 2009-A3 Class A3, 2.4% 6/17/13	19,250		19,494
CIT Equipment Collateral Trust Series 2006-VT2 Class D, 5.46% 4/20/14	176		157
Citibank Credit Card Issuance Trust:
Series 2007-B2 Class B2, 5% 4/2/12	23,445		23,650
Series 2007-B6 Class B6, 5% 11/8/12	17,265		16,574
Series 2009-A3 Class A3, 2.7% 6/24/13	15,120		15,341
Citigroup Mortgage Loan Trust Series 2007-AMC4 Class M1, 0.5356% 5/25/37 (k)	515		16
CNH Equipment Trust Series 2005-B Class B, 4.57% 7/16/12	3,195		3,085
Countrywide Asset-Backed Certificates Trust:
Series 2006-13 Class 1AF1, 0.3856% 1/25/37 (k)	2		2
Series 2007-11 Class 2A1, 0.3256% 6/25/47 (k)	38		36
Series 2007-4 Class A1A, 0.3856% 9/25/37 (k)	225		211
Countrywide Home Loan Trust Series 2006-13 Class N, 7% 8/25/37 (e)	222		0*
Countrywide Home Loans, Inc.:
Series 2004-2 Class 3A4, 0.5156% 7/25/34 (k)	419		101
Series 2004-3:
Class M1, 0.7656% 6/25/34 (k)	514		282
Class M4, 1.2356% 4/25/34 (k)	108		55
Series 2004-4 Class M2, 0.7956% 6/25/34 (k)	396		254
Series 2005-3 Class MV1, 0.6856% 8/25/35 (k)	1,376		1,251
Series 2005-AB1 Class A2, 0.4756% 8/25/35 (k)	243		223
CPS Auto Receivables Trust:
Series 2006-D Class A3, 5.157% 5/15/11 (e)	13		13
Series 2007-B Class A3, 5.47% 11/15/11 (e)	88		88
Series 2007-C Class A3, 5.43% 5/15/12 (e)	4,136		4,134
Credit Suisse First Boston Mortgage Securities Corp. Series 2005-FIX1 Class A2, 4.31% 5/25/35	1,771		1,573
Discover Card Master Trust I Series 2007-1 Class B, 0.3728% 8/15/12 (k)	1,958		1,922
Diversified REIT Trust Series 2000-1A Class E, 6.971% 3/8/10 (e)	4,135		2,977
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Fannie Mae subordinate REMIC pass-thru certificates Series 2004-T5:
Class AB1, 0.5172% 5/28/35 (k)	$ 634		$ 377
Class AB3, 0.6603% 5/28/35 (k)	273		152
Fieldstone Mortgage Investment Corp.:
Series 2004-3 Class M5, 2.4406% 8/25/34 (k)	196		39
Series 2006-2 Class M1, 0.5756% 7/25/36 (k)	6,145		93
Series 2006-3 Class 2A3, 0.4256% 11/25/36 (k)	3,407		1,035
First Franklin Mortgage Loan Trust:
Series 2005-FF9 Class A3, 0.5456% 10/25/35 (k)	3,265		2,738
Series 2006-FF12 Class A2, 0.3056% 9/25/36 (k)	163		159
Series 2006-FF5 Class 2A2, 0.3756% 4/25/36 (k)	779		752
Ford Credit Auto Owner Trust:
Series 2006-B Class C, 5.68% 6/15/12	9,900		9,533
Series 2006-C:
Class B, 5.3% 6/15/12	91		92
Class C, 5.47% 9/15/12	6,400		6,036
Series 2007-A:
Class B, 5.6% 10/15/12	2,575		2,628
Class C, 5.8% 2/15/13	4,100		3,738
Series 2009-B:
Class A2, 2.4604% 11/15/11	2,500		2,487
Class A3, 3.0891% 8/15/13	3,650		3,539
Ford Credit Floorplan Master Owner Trust Series 2006-4 Class B, 0.8228% 6/15/13 (k)	520		338
Franklin Auto Trust:
Series 2006-1:
Class B, 5.14% 7/21/14	17		14
Class C, 5.41% 7/21/14	153		77
Series 2007-1:
Class A4, 5.03% 2/16/15	8,105		8,339
Class C, 5.43% 2/16/15	9,937		4,729
Fremont Home Loan Trust:
Series 2004-1:
Class M1, 0.9406% 2/25/34 (k)	516		233
Class M2, 1.0156% 2/25/34 (k)	883		685
Series 2004-D:
Class M4, 1.2156% 11/25/34 (k)	410		23
Class M5, 1.2656% 11/25/34 (k)	262		7
Series 2005-A:
Class M3, 0.7556% 1/25/35 (k)	639		149
Class M4, 0.9456% 1/25/35 (k)	245		45
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Fremont Home Loan Trust: - continued
Series 2006-A:
Class M1, 0.5656% 5/25/36 (k)	$ 10,000		$ 215
Class M4, 0.6656% 5/25/36 (k)	128		1
Series 2006-D Class M1, 0.4956% 11/25/36 (k)	77		1
GCO Education Loan Funding Master Trust II Series 2007-1A Class C1L, 1.0413% 9/25/30 (e)(k)	1,714		1,282
GCO Slims Trust Series 2006-1A, 5.72% 3/1/22 (e)	3,781		3,025
GE Business Loan Trust:
Series 2003-1 Class A, 0.7028% 4/15/31 (e)(k)	232		156
Series 2005-2 Class IO, 0.4096% 9/15/17 (e)(k)(m)	253,249		245
Series 2006-2A:
Class A, 0.4528% 11/15/34 (e)(k)	270		162
Class B, 0.5528% 11/15/34 (e)(k)	97		28
Class C, 0.6528% 11/15/34 (e)(k)	162		36
Class D, 1.0228% 11/15/34 (e)(k)	62		10
GE Capital Credit Card Master Note Trust:
Series 2006-1:
Class B, 0.3828% 9/17/12 (k)	599		581
Class C, 0.5128% 9/17/12 (k)	465		437
Series 2007-1:
Class B, 4.95% 3/15/13	16,195		15,385
Class C, 0.5428% 3/15/13 (k)	3,196		2,928
Series 2007-3 Class B, 5.49% 6/15/13	17,655		16,772
GE Equipment Midticket LLC Series 2006-1 Class B, 0.4228% 9/15/17 (k)	126		102
Goal Capital Funding Trust Series 2007-1 Class C1, 1.0075% 6/25/42 (k)	177		106
Greenpoint Credit LLC Series 2001-1 Class 1A, 0.6125% 4/20/32 (k)	656		647
GS Auto Loan Trust Series 2007-1:
Class B, 5.53% 12/15/14	23		20
Class C, 5.74% 12/15/14	49		40
GSAMP Trust:
Series 2004-AR1 Class M1, 0.9156% 6/25/34 (k)	1,604		845
Series 2006-HE6 Class A1, 0.2956% 8/25/36 (k)	6,396		6,140
Series 2006-HE8 Class A2A, 0.3356% 1/25/37 (k)	4,096		3,946
Series 2007-HE1 Class M1, 0.5156% 3/25/47 (k)	658		25
GSR Mortgage Loan Trust:
Series 2004-OPT Class A1, 0.6056% 11/25/34 (k)	11		5
Series 2005-MTR1 Class A1, 0.4056% 10/25/35 (k)	322		319
Series 2006-FM1 Class M3, 0.6156% 4/25/36 (k)	290		3
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Guggenheim Structured Real Estate Funding Ltd.:
Series 2005-1 Class C, 1.3456% 5/25/30 (e)(k)	$ 4,169		$ 625
Series 2006-3:
Class B, 0.6656% 9/25/46 (e)(k)	3,791		569
Class C, 0.8156% 9/25/46 (e)(k)	9,428		943
Home Equity Asset Trust:
Series 2002-2 Class A4, 1.0256% 6/25/32 (k)	33		18
Series 2002-3 Class A5, 1.1456% 2/25/33 (k)	0*		0*
Series 2003-2 Class M1, 1.5856% 8/25/33 (k)	123		60
Series 2003-3:
Class A4, 1.1856% 2/25/33 (k)	2		1
Class M1, 1.5556% 8/25/33 (k)	606		292
Series 2003-5 Class A2, 0.9656% 12/25/33 (k)	205		75
Series 2003-7 Class A2, 1.0256% 3/25/34 (k)	20		8
Series 2004-1 Class M2, 1.9656% 6/25/34 (k)	1,147		653
Series 2004-3 Class M2, 1.9656% 8/25/34 (k)	1,809		1,047
Series 2004-7 Class A3, 0.6556% 1/25/35 (k)	0*		0*
Series 2005-5 Class 2A2, 0.5156% 11/25/35 (k)	183		172
Series 2006-1 Class 2A3, 0.4906% 4/25/36 (k)	1,985		1,826
Series 2006-8 Class 2A1, 0.3156% 3/25/37 (k)	133		123
Honda Auto Receivables Owner Trust:
Series 2009-2 Class A2, 2.22% 9/15/10	5,500		5,554
Series 2009-3 Class A3, 2.31% 5/15/13	4,800		4,816
HSBC Automotive Trust Series 2006-2 Class A4, 5.67% 6/17/13	16,500		17,054
HSBC Credit Card Master Note Trust I Series 2006-1 Class B, 0.4128% 6/15/12 (k)	1,514		1,504
HSBC Home Equity Loan Trust Series 2006-2:
Class M1, 0.5425% 3/20/36 (k)	395		227
Class M2, 0.5625% 3/20/36 (k)	653		317
HSI Asset Securitization Corp. Trust Series 2007-HE1 Class 2A3, 0.4556% 1/25/37 (k)	902		265
Hyundai Auto Receivables Trust:
Series 2006-1:
Class B, 5.29% 11/15/12	275		276
Class C, 5.34% 11/15/12	356		362
Series 2006-B Class C, 5.25% 5/15/13	2,292		2,307
Series 2007-A Class A3A, 5.04% 1/17/12	6,375		6,507
JPMorgan Auto Receivables Trust Series 2006-A:
Class B, 5.36% 12/15/14 (e)	1,154		1,143
Class C, 5.61% 12/15/14 (e)	4,157		3,866
JPMorgan Mortgage Acquisition Trust:
Series 2006-NC2 Class M2, 0.5656% 7/25/36 (k)	49		1
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
JPMorgan Mortgage Acquisition Trust: - continued
Series 2007-CH1:
Class AV4, 0.3956% 11/25/36 (k)	$ 903		$ 406
Class MV1, 0.4956% 11/25/36 (k)	734		75
Series 2007-CH3 Class M1, 0.5656% 3/25/37 (k)	137		5
Keycorp Student Loan Trust:
Series 1999-A Class A2, 1.5575% 12/27/09 (k)	683		542
Series 2006-A:
Class 2A1, 1.2575% 9/27/21 (k)	257		255
Class 2C, 2.3775% 3/27/42 (k)	516		84
Lancer Funding Ltd. Series 2006-1A Class A3, 2.2775% 4/6/46 (e)(k)	1,623		0*
Long Beach Auto Receivables Trust Series 2007-A Class A4, 5.025% 1/15/14	422		388
Long Beach Mortgage Loan Trust:
Series 2004-2 Class M2, 1.3456% 6/25/34 (k)	227		174
Series 2006-6 Class 2A3, 0.4156% 7/25/36 (k)	10,340		3,024
Series 2006-8 Class 2A1, 0.3056% 9/25/36 (k)	3		3
Marriott Vacation Club Owner Trust:
Series 2005-2 Class A, 5.25% 10/20/27 (e)	1,746		1,493
Series 2006-1A:
Class B, 5.827% 4/20/28 (e)	575		345
Class C, 6.125% 4/20/28 (e)	575		317
MASTR Asset Backed Securities Trust:
Series 2006-AM3 Class M1, 0.5256% 10/25/36 (k)	326		9
Series 2007-HE1 Class M1, 0.5656% 5/25/37 (k)	528		18
Meritage Mortgage Loan Trust Series 2004-1 Class M1, 1.0156% 7/25/34 (k)	53		23
Merrill Auto Trust Securitization Series 2007-1 Class B, 5.79% 12/16/13	100		95
Merrill Lynch Mortgage Investors Trust:
Series 2003-OPT1 Class M1, 0.9156% 7/25/34 (k)	191		135
Series 2006-FM1 Class A2B, 0.3756% 4/25/37 (k)	1,581		1,150
Series 2006-MLN1 Class A2A, 0.3356% 7/25/37 (k)	18		17
Series 2006-OPT1 Class A1A, 0.5256% 6/25/35 (k)	1,568		770
Morgan Stanley ABS Capital I Trust:
Series 2004-HE6 Class A2, 0.6056% 8/25/34 (k)	367		77
Series 2005-HE2 Class M1, 0.6656% 1/25/35 (k)	297		113
Series 2005-NC1 Class M1, 0.7056% 1/25/35 (k)	269		108
Series 2005-NC2 Class B1, 1.4356% 3/25/35 (k)	280		44
Series 2006-HE6 Class A2A, 0.3056% 9/25/36 (k)	1,063		1,042
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Morgan Stanley ABS Capital I Trust: - continued
Series 2006-NC4:
Class A2D, 0.5056% 6/25/36 (k)	$ 7,135		$ 1,924
Class M4, 0.6156% 6/25/36 (k)	216		1
Series 2007-HE2 Class M1, 0.5156% 1/25/37 (k)	63		1
Morgan Stanley Dean Witter Capital I Trust Series 2002-NC3 Class A3, 0.9456% 8/25/32 (k)	23		5
Morgan Stanley Home Equity Loans Trust Series 2007-2 Class A1, 0.3656% 4/25/37 (k)	410		335
Morgan Stanley IXIS Real Estate Capital Trust Series 2006-2 Class A1, 0.3156% 11/25/36 (k)	258		243
National Collegiate Funding LLC Series 2004-GT1 Class IO1, 7.87% 6/25/10 (e)(k)(m)	8,942		805
National Collegiate Student Loan Trust:
Series 2004-2 Class AIO, 9.75% 10/25/14 (m)	7,044		1,409
Series 2005-2 Class AIO, 7.73% 3/25/12 (m)	4,760		198
Series 2005-GT1 Class AIO, 6.75% 12/25/09 (m)	4,275		118
Series 2006-1 Class AIO, 5.5% 4/25/11 (m)	13,962		908
Series 2006-2 Class AIO, 6% 8/25/11 (m)	3,755		357
Series 2006-3:
Class A1, 0.2956% 9/25/19 (k)	471		465
Class AIO, 7.1% 1/25/12 (m)	26,229		3,650
Series 2006-4:
Class A1, 0.2956% 3/25/25 (k)	519		498
Class AIO, 6.35% 2/27/12 (m)	4,953		650
Class D, 1.3656% 5/25/32 (k)	398		10
Series 2007-1 Class AIO, 7.27% 4/25/12 (m)	380		63
Series 2007-2 Class AIO, 6.7% 7/25/12 (m)	323		52
Navistar Financial Corp. Owner Trust Series 2005-A Class A4, 4.43% 1/15/14	2,446		2,452
New Century Home Equity Loan Trust Series 2005-D Class M2, 0.7356% 2/25/36 (k)	327		20
Nissan Auto Lease Trust Series 2009-A:
Class A2, 2.01% 4/15/11	3,540		3,555
Class A3, 2.92% 12/15/11	4,400		4,478
Nomura Home Equity Loan Trust Series 2006-HE2 Class A2, 0.3856% 3/25/36 (k)	327		313
Northstar Education Finance, Inc., Delaware Series 2005-1 Class A5, 1.2538% 10/30/45 (k)	5,502		4,402
NovaStar Mortgage Funding Trust Series 2006-6 Class A2A, 0.3356% 1/25/37 (k)	5		4
Ocala Funding LLC:
Series 2005-1A Class A, 1.7725% 3/20/10 (e)(k)	381		149
Series 2006-1A Class A, 1.6725% 3/20/11 (e)(k)	792		293
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Option One Mortgage Loan Trust:
Series 2007-5 Class 2A1, 0.3556% 5/25/37 (k)	$ 12		$ 11
Series 2007-6 Class 2A1, 0.3256% 7/25/37 (k)	15		14
Park Place Securities, Inc.:
Series 2004-WCW1:
Class M3, 1.5156% 9/25/34 (k)	3,309		871
Class M4, 1.7156% 9/25/34 (k)	460		66
Series 2004-WCW2 Class M3, 0.8156% 7/25/35 (k)	2,460		364
Series 2004-WHQ2 Class A3E, 0.6856% 2/25/35 (k)	695		638
Series 2004-WWF1 Class M4, 1.3656% 1/25/35 (k)	7,490		1,296
Series 2005-WCH1:
Class M2, 0.7856% 1/25/35 (k)	944		621
Class M3, 0.8256% 1/25/35 (k)	322		168
Class M4, 1.0956% 1/25/35 (k)	994		162
Series 2005-WHQ2:
Class M7, 1.5156% 5/25/35 (k)	1,178		21
Class M9, 2.1456% 5/25/35 (k)	398		2
People's Choice Home Loan Securities Trust Series 2005-1 Class M4, 1.1656% 1/25/35 (k)	1,650		170
Providian Master Note Trust Series 2006-C1A Class C1, 0.8228% 3/16/15 (e)(k)	2,746		2,487
Rental Car Finance Corp. Series 2005-1A Class A2, 4.59% 6/25/11 (e)	7,652		5,990
Residential Asset Mortgage Products, Inc. Series 2003-RZ2 Class A1, 3.6% 4/25/33	1,013		734
Salomon Brothers Mortgage Securities VII, Inc. Series 2003-HE1 Class A, 1.0656% 4/25/33 (k)	3		2
Saxon Asset Securities Trust Series 2004-1 Class M1, 1.0606% 3/25/35 (k)	1,272		633
Securitized Asset Backed Receivables LLC Trust:
Series 2005-FR4 Class B3, 1.9856% 1/25/36 (k)	23		0*
Series 2006-FR4 Class A2A, 0.3456% 8/25/36 (k)	19		10
Series 2007-NC1 Class A2A, 0.3156% 12/25/36 (k)	12		11
Sierra Receivables Funding Co. Series 2007-1A Class A2, 0.4225% 3/20/19 (e)(k)	675		559
SLM Private Credit Student Loan Trust:
Series 2004 B Class A2, 0.8294% 6/15/21 (k)	8,200		6,289
Series 2004-A:
Class B, 1.2094% 6/15/33 (k)	2,087		1,022
Class C, 1.5794% 6/15/33 (k)	5,771		1,154
Series 2004-B Class C, 1.4994% 9/15/33 (k)	8,600		2,924
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Specialty Underwriting & Residential Finance Trust:
Series 2003-BC3 Class M2, 2.6656% 8/25/34 (k)	$ 121		$ 78
Series 2006-AB2 Class N1, 5.75% 6/25/37 (e)	157		2
Structured Asset Investment Loan Trust Series 2004-8 Class M5, 1.4156% 9/25/34 (k)	57		8
Structured Asset Securities Corp.:
Series 2004-GEL1 Class A, 0.6256% 2/25/34 (k)	92		49
Series 2007-GEL1 Class A2, 0.4556% 1/25/37 (e)(k)	881		235
Structured Asset Securities Corp. Mortgage Loan Trust Series 2007-OSI Class A2, 0.3556% 6/25/37 (k)	74		59
Superior Wholesale Inventory Financing Trust Series 2007-AE1:
Class A, 0.3728% 1/15/12 (k)	730		718
Class B, 0.5728% 1/15/12 (k)	621		584
Class C, 0.8728% 1/15/12 (k)	773		634
SVO VOI Mortgage Corp. Series 2006-AA Class A, 5.28% 2/20/24 (e)	350		298
Swift Master Auto Receivables Trust:
Series 2007-1:
Class A, 0.3728% 6/15/12 (k)	2,098		2,025
Class B, 0.4928% 6/15/12 (k)	101		93
Class C, 0.7728% 6/15/12 (k)	61		43
Series 2007-2 Class A, 0.9228% 10/15/12 (k)	8,386		7,998
Terwin Mortgage Trust:
Series 2003-4HE Class A1, 1.1256% 9/25/34 (k)	386		132
Series 2003-6HE Class A1, 0.7356% 11/25/33 (k)	25		9
Trapeza CDO XII Ltd./, Inc. Series 2007-12A Class B, 1.1375% 4/6/42 (e)(k)	261		13
Triad Auto Receivables Owner Trust Series 2007-A Class A3, 5.28% 2/13/12	422		425
Turquoise Card Backed Securities PLC:
Series 2006-2:
Class B, 0.4228% 10/17/11 (k)	2,496		2,402
Class C, 0.6228% 10/17/11 (k)	2,337		2,190
Series 2007-1 Class C, 0.6428% 6/15/12 (k)	2,471		1,853
Volkswagen Auto Lease Trust Series 2009-A:
Class A2, 1% 7/15/11	4,430		4,487
Class A3, 3.41% 4/16/12	11,200		11,479
Wachovia Auto Loan Owner Trust:
Series 2006-1:
Class A4, 5.08% 4/20/12 (e)	234		239
Class D, 5.42% 4/21/14 (e)	18,700		15,918
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Wachovia Auto Loan Owner Trust: - continued
Series 2006-2A:
Class A3, 5.23% 8/22/11 (e)	$ 1,364		$ 1,368
Class B, 5.29% 6/20/12 (e)	98		101
Class D, 5.54% 12/20/12 (e)	11,864		10,724
Series 2007-1 Class D, 5.65% 2/20/13	14,015		12,459
WaMu Asset Holdings Corp. Series 2006-8 Class N1, 6.048% 10/25/46 (e)	598		0*
WaMu Asset-Backed Certificates Series 2006-HE3 Class M4, 0.6456% 10/25/36 (k)	406		7
WaMu Master Note Trust:
Series 2006-A3A Class A3, 0.3028% 9/16/13 (e)(k)	3,699		3,698
Series 2006-C2A Class C2, 0.7728% 8/15/15 (e)(k)	5,080		4,474
Series 2007-A4A Class A4, 5.2% 10/15/14 (e)	18,786		19,474
Series 2007-A5A Class A5, 1.0228% 10/15/14 (e)(k)	1,040		1,035
Series 2007-C1 Class C1, 0.6728% 5/15/14 (e)(k)	3,116		3,037
Wells Fargo Home Equity Trust Series 2004-3 Class A, 4.5% 11/27/34 (e)(o)	5		0*
WFS Financial Owner Trust Series 2005-3 Class C, 4.54% 5/17/13	3,240		3,262
Whinstone Capital Management Ltd. Series 1A Class B3, 1.4038% 10/25/44 (e)(k)	5,586		670
TOTAL ASSET-BACKED SECURITIES (Cost $718,889)		617,125
Collateralized Mortgage Obligations - 6.4%
Private Sponsor - 0.9%
Arkle Master Issuer PLC floater Series 2006-2A:
Class 2B, 0.56% 2/17/52 (e)(k)	1,718		1,677
Class 2M, 0.64% 2/17/52 (e)(k)	1,168		1,125
Arran Residential Mortgages Funding No. 1 PLC floater Series 2006-1A Class DB, 0.94% 4/12/56 (e)(k)	961		625
Banc of America Mortgage Securities, Inc.:
Series 2003-K Class 1A1, 5.2037% 12/25/33 (k)	44		34
Series 2003-L Class 2A1, 5.2191% 1/25/34 (k)	385		329
Series 2004-1 Class 2A2, 4.6617% 10/25/34 (k)	294		247
Series 2004-A Class 2A2, 5.4508% 2/25/34 (k)	91		78
Series 2004-B:
Class 1A1, 4.6868% 3/25/34 (k)	76		59
Class 2A2, 4.5749% 3/25/34 (k)	252		214
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Banc of America Mortgage Securities, Inc.: - continued
Series 2004-C Class 1A1, 4.097% 4/25/34 (k)	$ 103		$ 85
Series 2004-D:
Class 1A1, 3.8783% 5/25/34 (k)	71		55
Class 2A2, 3.8898% 5/25/34 (k)	613		518
Series 2004-G Class 2A7, 4.2585% 8/25/34 (k)	522		445
Series 2004-H Class 2A1, 4.469% 9/25/34 (k)	494		407
Series 2005-H Class 1A1, 4.6982% 9/25/35 (k)	761		595
Bear Stearns ALT-A Trust floater Series 2005-1 Class A1, 0.5456% 1/25/35 (k)	2,698		2,093
Bear Stearns Commercial Mortgage Securities Trust Series 2006-T24 Class X2, 0.4243% 10/12/41 (e)(k)(m)	1,160		15
Countrywide Alternative Loan Trust:
planned amortization class Series 2003-5T2 Class A2, 0.6656% 5/25/33 (k)	32		32
Series 2006-OC5N Class N, 7.25% 7/25/37 (e)	2,020		0*
Countrywide Home Loans, Inc. Series 2005-HYB3 Class 2A6B, 4.3939% 6/20/35 (k)	66		27
Credit Suisse First Boston Adjustable Rate Mortgage Trust floater Series 2005-2 Class 6M2, 0.7456% 6/25/35 (k)	993		70
Credit Suisse First Boston Mortgage Securities Corp. floater:
Series 2004-AR7 Class 6A2, 1.0256% 8/25/34 (k)	23		12
Series 2004-AR8 Class 8A2, 1.0256% 9/25/34 (k)	162		108
Series 2007-AR7 Class 2A1, 3.934% 11/25/34 (k)	41		34
Deutsche Alt-A Securities Mortgage Loan Trust floater Series 2007-BAR1 Class A3, 0.4256% 3/25/37 (k)	2,313		830
DSLA Mortgage Loan Trust Series 2006-AR2 Class 2AB1, 0.3688% 9/19/36 (k)	281		258
First Horizon Mortgage pass-thru Trust floater Series 2004-FL1 Class 2A1, 1.4488% 12/25/34 (k)	36		18
Fosse Master Issuer PLC:
floater Series 2006-1A:
Class B2, 0.67% 10/18/54 (e)(k)	2,075		1,650
Class C2, 0.98% 10/18/54 (e)(k)	696		452
Class M2, 0.76% 10/18/54 (e)(k)	1,193		818
Series 2007-1A Class C2, 1.06% 10/18/54 (e)(k)	4,177		3,595
Gracechurch Mortgage Financing PLC floater Series 2006-1 Class D2, 0.895% 11/20/56 (e)(k)	1,751		1,226
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Gracechurch Mortgage Funding PLC floater Series 1A Class DB, 0.98% 10/11/41 (e)(k)	$ 2,097		$ 1,678
Granite Master Issuer PLC floater:
Series 2005-4 Class C2, 0.8225% 12/20/54 (k)	49		7
Series 2006-1A Class C2, 0.8725% 12/20/54 (e)(k)	4,170		626
Series 2006-2:
Class C1, 0.7425% 12/20/54 (k)	15,090		1,811
Class M2, 0.5025% 12/20/54 (k)	3,000		540
Series 2006-3 Class C2, 0.7725% 12/20/54 (k)	6,611		793
Series 2006-4:
Class B1, 0.3625% 12/20/54 (k)	13,366		4,678
Class C1, 0.6525% 12/20/54 (k)	8,172		1,226
Class M1, 0.4425% 12/20/54 (k)	3,521		634
Series 2007-1:
Class 1C1, 0.5725% 12/20/54 (k)	1,340		161
Class 1M1, 0.4225% 12/20/54 (k)	881		159
Class 2C1, 0.7025% 12/20/54 (k)	610		73
Class 2M1, 0.5225% 12/20/54 (k)	1,132		204
Series 2007-2 Class 2C1, 0.7028% 12/17/54 (k)	1,568		235
Granite Mortgages PLC floater Series 2003-3 Class 1C, 2.96% 1/20/44 (k)	2,644		333
GSR Mortgage Loan Trust Series 2007-AR2 Class 2A1, 4.8216% 4/25/35 (k)	48		33
Harborview Mortgage Loan Trust floater Series 2005-2 Class 2A1A, 0.5088% 5/19/35 (k)	279		147
Holmes Master Issuer PLC floater Series 2006-1A Class 2C, 0.8994% 7/15/40 (e)(k)	443		413
Impac CMB Trust floater:
Series 2004-11 Class 2A2, 1.0056% 3/25/35 (k)	157		52
Series 2004-9:
Class M2, 1.2406% 1/25/35 (k)	501		163
Class M3, 1.3156% 1/25/35 (k)	371		110
Class M4, 1.8406% 1/25/35 (k)	189		33
Series 2005-1 Class M4, 1.0156% 4/25/35 (k)	17		2
Series 2005-3 Class A1, 0.5056% 8/25/35 (k)	392		183
Lehman Structured Securities Corp. floater Series 2005-1 Class A2, 0.6544% 9/26/45 (e)(k)	1,314		613
MASTR Adjustable Rate Mortgages Trust:
floater Series 2005-1 Class 1A1, 0.5356% 2/25/35 (k)	253		142
Series 2007-3 Class 22A2, 0.4756% 5/25/47 (k)	960		330
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
MASTR Alternative Loan Trust Series 2004-3 Class 3A1, 6% 4/25/34	$ 828		$ 611
MASTR Asset Backed Securities Trust Series 2006-NC3 Class M1, 0.4956% 10/25/36 (k)	131		2
Merrill Lynch Alternative Note Asset Trust floater Series 2007-OAR1 Class A1, 0.4356% 2/25/37 (k)	1,246		551
Merrill Lynch Floating Trust floater Series 2006-1:
Class B, 0.4428% 6/15/22 (e)(k)	151		85
Class C, 0.4628% 6/15/22 (e)(k)	926		389
Class D, 0.4728% 6/15/22 (e)(k)	356		100
Class E, 0.4828% 6/15/22 (e)(k)	570		125
Class F, 0.5128% 6/15/22 (e)(k)	984		197
Class G, 0.5828% 6/15/22 (e)(k)	214		34
Class H, 0.6028% 6/15/22 (e)(k)	428		60
Class J, 0.6428% 6/15/22 (e)(k)	499		60
Merrill Lynch Mortgage Investors Trust floater:
Series 2005-B Class A2, 1.4% 7/25/30 (k)	1,512		1,087
Series 2006-MLN1 Class M4, 0.6256% 7/25/37 (k)	703		3
Opteum Mortgage Acceptance Corp. floater Series 2005-3 Class APT, 0.5556% 7/25/35 (k)	1,982		1,329
Option One Mortgage Loan Trust floater Series 2007-CP1 Class M1, 0.5656% 3/25/37 (k)	1,778		79
Permanent Financing No. 8 PLC floater Class 3C, 1.17% 6/10/42 (k)	1,429		1,126
Permanent Master Issuer PLC floater Series 2006-1 Class 2C, 0.9094% 7/17/42 (k)	4,397		3,297
RESI Finance LP/RESI Finance DE Corp. floater:
Series 2003-B:
Class B5, 2.6256% 7/10/35 (e)(k)	1,139		581
Class B6, 3.1256% 7/10/35 (e)(k)	134		62
Series 2004-A:
Class B4, 1.4756% 2/10/36 (e)(k)	511		205
Class B5, 1.9756% 2/10/36 (e)(k)	341		128
Series 2004-B:
Class B4, 1.3756% 2/10/36 (e)(k)	286		92
Class B5, 1.8256% 2/10/36 (e)(k)	215		62
Class B6, 2.2756% 2/10/36 (e)(k)	76		19
Series 2004-C:
Class B4, 1.2256% 9/10/36 (e)(k)	382		126
Class B5, 1.6256% 9/10/36 (e)(k)	427		123
Class B6, 2.0256% 9/10/36 (e)(k)	87		20
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Residential Asset Mortgage Products, Inc.:
sequential payer:
Series 2003-SL1 Class A31, 7.125% 4/25/31	$ 276		$ 244
Series 2004-SL3 Class A1, 7% 8/25/16	32		28
Series 2005-AR5 Class 1A1, 4.3273% 9/19/35 (k)	1,428		902
Residential Funding Securities Corp. floater Series 2003-RP2 Class A1, 0.7156% 6/25/33 (e)(k)	235		166
ResMAE Mortgage Loan Trust floater Series 2006-1 Class A2A, 0.3656% 2/25/36 (e)(k)	27		27
Sasco Net Interest Margin Trust Series 2006-BC1A Class A, 6.25% 3/27/36 (e)	1,466		0*
Sequoia Mortgage Trust floater:
Series 2004-6 Class A3B, 1.6013% 7/20/34 (k)	31		21
Series 2004-7 Class A3B, 1.535% 7/20/34 (k)	20		12
Soundview Home Equity Loan Trust floater Series 2006-EQ1 Class M7, 1.0656% 9/25/36 (k)	222		4
Structured Adjustable Rate Mortgage Loan Trust floater Series 2005-10 Class A1, 0.4656% 6/25/35 (k)	607		350
Structured Asset Securities Corp. floater Series 2004-NP1 Class A, 0.6656% 9/25/33 (e)(k)	56		27
TBW Mortgage-Backed pass-thru certificates floater Series 2006-4 Class A3, 0.4656% 9/25/36 (k)	2,204		1,047
Thornburg Mortgage Securities Trust floater Series 2006-4 Class A2B, 0.3856% 7/25/36 (k)	7,194		6,812
Wachovia Bank Commercial Mortgage Trust Series 2004-C14 Class PP, 4.89% 8/15/41 (e)(k)	5,903		4,880
WaMu Mortgage pass-thru certificates floater Series 2006-AR11 Class C1B1, 0.3456% 9/25/46 (k)	41		40
Wells Fargo Mortgage Backed Securities Trust:
Series 2004-T Class A1, 3.954% 9/25/34 (k)	180		153
Series 2005-AR2 Class 2A2, 4.57% 3/25/35	909		788
Series 2005-AR3 Class 2A1, 3.768% 3/25/35 (k)	1,107		924
TOTAL PRIVATE SPONSOR			60,088
U.S. Government Agency - 5.5%
Fannie Mae:
planned amortization class:
Series 1993-187 Class L, 6.5% 7/25/23	2,447		2,539
Series 2006-53 Class WB, 6% 12/25/31	7,925		8,341
Series 2006-64 Class PA, 5.5% 2/25/30	13,624		14,091
Series 2008-29 Class CA, 4.5% 9/25/35	21,418		22,218
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
U.S. Government Agency - continued
Fannie Mae subordinate REMIC pass-thru certificates:
planned amortization class:
Series 2005-67 Class HD, 5.5% 12/25/30	$ 11,138		$ 11,644
Series 2006-4 Class PB, 6% 9/25/35	13,885		14,835
Series 2006-49 Class CA, 6% 2/25/31	17,481		18,163
Series 2006-54 Class PE, 6% 2/25/33	6,310		6,671
sequential payer:
Series 2001-40 Class Z, 6% 8/25/31	3,113		3,329
Series 2002-56 Class MC, 5.5% 9/25/17	2,035		2,174
Series 2003-123 Class AB, 4% 10/25/16	8,028		8,255
Series 2003-76 Class BA, 4.5% 3/25/18	8,679		9,061
Series 2004-3 Class BA, 4% 7/25/17	5,893		6,082
Freddie Mac sequential payer:
Series 2114 Class ZM, 6% 1/15/29	1,449		1,552
Series 2508 Class UL, 5% 12/15/16	1,778		1,834
Freddie Mac Multi-class participation certificates sequential payer Series 3555:
Class CM, 4% 12/15/14	52,381		54,100
Class KH, 4% 12/15/14	51,803		53,383
Freddie Mac Multi-class participation certificates guaranteed:
planned amortization class:
Series 2382 Class MB, 6% 11/15/16	4,255		4,529
Series 2394 Class KD, 6% 12/15/16	2,504		2,663
Series 2417 Class EH, 6% 2/15/17	1,380		1,471
Series 2535 Class PC, 6% 9/15/32	4,531		4,793
Series 2617 Class TH, 4.5% 5/15/15	3,472		3,534
Series 2656 Class BW, 4.5% 4/15/28	4,545		4,630
Series 2690 Class PD, 5% 2/15/27	7,224		7,409
Series 2702 Class AB, 4.5% 7/15/27	12,633		12,972
Series 2755 Class LC, 4% 6/15/27	6,509		6,623
Series 2901 Class UM, 4.5% 1/15/30	12,178		12,618
sequential payer:
Series 2609 Class UJ, 6% 2/15/17	2,897		3,060
Series 2635 Class DG, 4.5% 1/15/18	9,922		10,327
Series 2780 Class A, 4% 12/15/14	6,560		6,658
Series 2786 Class GA, 4% 8/15/17	4,012		4,148
Series 2809 Class UA, 4% 12/15/14	389		389
Series 2867 Class EA, 4.5% 11/15/18	3,335		3,439
Series 2895 Class EJ, 4% 8/15/17	7,317		7,552
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
U.S. Government Agency - continued
Freddie Mac Multi-class participation certificates guaranteed: - continued
sequential payer:
Series 2970 Class YA, 5% 9/15/18	$ 3,349		$ 3,478
Series 3077 Class GA, 4.5% 8/15/19	6,342		6,612
TOTAL U.S. GOVERNMENT AGENCY			345,177
TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS (Cost $437,868)		405,265
Commercial Mortgage Securities - 4.7%
280 Park Avenue Trust floater Series 2001-280 Class X1, 0.9822% 2/3/11 (e)(k)(m)	79,987		1,075
Asset Securitization Corp. Series 1997-D5 Class PS1, 1.556% 2/14/43 (k)(m)	20,334		715
Banc of America Commercial Mortgage Trust sequential payer:
Series 2006-4 Class A1, 5.363% 7/10/46 (k)	102		104
Series 2006-5 Class A1, 5.185% 9/10/47	2,275		2,314
Series 2007-2 Class A1, 5.421% 4/10/49	72		74
Series 2007-3 Class A1, 5.6581% 6/10/49 (k)	6,689		6,781
Banc of America Commercial Mortgage, Inc.:
sequential payer:
Series 2004-2 Class A2, 3.52% 11/10/38	5		5
Series 2006-1 Class A1, 5.219% 9/10/45 (k)	245		248
Series 2002-2 Class XP, 2.0377% 7/11/43 (e)(k)(m)	31,533		188
Series 2003-2 Class XP, 0.4553% 3/11/41 (e)(k)(m)	5,033		17
Series 2004-6 Class XP, 0.4453% 12/10/42 (k)(m)	34,418		349
Series 2005-4 Class XP, 0.1661% 7/10/45 (k)(m)	57,379		276
Banc of America Large Loan, Inc. floater:
Series 2005-MIB1:
Class F, 0.7428% 3/15/22 (e)(k)	415		207
Class G, 0.8028% 3/15/22 (e)(k)	269		121
Series 2006-BIX1:
Class F, 0.5828% 10/15/19 (e)(k)	1,104		552
Class G, 0.6028% 10/15/19 (e)(k)	767		345
Bayview Commercial Asset Trust:
floater:
Series 2003-2 Class M1, 1.1156% 12/25/33 (e)(k)	65		33
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bayview Commercial Asset Trust: - continued
floater:
Series 2004-1:
Class A, 0.6256% 4/25/34 (e)(k)	$ 2,970		$ 2,109
Class B, 2.1656% 4/25/34 (e)(k)	316		126
Class M1, 0.8256% 4/25/34 (e)(k)	269		159
Class M2, 1.4656% 4/25/34 (e)(k)	235		118
Series 2004-2:
Class A, 0.6956% 8/25/34 (e)(k)	2,160		1,512
Class M1, 0.8456% 8/25/34 (e)(k)	721		360
Series 2004-3:
Class A1, 0.6356% 1/25/35 (e)(k)	3,772		2,452
Class A2, 0.6856% 1/25/35 (e)(k)	535		332
Class M1, 0.7656% 1/25/35 (e)(k)	266		135
Class M2, 1.2656% 1/25/35 (e)(k)	151		66
Series 2005-2A:
Class A1, 0.5756% 8/25/35 (e)(k)	1,050		686
Class M1, 0.6956% 8/25/35 (e)(k)	73		30
Class M2, 0.7456% 8/25/35 (e)(k)	120		45
Class M3, 0.7656% 8/25/35 (e)(k)	66		23
Class M4, 0.8756% 8/25/35 (e)(k)	61		20
Series 2005-3A:
Class A1, 0.5856% 11/25/35 (e)(k)	540		364
Class A2, 0.6656% 11/25/35 (e)(k)	376		225
Class M1, 0.7056% 11/25/35 (e)(k)	64		26
Class M2, 0.7556% 11/25/35 (e)(k)	81		32
Class M3, 0.7756% 11/25/35 (e)(k)	73		26
Class M4, 0.8656% 11/25/35 (e)(k)	90		32
Series 2005-4A:
Class A2, 0.6556% 1/25/36 (e)(k)	5,179		3,107
Class B1, 1.6656% 1/25/36 (e)(k)	406		110
Class M1, 0.7156% 1/25/36 (e)(k)	1,653		777
Class M2, 0.7356% 1/25/36 (e)(k)	538		237
Class M3, 0.7656% 1/25/36 (e)(k)	712		292
Class M4, 0.8756% 1/25/36 (e)(k)	395		146
Class M5, 0.9156% 1/25/36 (e)(k)	395		130
Class M6, 0.9656% 1/25/36 (e)(k)	401		116
Series 2006-1:
Class A2, 0.6256% 4/25/36 (e)(k)	1,695		972
Class M1, 0.6456% 4/25/36 (e)(k)	527		213
Class M2, 0.6656% 4/25/36 (e)(k)	558		212
Class M3, 0.6856% 4/25/36 (e)(k)	479		173
Class M4, 0.7856% 4/25/36 (e)(k)	272		94
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bayview Commercial Asset Trust: - continued
floater:
Series 2006-1:
Class M5, 0.8256% 4/25/36 (e)(k)	$ 262		$ 86
Class M6, 0.9056% 4/25/36 (e)(k)	571		177
Series 2006-2A:
Class A1, 0.4956% 7/25/36 (e)(k)	1,908		1,281
Class A2, 0.5456% 7/25/36 (e)(k)	1,414		821
Class B1, 1.1356% 7/25/36 (e)(k)	511		148
Class B3, 2.9656% 7/25/36 (e)(k)	843		212
Class M1, 0.5756% 7/25/36 (e)(k)	1,483		602
Class M2, 0.5956% 7/25/36 (e)(k)	1,044		398
Class M3, 0.6156% 7/25/36 (e)(k)	826		299
Class M4, 0.6856% 7/25/36 (e)(k)	554		191
Class M5, 0.7356% 7/25/36 (e)(k)	683		224
Class M6, 0.8056% 7/25/36 (e)(k)	1,073		331
Series 2006-3A:
Class B1, 1.0656% 10/25/36 (e)(k)	113		17
Class B2, 1.6156% 10/25/36 (e)(k)	82		10
Class B3, 2.8656% 10/25/36 (e)(k)	133		17
Class M4, 0.6956% 10/25/36 (e)(k)	125		29
Class M5, 0.7456% 10/25/36 (e)(k)	150		30
Class M6, 0.8256% 10/25/36 (e)(k)	293		53
Series 2006-4A:
Class A1, 0.4956% 12/25/36 (e)(k)	578		388
Class A2, 0.5356% 12/25/36 (e)(k)	2,621		1,219
Class B1, 0.9656% 12/25/36 (e)(k)	90		20
Class B2, 1.5156% 12/25/36 (e)(k)	93		18
Class B3, 2.7156% 12/25/36 (e)(k)	157		28
Class M1, 0.5556% 12/25/36 (e)(k)	188		63
Class M2, 0.5756% 12/25/36 (e)(k)	126		39
Class M3, 0.6056% 12/25/36 (e)(k)	128		38
Class M4, 0.6656% 12/25/36 (e)(k)	153		43
Class M5, 0.7056% 12/25/36 (e)(k)	140		37
Class M6, 0.7856% 12/25/36 (e)(k)	126		30
Series 2007-1:
Class A2, 0.5356% 3/25/37 (e)(k)	2,692		1,319
Class B1, 0.9356% 3/25/37 (e)(k)	864		156
Class B2, 1.4156% 3/25/37 (e)(k)	623		93
Class B3, 3.6156% 3/25/37 (e)(k)	1,768		212
Class M1, 0.5356% 3/25/37 (e)(k)	731		278
Class M2, 0.5556% 3/25/37 (e)(k)	550		176
Class M3, 0.5856% 3/25/37 (e)(k)	488		146
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bayview Commercial Asset Trust: - continued
floater:
Series 2007-1:
Class M4, 0.6356% 3/25/37 (e)(k)	$ 375		$ 101
Class M5, 0.6856% 3/25/37 (e)(k)	612		147
Class M6, 0.7656% 3/25/37 (e)(k)	855		184
Series 2007-2A:
Class A1, 0.5356% 7/25/37 (e)(k)	443		257
Class A2, 0.5856% 7/25/37 (e)(k)	415		195
Class B1, 1.8656% 7/25/37 (e)(k)	129		19
Class B2, 2.5156% 7/25/37 (e)(k)	112		15
Class B3, 3.6156% 7/25/37 (e)(k)	126		16
Class M1, 0.6356% 7/25/37 (e)(k)	147		52
Class M2, 0.6756% 7/25/37 (e)(k)	82		25
Class M3, 0.7556% 7/25/37 (e)(k)	83		21
Class M4, 0.9156% 7/25/37 (e)(k)	161		32
Class M5, 1.0156% 7/25/37 (e)(k)	142		26
Class M6, 1.2656% 7/25/37 (e)(k)	180		27
Series 2007-3:
Class A2, 0.5556% 7/25/37 (e)(k)	672		332
Class B1, 1.2156% 7/25/37 (e)(k)	586		116
Class B2, 1.8656% 7/25/37 (e)(k)	1,511		257
Class B3, 4.2656% 7/25/37 (e)(k)	780		115
Class M1, 0.5756% 7/25/37 (e)(k)	506		190
Class M2, 0.6056% 7/25/37 (e)(k)	543		189
Class M3, 0.6356% 7/25/37 (e)(k)	882		289
Class M4, 0.7656% 7/25/37 (e)(k)	1,383		403
Class M5, 0.8656% 7/25/37 (e)(k)	701		172
Class M6, 1.0656% 7/25/37 (e)(k)	534		124
Series 2007-4A:
Class A2, 0.8156% 9/25/37 (e)(k)	4,941		2,718
Class B1, 2.8156% 9/25/37 (e)(k)	835		109
Class B2, 3.7156% 9/25/37 (e)(k)	3,110		373
Class M1, 1.2156% 9/25/37 (e)(k)	779		195
Class M2, 1.3156% 9/25/37 (e)(k)	779		164
Class M4, 1.8656% 9/25/37 (e)(k)	2,047		348
Class M5, 2.0156% 9/25/37 (e)(k)	2,047		307
Class M6, 2.2156% 9/25/37 (e)(k)	2,047		276
Series 2004-1 Class IO, 1.25% 4/25/34 (e)(m)	22,291		346
Series 2006-2A Class IO, 1.7976% 7/25/36 (c)(e)(m)	56,968		3,407
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bear Stearns Commercial Mortgage Securities Trust:
floater:
Series 2006-BBA7:
Class G, 0.7128% 3/15/19 (e)(k)	$ 542		$ 260
Class H, 0.9228% 3/15/19 (e)(k)	365		157
Class J, 1.1228% 3/15/19 (e)(k)	274		104
Series 2007-BBA8:
Class D, 0.5228% 3/15/22 (e)(k)	303		151
Class E, 0.5728% 3/15/22 (e)(k)	1,576		730
Class F, 0.6228% 3/15/22 (e)(k)	967		413
Class G, 0.6728% 3/15/22 (e)(k)	248		97
Class H, 0.8228% 3/15/22 (e)(k)	303		109
Class J, 0.9728% 3/15/22 (e)(k)	303		85
sequential payer:
Series 2006-PW12 Class A2, 5.688% 9/11/38	6,640		6,684
Series 2006-T24 Class A1, 4.905% 10/12/41 (k)	85		86
Series 2007-PW17 Class A1, 5.282% 6/11/50	6,771		6,828
Series 2002-TOP8 Class X2, 2.0832% 8/15/38 (e)(k)(m)	35,994		740
Series 2003-PWR2 Class X2, 0.4648% 5/11/39 (e)(k)(m)	73,485		598
Series 2004-PWR6 Class X2, 0.6187% 11/11/41 (e)(k)(m)	24,558		396
Series 2005-PWR9 Class X2, 0.3883% 9/11/42 (e)(k)(m)	163,436		1,628
Series 2006-PW13 Class A1, 5.294% 9/11/41	8,409		8,579
Series 2007-PW15 Class A1, 5.016% 2/11/44	58		58
Series 2007-T28 Class A1, 5.422% 9/11/42	3,380		3,437
C-BASS Trust floater Series 2006-SC1 Class A, 0.5356% 5/25/36 (e)(k)	6,441		3,332
CDC Commercial Mortgage Trust Series 2002-FX1 Class XCL, 2.3511% 5/15/35 (e)(k)(m)	140,596		5,207
Chase Commercial Mortgage Securities Corp. Series 2001-245 Class A1, 5.974% 2/12/16 (e)(k)	1,167		1,174
Citigroup Commercial Mortgage Trust:
floater Series 2006-FL2:
Class G, 0.6028% 11/15/36 (e)(k)	323		90
Class H, 0.6428% 11/15/36 (e)(k)	258		65
sequential payer Series 2005-EMG Class A2, 4.2211% 9/20/51 (e)	824		827
Series 2004-C2 Class XP, 0.8556% 10/15/41 (e)(k)(m)	26,683		488
Series 2007-C6 Class A1, 5.622% 12/10/49 (k)	195		199
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Citigroup/Deutsche Bank Commercial Mortgage Trust:
sequential payer Series 2006-CD2 Class A1, 5.302% 1/15/46	$ 4,150		$ 4,205
Series 2006-CD3 Class X3, 0.4233% 10/15/48 (k)(m)	304,068		4,424
Cobalt CMBS Commercial Mortgage Trust sequential payer:
Series 2006-C1 Class A1, 5.043% 8/15/48	73		73
Series 2007-C2:
Class A1, 5.064% 4/15/47 (k)	3,178		3,223
Class A2, 5.334% 4/15/47	12,642		12,307
COMM pass-thru certificates:
floater:
Series 2005-F10A:
Class D, 0.5828% 4/15/17 (e)(k)	640		336
Class E, 0.6428% 4/15/17 (e)(k)	204		98
Class F, 0.6828% 4/15/17 (e)(k)	116		52
Class G, 0.8228% 4/15/17 (e)(k)	116		49
Class H, 0.8928% 4/15/17 (e)(k)	116		47
Class J, 1.1228% 4/15/17 (e)(k)	89		35
Series 2005-FL11:
Class F, 0.7228% 11/15/17 (e)(k)	259		125
Class G, 0.7728% 11/15/17 (e)(k)	179		83
sequential payer Series 2006-C8 Class A1, 5.11% 12/10/46	25		25
Series 2004-LBN2 Class X2, 0.8704% 3/10/39 (e)(k)(m)	11,014		123
Series 2005-LP5 Class XP, 0.3391% 5/10/43 (k)(m)	51,043		271
Series 2006-C8 Class XP, 0.4956% 12/10/46 (k)(m)	5,639		86
Commercial Mortgage Asset Trust sequential payer Series 1999-C1 Class A3, 6.64% 1/17/32	680		683
Credit Suisse Commercial Mortgage Trust:
sequential payer:
Series 2006-C5 Class A1, 5.297% 12/15/39	188		191
Series 2007-C3 Class A1, 5.664% 6/15/39 (k)	42		43
Series 2006-C5 Class ASP, 0.6636% 12/15/39 (k)(m)	241,717		5,119
Credit Suisse First Boston Mortgage Securities Corp.:
sequential payer Series 2002-CP5 Class A1, 4.106% 12/15/35	3,822		3,884
Series 1998-C1 Class D, 7.17% 5/17/40	3,905		4,034
Series 1999-C1 Class E, 8.1143% 9/15/41 (k)	6,370		6,347
Series 2001-CK6 Class AX, 0.9618% 9/15/18 (k)(m)	110,209		1,764
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Credit Suisse First Boston Mortgage Securities Corp.: - continued
Series 2003-C3 Class ASP, 1.6921% 5/15/38 (e)(k)(m)	$ 69,983		$ 895
Series 2003-C4 Class ASP, 0.4415% 8/15/36 (e)(k)(m)	3,224		14
Series 2004-C1 Class ASP, 0.953% 1/15/37 (e)(k)(m)	49,453		661
Series 2005-C1 Class ASP, 0.3041% 2/15/38 (e)(k)(m)	250,377		1,873
Series 2005-C2 Class ASP, 0.5445% 4/15/37 (e)(k)(m)	48,124		579
Credit Suisse Mortgage Capital Certificates floater Series 2007-TFL1:
Class C:
0.4428% 2/15/22 (e)(k)	1,256		477
0.5428% 2/15/22 (e)(k)	448		135
Class F, 0.5928% 2/15/22 (e)(k)	897		242
DLJ Commercial Mortgage Corp. sequential payer Series 2000-CF1 Class A1B, 7.62% 6/10/33	4,370		4,465
First Union National Bank-Bank of America Commercial Mortgage Trust Series 2001-C1 Class D, 6.484% 3/15/33	6,920		6,238
GE Capital Commercial Mortgage Corp.:
sequential payer Series 2004-C3 Class A2, 4.433% 7/10/39	4,950		4,993
Series 2001-1 Class X1, 1.0483% 5/15/33 (e)(k)(m)	72,386		1,015
Series 2004-C1 Class X2, 1.3053% 11/10/38 (e)(k)(m)	3,087		41
Series 2007-C1 Class XP, 0.2088% 12/10/49 (k)(m)	4,112		29
GMAC Commercial Mortgage Securities, Inc.:
sequential payer Series 2003-C2 Class A1, 4.576% 5/10/40	8,087		8,267
Series 2003-C3 Class X2, 0.8723% 12/10/38 (e)(k)(m)	3,541		26
Series 2004-C3 Class X2, 0.6224% 12/10/41 (k)(m)	29,078		351
Greenwich Capital Commercial Funding Corp.:
sequential payer:
Series 2007-GG11 Class A1, 5.358% 12/10/49	209		213
Series 2007-GG9 Class A1, 5.233% 3/10/39	53		54
Series 2003-C1 Class XP, 2.2423% 7/5/35 (e)(k)(m)	1,869		28
Series 2003-C2 Class XP, 1.1772% 1/5/36 (e)(k)(m)	75,115		651
Series 2005-GG3 Class XP, 0.9155% 8/10/42 (e)(k)(m)	117,600		1,979
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
GS Mortgage Securities Corp. II floater:
Series 2006-FL8A Class F, 0.7156% 6/6/20 (e)(k)	$ 562		$ 259
Series 2007-EOP:
Class C, 0.5956% 3/6/20 (e)(k)	4,021		3,056
Class D, 0.6456% 3/6/20 (e)(k)	1,390		1,043
Class E, 0.7156% 3/6/20 (e)(k)	1,905		1,410
Class F, 0.7556% 3/6/20 (e)(k)	967		706
Class G, 0.7956% 3/6/20 (e)(k)	479		345
Class H, 0.9256% 3/6/20 (e)(k)	799		551
Class J, 1.1256% 3/6/20 (e)(k)	1,146		768
GS Mortgage Securities Trust sequential payer Series 2007-GG10 Class A1, 5.69% 8/10/45	80		82
Hilton Hotel Pool Trust:
sequential payer Series 2000-HLTA Class A1, 7.055% 10/3/15 (e)	913		949
Series 2000-HLTA Class D, 7.555% 10/3/15 (e)	4,870		5,198
JPMorgan Chase Commercial Mortgage Securities Corp.:
sequential payer Series 2001-C1 Class A2, 5.464% 10/12/35	1,295		1,313
Series 2002-C3 Class X2, 1.1342% 7/12/35 (e)(k)(m)	25,963		73
Series 2003-CB7 Class X2, 0.9262% 1/12/38 (e)(k)(m)	12,184		97
Series 2003-LN1 Class X2, 0.8121% 10/15/37 (e)(k)(m)	88,391		555
Series 2004-C1 Class X2, 1.1524% 1/15/38 (e)(k)(m)	14,745		166
Series 2004-CB8 Class X2, 1.2614% 1/12/39 (e)(k)(m)	18,542		242
JPMorgan Chase Commercial Mortgage Securities Trust:
floater Series 2006-FLA2:
Class D, 0.5028% 11/15/18 (e)(k)	167		72
Class E, 0.5528% 11/15/18 (e)(k)	237		103
Class F, 0.6028% 11/15/18 (e)(k)	356		150
Class G, 0.6328% 11/15/18 (e)(k)	309		133
Class H, 0.7728% 11/15/18 (e)(k)	237		84
sequential payer:
Series 2006-LDP9 Class A1, 5.17% 5/15/47 (k)	4,413		4,489
Series 2008-C2 Class A1, 5.017% 2/12/51	2,090		2,100
LB-UBS Commercial Mortgage Trust:
sequential payer:
Series 2006-C6 Class A1, 5.23% 9/15/39	3,295		3,352
Series 2006-C7 Class A1, 5.279% 11/15/38	1,436		1,464
Series 2007-C1 Class A1, 5.391% 2/15/40 (k)	1,892		1,927
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
LB-UBS Commercial Mortgage Trust: - continued
sequential payer:
Series 2007-C2 Class A1, 5.226% 2/15/40	$ 1,841		$ 1,871
Series 2002-C4 Class XCP, 1.3562% 10/15/35 (e)(k)(m)	56,318		24
Series 2002-C7 Class XCP, 1.1607% 1/15/36 (e)(k)(m)	39,014		110
Series 2003-C1 Class XCP, 1.4505% 12/15/36 (e)(k)(m)	18,642		126
Series 2004-C2 Class XCP, 1.2332% 3/15/36 (e)(k)(m)	36,727		536
Series 2004-C4 Class A2, 4.567% 6/15/29 (k)	55		56
Series 2004-C6 Class XCP, 0.7902% 8/15/36 (e)(k)(m)	34,608		369
Series 2006-C1 Class XCP, 0.342% 2/15/41 (k)(m)	226,217		2,151
Series 2006-C6 Class XCP, 0.6633% 9/15/39 (k)(m)	140,280		2,668
Series 2007-C1 Class XCP, 0.4737% 2/15/40 (k)(m)	55,096		792
Series 2007-C2 Class XCP, 0.5136% 2/15/40 (k)(m)	250,856		4,172
LB-UBS Westfield Trust Series 2001-WM, 6.754% 7/14/16 (e)	5,530		5,513
Lehman Brothers Floating Rate Commercial Mortgage Trust floater Series 2006-LLFA:
Class F, 0.6128% 9/15/21 (e)(k)	770		212
Class G, 0.6328% 9/15/21 (e)(k)	1,521		380
Class H, 0.6728% 9/15/21 (e)(k)	392		88
Merrill Lynch Mortgage Trust:
sequential payer:
Series 2004-MKB1 Class A2, 4.353% 2/12/42	92		92
Series 2007-C1 Class A1, 4.533% 6/12/50	176		177
Series 2005-MCP1 Class XP, 0.5308% 6/12/43 (k)(m)	42,369		758
Series 2005-MKB2 Class XP, 0.1639% 9/12/42 (k)(m)	22,106		132
Merrill Lynch-CFC Commercial Mortgage Trust:
sequential payer:
Series 2007-6 Class A1, 5.175% 3/12/51	1,923		1,952
Series 2007-8 Class A1, 4.622% 8/12/49	3,251		3,276
Series 2007-9 Class A2, 5.59% 9/12/49	4,770		4,687
Series 2006-4 Class XP, 0.6228% 12/12/49 (k)(m)	107,789		2,305
Morgan Stanley Capital I Trust:
floater:
Series 2006-XLF Class C, 1.473% 7/15/19 (e)(k)	554		55
Series 2007-XCLA Class A1, 0.473% 7/17/17 (e)(k)	1,829		1,006
Series 2007-XLCA Class B, 0.7728% 7/17/17 (e)(k)	1,139		57
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Morgan Stanley Capital I Trust: - continued
floater:
Series 2007-XLFA:
Class D, 0.463% 10/15/20 (e)(k)	$ 449		$ 112
Class E, 0.523% 10/15/20 (e)(k)	562		112
Class F, 0.573% 10/15/20 (e)(k)	337		61
Class G, 0.613% 10/15/20 (e)(k)	417		92
Class H, 0.703% 10/15/20 (e)(k)	262		26
Class J, 0.853% 10/15/20 (e)(k)	300		24
Class MHRO, 0.963% 10/15/20 (e)(k)	158		17
Class MJPM, 1.273% 10/15/20 (e)(k)	52		5
Class MSTR, 0.973% 10/15/20 (e)(k)	94		13
Class NHRO, 1.163% 10/15/20 (e)(k)	234		21
Class NSTR, 1.123% 10/15/20 (e)(k)	87		10
sequential payer:
Series 2003-IQ5 Class X2, 0.9799% 4/15/38 (e)(k)(m)	26,809		396
Series 2006-HQ8 Class A1, 5.124% 3/12/44	626		629
Series 2006-T23 Class A1, 5.682% 8/12/41	2,014		2,062
Series 2007-HQ11 Class A1, 5.246% 2/12/44	3,369		3,426
Series 2007-IQ13 Class A1, 5.05% 3/15/44	50		50
Series 2007-IQ14:
Class A1, 5.38% 4/15/49	128		131
Class A2, 5.61% 4/15/49	12,445		12,399
Series 2007-T25 Class A1, 5.391% 11/12/49	77		79
Series 2003-IQ6 Class X2, 0.5812% 12/15/41 (e)(k)(m)	55,055		637
Series 2005-HQ5 Class X2, 0.2111% 1/14/42 (k)(m)	44,327		285
Series 2005-IQ9 Class X2, 1.1689% 7/15/56 (e)(k)(m)	45,290		1,005
Series 2005-TOP17 Class X2, 0.5894% 12/13/41 (k)(m)	32,630		547
Series 2006-HQ10 Class X2, 0.69% 11/12/41 (e)(k)(m)	2,767		37
Series 2007-HQ12 Series A1, 5.519% 4/12/49 (k)	86		88
Series 2007-XLC1:
Class C, 0.8728% 7/17/17 (e)(k)	1,544		77
Class D, 0.9728% 7/17/17 (e)(k)	726		36
Class E, 1.0728% 7/17/17 (e)(k)	590		29
Morgan Stanley Dean Witter Capital I Trust:
Series 2003-HQ2 Class X2, 1.5251% 3/12/35 (e)(k)(m)	47,877		901
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Morgan Stanley Dean Witter Capital I Trust: - continued
Series 2003-TOP9 Class X2, 1.399% 11/13/36 (e)(k)(m)	$ 29,681		$ 568
STRIPS III Ltd./STRIPS III Corp. floater Series 2004-1A Class A, 0.7475% 3/24/18 (e)(k)	634		571
Wachovia Bank Commercial Mortgage Trust:
floater:
Series 2005-WL5A Class K, 1.4728% 1/15/18 (e)(k)	859		516
Series 2006-WL7A:
Class E, 0.5528% 9/15/21 (e)(k)	938		282
Class F, 0.6281% 8/11/18 (e)(k)	1,264		253
Class G, 0.6481% 8/11/18 (e)(k)	1,198		180
Class J, 0.8881% 8/11/18 (e)(k)	266		27
Series 2007-WHL8:
Class AP1, 0.9728% 6/15/20 (e)(k)	68		14
Class AP2, 1.0728% 6/15/20 (e)(k)	112		17
Class F, 0.7528% 6/15/20 (e)(k)	2,172		434
Class LXR2, 1.0728% 6/15/20 (e)(k)	1,481		148
sequential payer:
Series 2003-C7 Class A1, 4.241% 10/15/35 (e)	11,400		11,559
Series 2006-C29 Class A1, 5.11% 11/15/48	265		269
Series 2007-C30 Class A1, 5.031% 12/15/43	3,093		3,132
Series 2007-C31 Class A1, 5.14% 4/15/47	1,791		1,816
Series 2003-C8 Class XP, 0.3689% 11/15/35 (e)(k)(m)	1,550		7
Series 2003-C9 Class XP, 0.4822% 12/15/35 (e)(k)(m)	1,564		9
Series 2005-C20 Class A3SF, 0.4175% 7/15/42 (k)	6,893		6,564
Series 2006-C23 Class X, 0.0795% 1/15/45 (e)(k)(m)	1,048,735		4,028
Series 2007-C30 Class XP, 0.4317% 12/15/43 (e)(k)(m)	268,654		4,060
TOTAL COMMERCIAL MORTGAGE SECURITIES (Cost $351,188)		295,025
Certificates of Deposit - 0.4%
BNP Paribas SA yankee 0.84% 2/16/10	7,000		7,016
Lloyds TSB Bank PLC yankee 0.83% 2/12/10	18,500		18,515
TOTAL CERTIFICATES OF DEPOSIT (Cost $25,503)		25,531

Fixed-Income Funds - 0.7%
	Shares
Fidelity Corporate Bond 1-5 Year Central Fund (l) (Cost $43,295)	$ 433,584		44,351
Cash Equivalents - 18.8%
	Maturity Amount (000s)		Value (000s)
Investments in repurchase agreements in a joint trading account at:
0.2%, dated 8/31/09 due 9/1/09 (Collateralized by U.S. Treasury Obligations) #	$ 210,924		$ 210,923
0.21%, dated 8/31/09 due 9/1/09 (Collateralized by U.S. Government Obligations) # (a)	976,885		976,879
TOTAL CASH EQUIVALENTS (Cost $1,187,802)		1,187,802
TOTAL INVESTMENT PORTFOLIO - 116.4% (Cost $7,494,133)			7,371,035
NET OTHER ASSETS - (16.4)%			(1,037,472)
NET ASSETS - 100%		$ 6,333,563

Futures Contracts
	Expiration Date	Underlying Face Amount at Value (000s)	Unrealized Appreciation/ (Depreciation) (000s)
Purchased
Eurodollar Contracts
381 Eurodollar 90 Day Index Contracts	Sept. 2009	$ 380,683	$ 2,206
382 Eurodollar 90 Day Index Contracts	Dec. 2009	381,561	960
382 Eurodollar 90 Day Index Contracts	March 2010	381,317	854
382 Eurodollar 90 Day Index Contracts	June 2010	380,954	720
112 Eurodollar 90 Day Index Contracts	Sept. 2010	111,577	88
TOTAL EURODOLLAR CONTRACTS			$ 4,828

Swap Agreements
	Expiration Date	Notional Amount (000s)	Value (000s)
Credit Default Swaps
Receive monthly notional amount multiplied by 3.05% and pay Merrill Lynch upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-NC8, Class B3, 7.2913% 9/25/34 (Rating-B1) (j)	Oct. 2034	$ 439	$ (330)
Receive monthly notional amount multiplied by 3.35% and pay Morgan Stanley, Inc. upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-HE7, Class B3, 9.01% 8/25/34 (Rating-C) (j)	Sept. 2034	427	(403)
Receive monthly notional amount multiplied by .82% and pay UBS upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-NC6 Class M3, 5.6413% 7/25/34 (j)	August 2034	336	(246)
Receive monthly notional amount multiplied by .85% and pay UBS upon credit event of Morgan Stanley ABS Capital I, Inc., par value of the notional amount of Morgan Stanley ABS Capital I, Inc. Series 2004-NC8 Class M6, 5.4413% 9/25/34 (j)	Oct. 2034	401	(286)
Receive monthly notional amount multiplied by 2.54% and pay Merrill Lynch upon credit event of Countrywide Home Loans, Inc., par value of the notional amount of Countrywide Home Loans, Inc. Series 2003-BC1 Class B1, 7.6913% 3/25/32 (Rating-Ba1) (j)	April 2032	129	(71)
Swap Agreements - continued
	Expiration Date	Notional Amount (000s)	Value (000s)
Credit Default Swaps - continued
Receive monthly notional amount multiplied by 2.61% and pay Goldman Sachs upon credit event of Fremont Home Loan Trust, par value of the notional amount of Fremont Home Loan Trust Series 2004-1 Class M9, 7.3913% 2/25/34 (Rating-Baa3) (j)	March 2034	$ 41	$ (6)
Receive monthly notional amount multiplied by 2.61% and pay Goldman Sachs upon credit event of Fremont Home Loan Trust, par value of the notional amount of Fremont Home Loan Trust Series 2004-A Class B3, 7.0413% 1/25/34 (Rating-C) (j)	Feb. 2034	4	(4)
		$ 1,777	$ (1,346)

Legend

(a) Includes investment made with cash collateral received from securities on loan.

(b) Non-income producing - Issuer is in default.

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

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

(e) 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 $511,248,000 or 8.1% of net assets.

(f) Under the Temporary Liquidity Guarantee Program, the Federal Deposit Insurance Corporation guarantees principal and interest in the event of payment default or bankruptcy until the earlier of maturity date of the debt or until June 30, 2012. At the end of the period these securities amounted to $235,633,000 or 3.7% of net assets.

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

(h) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $1,416,000.

(i) Security or a portion of the security has been segregated as collateral for open swap agreements. At the period end, the value of securities pledged amounted to $1,404,000.

(j) Represents a credit default swap contract in which the fund has sold protection on the underlying reference entity. The value of each credit default swap and the credit rating can be measures of the current payment/performance risk. For the underlying reference entity, ratings disclosed are from Moody's Investor Services, Inc. Where Moody's ratings are not available, S&P ratings are disclosed and are indicated as such. All ratings are as of the report date and do not reflect subsequent changes. Where a credit rating is not disclosed, the value is used as the measure of the payment/performance risk.

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

(l) Affiliated fund that is 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 web site 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, is available at fidelity.com. 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 web site or upon request

(m) 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 held as of the end of the period.

(n) 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 $7,254,000 or 0.1% of net assets.

Additional information on each holding is as follows:

Security	Acquisition Date	Acquisition Cost (000s)
Iberbond 2004 PLC 4.826% 12/24/17	11/30/05	$ 7,819

(o) Non-income producing

* Amount represents less than $1,000.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty	Value (Amounts in thousands)
$210,923,000 due 9/01/09 at 0.20%
BNP Paribas Securities Corp.	$ 36,268
Banc of America Securities LLC	18,058
Bank of America, NA	45,146
Deutsche Bank Securities, Inc.	19,864
ING Financial Markets LLC	5,810
J.P. Morgan Securities, Inc.	36,117
Mizuho Securities USA, Inc.	18,058
Morgan Stanley & Co., Inc.	9,029
Societe Generale, New York Branch	22,573
	$ 210,923
$976,879,000 due 9/01/09 at 0.21%
J.P. Morgan Securities, Inc.	$ 976,879

Affiliated Central Funds

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

Fund	Income earned (Amounts in thousands)
Fidelity 1-3 Year Duration Securitized Bond Central Fund	$ 1,313
Fidelity Corporate Bond 1-5 Year Central Fund	2,961
Fidelity Ultra-Short Central Fund	2,931
Total	$ 7,205

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

Fund (Amounts in thousands)	Value, beginning of period	Purchases	Sales Proceeds	Value, end of period	% ownership, end of period
Fidelity 1-3 Year Duration Securitized Bond Central Fund	$ 67,969	$ 993	$ 63,926*	$ -	0.0%
Fidelity Corporate Bond 1-5 Year Central Fund	87,771	1,730	44,709	44,351	13.4%
Fidelity Ultra-Short Central Fund	404,096	-	339,889*	-	0.0%
Total	$ 559,836	$ 2,723	$ 448,524	$ 44,351

* Includes the value of shares redeemed through in-kind transactions. See Note 8 of the Notes to Financial Statements.

Other Information

The following is a summary of the inputs used, as of August 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description (Amounts in thousands)	Total	Level 1	Level 2	Level 3
Investments in Securities:
Asset-Backed Securities	$ 617,125	$ -	$ 567,958	$ 49,167
Cash Equivalents	1,187,802	-	1,187,802	-
Certificates of Deposit	25,531	-	25,531	-
Collateralized Mortgage Obligations	405,265	-	394,613	10,652
Commercial Mortgage Securities	295,025	-	246,614	48,411
Corporate Bonds	1,484,278	-	1,484,278	-
Fixed-Income Funds	44,351	44,351	-	-
U.S. Government Agency - Mortgage Securities	581,345	-	581,345	-
U.S. Government and Government Agency Obligations	2,730,313	-	2,730,313	-
Total Investments in Securities:	$ 7,371,035	$ 44,351	$ 7,218,454	$ 108,230
Derivative Instruments:
Assets
Futures Contracts	$ 4,828	$ 4,828	$ -	$ -
Valuation Inputs at Reporting Date:
Description (Amounts in thousands)	Total	Level 1	Level 2	Level 3
Derivative Instruments:
Liabilities
Swap Agreements	$ (1,346)	$ -	$ (532)	$ (814)
Total Derivative Instruments:	$ 3,482	$ 4,828	$ (532)	$ (814)

The following is a reconciliation of Investments in Securities and Derivative Instruments for which Level 3 inputs were used in determining value: (Amounts in thousands)
Investments in Securities: Asset-Backed Securities
Beginning Balance	$ 24,298
Total Realized Gain (Loss)	(7,364)
Total Unrealized Gain (Loss)	7,663
Cost of Purchases	14,711
Proceeds of Sales	(21,335)
Amortization/Accretion	(31,986)
Transfers in/out of Level 3	63,180
Ending Balance	$ 49,167
The change in unrealized gain (loss) attributable to Level 3 securities at August 31, 2009	$ (25,644)
Collateralized Mortgage Obligations
Beginning Balance	$ 38
Total Realized Gain (Loss)	79
Total Unrealized Gain (Loss)	(17,071)
Cost of Purchases	4,075
Proceeds of Sales	(1,460)
Amortization/Accretion	73
Transfers in/out of Level 3	24,918
Ending Balance	$ 10,652
The change in unrealized gain (loss) attributable to Level 3 securities at August 31, 2009	$ (17,073)
Commercial Mortgage Securities
Beginning Balance	$ -
Total Realized Gain (Loss)	633
Total Unrealized Gain (Loss)	(19,737)
Cost of Purchases	22,427
Proceeds of Sales	(9,439)
Amortization/Accretion	(1,452)
Transfers in/out of Level 3	55,979
Ending Balance	$ 48,411
The change in unrealized gain (loss) attributable to Level 3 securities at August 31, 2009	$ (19,741)
Derivative Instruments:
Swap Agreements
Beginning Balance	$ (12,767)
Total Unrealized Gain (loss)	11,931
Transfers in/out of Level 3	22
Ending Balance	$ (814)
Realized gain (loss) on Swap Agreements for the period	$ (12,906)
The change in unrealized gain (loss) attributable to Level 3 Swap Agreements at August 31, 2009	$ 350

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities and Derivative Instruments identified as using Level 3 inputs at either the beginning or the end of the current fiscal period, and includes the value of securities received through affiliated in-kind transactions. See Note 8 of the Notes to Financial Statements. Transfers in or out of Level 3 represents either the beginning value (for transfer in), or the ending value (for transfer out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by risk exposure as of August 31, 2009. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Risk Exposure / Derivative Type	Value
(Amounts in thousands)	Asset	Liability
Credit Risk
Swap Agreements (b)	$ -	$ (1,346)
Interest Rate Risk
Futures Contracts (a)	4,828	-
Total Value of Derivatives	$ 4,828	$ (1,346)

(a) Reflects cumulative appreciation/(depreciation) on futures contracts as disclosed on the Schedule of Investments. Only the period end variation margin is separately disclosed on the Statement of Assets and Liabilities.

(b) Value is disclosed on the Statement of Assets and Liabilities in the Unrealized Appreciation and Unrealized Depreciation on Swap Agreements line-items.

Income Tax Information

At August 31, 2009, the fund had a capital loss carryforward of approximately $238,844,000 of which $22,435,000, $14,473,000, $2,521,000, $20,065,000 and $179,350,000 will expire on August 31, 2013, 2014, 2015, 2016 and 2017, respectively.

The fund intends to elect to defer to its fiscal year ending August 31, 2010 approximately $220,484,000 of losses recognized during the period November 1, 2008 to August 31, 2009.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)	August 31, 2009
Assets
Investment in securities, at value (including securities loaned of $956,433 and repurchase agreements of $1,187,802) - See accompanying schedule: Unaffiliated issuers (cost $7,450,838)	$ 7,326,684
Fidelity Central Funds (cost $43,295)	44,351
Total Investments (cost $7,494,133)		$ 7,371,035
Cash		1
Receivable for investments sold		321
Receivable for swap agreements		3
Receivable for fund shares sold		10,891
Interest receivable		35,993
Distributions receivable from Fidelity Central Funds		199
Receivable for daily variation on futures contracts		88
Other receivables		64
Total assets		7,418,595
Liabilities
Payable for investments purchased Regular delivery	$ 16,450
Delayed delivery	83,278
Payable for fund shares redeemed	3,952
Distributions payable	726
Unrealized depreciation on swap agreements	1,346
Accrued management fee	1,648
Other affiliated payables	685
Other payables and accrued expenses	68
Collateral on securities loaned, at value	976,879
Total liabilities		1,085,032
Net Assets		$ 6,333,563
Net Assets consist of:
Paid in capital		$ 6,920,011
Undistributed net investment income		10,135
Accumulated undistributed net realized gain (loss) on investments		(476,967)
Net unrealized appreciation (depreciation) on investments		(119,616)
Net Assets		$ 6,333,563

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

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)	August 31, 2009
Short-Term Bond: Net Asset Value, offering price and redemption price per share ($6,333,165 ÷ 770,272.0 shares)		$ 8.22
Class F: Net Asset Value, offering price and redemption price per share ($398 ÷ 48.4 shares)		$ 8.22

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

Annual Report

Statement of Operations

Amounts in thousands	Year ended August 31, 2009
Investment Income
Interest		$ 206,217
Income from Fidelity Central Funds		7,205
Total income		213,422
Expenses
Management fee	$ 18,575
Transfer agent fees	5,813
Fund wide operations fee	1,754
Independent trustees' compensation	21
Interest	33
Miscellaneous	27
Total expenses before reductions	26,223
Expense reductions	(39)	26,184
Net investment income		187,238
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	(98,345)
Fidelity Central Funds	(173,529)
Futures contracts	14,746
Swap agreements	(18,561)
Total net realized gain (loss)		(275,689)
Change in net unrealized appreciation (depreciation) on: Investment securities	193,773
Futures contracts	(4,084)
Swap agreements	15,783
Total change in net unrealized appreciation (depreciation)		205,472
Net gain (loss)		(70,217)
Net increase (decrease) in net assets resulting from operations		$ 117,021

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

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

Amounts in thousands	Year ended August 31, 2009	Year ended August 31, 2008
Increase (Decrease) in Net Assets
Operations
Net investment income	$ 187,238	$ 309,683
Net realized gain (loss)	(275,689)	(156,867)
Change in net unrealized appreciation (depreciation)	205,472	(132,329)
Net increase (decrease) in net assets resulting from operations	117,021	20,487
Distributions to shareholders from net investment income	(182,933)	(306,499)
Share transactions - net increase (decrease)	(295,010)	(360,773)
Total increase (decrease) in net assets	(360,922)	(646,785)
Net Assets
Beginning of period	6,694,485	7,341,270
End of period (including undistributed net investment income of $10,135 and undistributed net investment income of $5,401, respectively)	$ 6,333,563	$ 6,694,485

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

Annual Report

Financial Highlights - Short-Term Bond

Years ended August 31,	2009	2008	2007	2006 G	2006 I	2005 I
Selected Per-Share Data
Net asset value, beginning of period	$ 8.31	$ 8.66	$ 8.86	$ 8.82	$ 8.92	$ 8.99
Income from Investment Operations
Net investment incomeD	.260	.376	.421	.133	.344	.243
Net realized and unrealized gain (loss)	(.097)	(.355)	(.208)	.037	(.107)	(.067)
Total from investment operations	.163	.021	.213	.170	.237	.176
Distributions from net investment income	(.253)	(.371)	(.413)	(.130)	(.337)	(.246)
Net asset value, end of period	$ 8.22	$ 8.31	$ 8.66	$ 8.86	$ 8.82	$ 8.92
Total Return B,C	2.07%	.23%	2.41%	1.95%	2.70%	1.98%
Ratios to Average Net Assets E,H
Expenses before reductions	.45%	.45%	.45%	.45% A	.46%	.56%
Expenses net of fee waivers, if any	.45%	.45%	.45%	.45% A	.46%	.56%
Expenses net of all reductions	.45%	.45%	.45%	.44% A	.46%	.56%
Net investment income	3.22%	4.42%	4.77%	4.48% A	3.88%	2.71%
Supplemental Data
Net assets, end of period (in millions)	$ 6,333	$ 6,694	$ 7,341	$ 6,345	$ 5,865	$ 4,879
Portfolio turnover rate F	264% J	71%	82% J	55% A	62%	93%

^A Annualized

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

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

^D Calculated based on average shares outstanding during the period.

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

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

^G For the four month period ended August 31. The Fund changed its fiscal year from April 30 to August 31, effective August 31, 2006.

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

^I For the period ended April 30.

^J The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Financial Highlights - Class F

Years ended August 31,	2009 H
Selected Per-Share Data
Net asset value, beginning of period	$ 8.10
Income from Investment Operations
Net investment income D	.042
Net realized and unrealized gain (loss)	.121 G
Total from investment operations	.163
Distributions from net investment income	(.043)
Net asset value, end of period	$ 8.22
Total Return B,C	2.01%
Ratios to Average Net Assets E,I
Expenses before reductions	.35% A
Expenses net of fee waivers, if any	.35% A
Expenses net of all reductions	.35% A
Net investment income	3.02% A
Supplemental Data
Net assets, end of period (000 omitted)	$ 398
Portfolio turnover rate F	264% J

^A Annualized

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

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

^D Calculated based on average shares outstanding during the period.

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

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

^G The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

^H For the period June 26, 2009 (commencement of sale of shares) to August 31, 2009.

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

^J The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

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

Annual Report

Notes to Financial Statements

For the period ended August 31, 2009

1. Organization.

Fidelity Short-Term Bond Fund (the Fund) is a fund of Fidelity Fixed-Income Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. In January 2009, the Board of Trustees of the Fund approved the creation of an additional class of shares. The Fund commenced sale of Class F shares and the existing class was designated Short-Term Bond on June 26, 2009. The Fund offers Short-Term Bond and Class F shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. In order to disclose class level financial information dollar amounts presented in the notes are unrounded. Class F shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as investment manager. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds 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 their investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the Fund. These strategies are consistent with the investment objectives of the Fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the Fund. The following summarizes the Fund's investment in each Fidelity Central Fund.

Annual Report

2. Investments in Fidelity Central Funds - continued

Fidelity Central Fund	Investment Manager	Investment Objective	Investment Practices
Fidelity Corporate Bond 1-5 Year Central Fund	Fidelity Investment Money Management, Inc. (FIMM)	Seeks a high level of income by normally investing in investment- grade corporate bonds and other corporate debt securities and repurchase agreements for those securities.	Repurchase Agreements Restricted Securities Swap Agreements

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. A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, October 26, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly. Level 3 includes unobservable inputs when market prices are not readily available or

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of August 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Debt securities, including restricted securities, are valued based on quotations received from dealers who make markets in such securities or by independent pricing services. For corporate bonds, bank notes, and U.S. government and government agency obligations, pricing services generally utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. For asset backed securities, collateralized mortgage obligations, commercial mortgage securities, and U.S. government agency mortgage securities, pricing services generally utilize matrix pricing which considers prepayment speed assumptions, attributes of the collateral, yield or price of bonds of comparable quality, coupon, maturity and types as well as dealer supplied prices. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded. Swaps are marked-to-market daily based on valuations from independent pricing services or dealer-supplied valuations and changes in value are recorded as unrealized appreciation (depreciation). Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value. Actual prices received at disposition may differ.

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

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

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3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

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. 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. 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.

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

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. There are no unrecognized tax benefits in the accompanying financial statements. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. 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.

Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, are recorded on the ex-dividend date. Income dividends

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Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

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

Book-tax differences are primarily due to futures transactions, swap agreements, market discount, partnerships (including allocations from Fidelity Central Funds), deferred trustees compensation, capital loss carryforwards, and losses deferred due to wash sales and excise tax regulations.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation	$ 110,870,112
Unrealized depreciation	(243,629,570)
Net unrealized appreciation (depreciation)	$ (132,759,458)
Undistributed ordinary income	$ 5,706,107
Capital loss carryforward	$ (238,843,964)
Cost for federal income tax purposes	$ 7,503,794,242

The tax character of distributions paid was as follows:

	August 31, 2009	August 31, 2008
Ordinary Income	$ 182,932,593	$ 306,498,719

4. Operating Policies.

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

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4. Operating Policies - continued

Delayed Delivery Transactions and When-Issued Securities. The Fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked-to-market daily and equivalent deliverable securities are held for the transaction. The value of the securities purchased on a delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

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

5. Investments in Derivative Instruments.

Objectives and Strategies for Investing in Derivative Instruments. The Fund uses derivative instruments ("derivatives"), including futures contracts and swap agreements, in order to meet its investment objectives. The Fund's strategy is to use derivatives as a risk management tool and as an additional way to gain exposure to certain types of assets. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

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Notes to Financial Statements - continued

5. Investments in Derivative Instruments - continued

Objectives and Strategies for Investing in Derivative Instruments - continued

While utilizing derivatives in pursuit of its investment objectives, the Fund is exposed to certain financial risks relative to those derivatives. These risks are further explained below:

Credit Risk	Credit risk is the risk that the value of financial instruments will fluctuate as a result of changes in the credit quality of those instruments. Credit risk also includes the risk that the counterparty to a financial instrument will default or be unable to make further principal or interest payments on an obligation or commitment that it has entered into with the Fund.
Interest Rate Risk	Interest rate risk is the risk that the value of interest-bearing financial instruments will fluctuate due to changes in the prevailing levels of market interest rates.

The following notes provide more detailed information about each derivative type held by the Fund:

Futures Contracts. The Fund uses futures contracts to manage its exposure to the bond market and to fluctuations in interest rates. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument. Risks of loss may exceed any futures variation margin reflected in the Fund's Statement of Assets and Liabilities and may include interest rate risk and potential lack of liquidity in the market. Futures have minimal counterparty risk to the Fund since the exchange's clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default. The underlying face amount at value of any open futures contracts at period end is shown in the Schedule of Investments under the caption "Futures Contracts." This amount reflects each contract's exposure to the underlying instrument at period end.

The purchaser or seller of a futures contract is not required to pay for or deliver the instrument unless the contract is held until the delivery date. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Securities deposited to meet margin requirements are identified in the Fund's Schedule of Investments. Futures contracts are marked-to-market daily and subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract. These amounts are reflected as receivables or payables on the Statement of

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5. Investments in Derivative Instruments - continued

Futures Contracts - continued

Assets and Liabilities and changes in value are recognized as unrealized gain (loss). Realized gain (loss) is recorded upon the expiration or closing of the futures contract. The net realized gain (loss) and change in unrealized gain (loss) on futures contracts during the period is included on the Statement of Operations. The total underlying face amount of all open futures contracts at period end is indicative of the volume of this derivative type.

Swap Agreements. The Fund entered into swap agreements, which are contracts between two parties to exchange future cash flows at periodic intervals based on a notional principal amount. Payments are exchanged at specified intervals, accrued daily commencing with the effective date of the contract and recorded as realized gains or losses in the Fund's accompanying Statement of Operations. Gains or losses are realized in the event of an early termination of a swap agreement. Any upfront payments made or received upon entering a swap contract to compensate for differences between stated terms of the agreement and prevailing market conditions (e.g. credit spreads, interest rates or other factors) are recorded as realized gains or losses ratably over the term of the swap in the Fund's accompanying Statement of Operations. Risks of loss may exceed amounts recognized on the Fund's Statement of Asset and Liabilities. In addition, there is the risk of failure by the counterparty to perform under the terms of the agreement and lack of liquidity in the market. Details of swap agreements open at period end are included in the Fund's Schedule of Investments under the caption "Swap Agreements." The total notional amount of all open swap agreements at period end is indicative of the volume of this derivative type. Collateral, in the form of cash or securities, may be required to be held in segregated accounts with a fund's custodian bank in accordance with the swap agreement and, if required, is identified in the Fund's Schedule of Investments. The Fund could experience delays and costs in gaining access to the collateral even though it is held in the Fund's custodian bank.

The Fund entered into credit default swap agreements to provide a measure of protection against defaults of an issuer ("buyer of protection") and/or to gain credit exposure to an issuer to which it is not otherwise exposed ("seller of protection"). The issuer may be either a single issuer or a "basket" of issuers. As a buyer of protection, the Fund does so when it holds bonds of the issuer or without owning the underlying asset or debt issued by the reference entity. Under the terms of a credit default swap the buyer of protection receives credit protection in exchange for making periodic payments to the seller of protection based on a fixed percentage applied to a notional principal amount. In return for these payments, the seller of protection acts as a guarantor of the creditworthiness of a reference obligation. Periodic payments are made over the life of the contract provided that no credit event occurs.

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Notes to Financial Statements - continued

5. Investments in Derivative Instruments - continued

Swap Agreements - continued

For credit default swaps on most corporate and sovereign issuers, credit events include bankruptcy, failure to pay, obligation acceleration or repudiation/moratorium. If a credit event were to occur during the term of the contract, the contract is typically settled in a market auction where the difference between the value of the reference obligation received and the notional amount of the swap is recorded as a realized loss by the seller of protection. For credit default swaps on corporate or sovereign issuers, the obligation that may be put to the seller of protection is not limited to the specific reference obligation described in the Fund's Schedule of Investments.

For credit default swaps on asset-backed securities, a credit event may be triggered by events such as failure to pay principal, maturity extension, rating downgrade or write-down. If a credit event were to occur during the term of the contract, upon notification of the buyer of protection, the seller of protection is obligated to take delivery from the buyer of protection the notional amount of a reference obligation, at par. The difference between the value of the reference obligation received and the notional amount paid is recorded as a realized loss by the seller of protection. For credit default swaps on asset-backed securities, the reference obligation described represents the security that may be put to the seller of protection.

Risks of loss includes credit risk. The Fund's maximum risk of loss from counterparty risk, either as a buyer of protection or as a seller of protection, is the value of the contract. This risk is mitigated by the posting of collateral by the counterparty to the Fund to cover the Fund's exposure to the counterparty. The notional amount of credit default swaps is included in the Fund's Schedule of Investments and approximates the maximum potential amount of future payments that the Fund could be required to make if the Fund is the seller of protection and a credit event were to occur. The total notional amount of all credit default swaps open at period end where the Fund is the seller of protection amounted to $1,776,769 representing .03% of net assets. Credit default swaps are considered to have credit-risk contingent features since they require payment by the seller of protection to the buyer of protection upon the occurrence of a defined credit event. The total value of credit default swaps in a net liability position as of period end was $(1,346,092). The value of assets posted as collateral, net of assets received as collateral, for these swaps was $1,403,936. If a defined credit event had occurred as of period end, the swaps' credit-risk-related contingent features would have been triggered and the Fund would have been required to pay $372,833 in addition to the collateral to settle these swaps.

Typically the value of each credit default swap and credit rating disclosed for each reference obligation in the Fund's Schedule of Investments, where the Fund is the seller of protection, can be used as measures of the current payment/performance risk of the swap. As the value of the swap changes as a positive or negative percentage of the

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5. Investments in Derivative Instruments - continued

Swap Agreements - continued

total notional amount, the payment/performance risk may decrease or increase, respectively. Any current or future declines in the value of the swap may be partially offset by upfront payments received by the Fund as the seller of protection if applicable. In addition to these measures, FMR monitors a variety of factors including cash flow assumptions, market activity and market sentiment as part of its ongoing process of assessing payment/performance risk.

Realized and Change in Unrealized Gain (Loss) on Derivative Instruments. A summary of the Fund's value of derivatives by primary risk exposure as of period end, if any, is included at the end of the Fund's Schedule of Investments. The table below reflects the Fund's realized gain (loss) and change in unrealized gain (loss) for derivatives during the period.

Risk Exposure / Derivative Type	Realized Gain (Loss)	Change in Unrealized Gain (Loss)
Credit Risk
Swap Agreements	$ (18,561,496)	$ 15,782,854
Interest Rate Risk
Futures Contracts	14,746,445	(4,084,549)
Total Derivatives Realized and Change in Unrealized Gain (Loss) (a)(b)	$ (3,815,051)	$ 11,698,305

(a) Total derivatives realized gain (loss) included in the Statement of Operations is comprised of $14,746,445 for futures contracts and $(18,561,496) for swap agreements.

(b) Total derivatives change in unrealized gain (loss) included in the Statement of Operations is comprised of $(4,084,549) for futures contracts and $15,782,854 for swap agreements.

6. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, U.S. government securities and liquidations and redemptions executed in-kind from Affiliated Central Funds, aggregated $1,142,137,155 and $1,608,128,191, respectively.

7. 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 .20% of the Fund's average net assets and a group fee rate that averaged .12% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .32% of the Fund's average net assets.

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Notes to Financial Statements - continued

7. Fees and Other Transactions with Affiliates - continued

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 an asset-based fee of .10% of Short-Term Bond's average net assets. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

Fundwide Operations Fee. Pursuant to the Fundwide Operations and Expense Agreement (FWOE), FMR has agreed to provide for fund level expenses (which do not include transfer agent, compensation of the independent Trustees, interest (including commitment fees), taxes or extraordinary expenses, if any) in return for a FWOE fee equal to .35% less the total amount of the management fee. The FWOE paid by the Fund is reduced by an amount equal to the fees and expenses paid to the independent Trustees. For the period, the FWOE fee was equivalent to an annual rate of .03% of average net assets.

8. Other Affiliated Transactions.

During the period, certain Fidelity Central Funds in which the Fund was invested were each liquidated pursuant to a Plan of Liquidation and Dissolution approved by the Central Fund Board. Under the plan, each Central Fund distributed in-kind all of its net assets to its shareholders pro rata at its net asset value (NAV) per share as of the close of business on the liquidation date. As a result, the Fund received cash and securities, including accrued interest, as noted in the following table.

Liquidation Date	Central Fund	Value of Cash and Securities Received (including accrued interest)	Shares of Central Fund Redeemed
01/23/09 (a)	Fidelity Ultra-Short Central Fund	$203,371,987	3,252,583
06/26/09 (b)	Fidelity 1-3 Year Duration Securitized Bond Central Fund	$27,796,075	357,520

(a) Fund recognized a loss as the transaction was considered taxable to the Fund for federal income tax purposes.

(b) Because the Central Fund was a partnership for federal income tax purposes, the liquidation generally was tax free to the Fund.

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9. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 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 $27,022 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

10. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in cash equivalents. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of interest income. Net income from lending portfolio securities during the period amounted to $2,172,987.

11. Expense Reductions.

Through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $29,599. During the period, credits reduced each class' transfer agent expense as noted in the table below.

	Transfer Agent expense reduction
Short-Term Bond	$ 8,990

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Notes to Financial Statements - continued

12. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended August 31,	2009 A	2008
From net investment income
Short-Term Bond	$ 182,930,708	$ 306,498,719
Class F	1,885	-
Total	$ 182,932,593	$ 306,498,719

^A Distributions for Class F are for the period June 26, 2009 (commencement of sale of shares) to August 31, 2009.

13. Share Transactions.

Transactions for each class of shares were as follows:

	Shares		Dollars
Years ended August 31,	2009 A	2008	2009 A	2008
Short-Term Bond
Shares sold	229,979,818	168,510,452	$ 1,853,482,993	$ 1,437,933,850
Reinvestment of distributions	21,600,190	34,126,300	174,104,229	290,156,667
Shares redeemed	(286,971,458)	(244,923,178)	(2,322,990,140)	(2,088,864,182)
Net increase (decrease)	(35,391,450)	(42,286,426)	$ (295,402,918)	$ (360,773,665)
Class F
Shares sold	48,250	-	$ 391,545	$ -
Reinvestment of distributions	230	-	1,885	-
Shares redeemed	(32)	-	(260)	-
Net increase (decrease)	48,448	-	$ 393,170	$ -

^A Share transactions for Class F are for the period June 26, 2009 (commencement of sale of shares) to August 31, 2009.

14. 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.

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14. Other - continued

At the end of the period, the Fidelity Freedom Funds were the owners of record, in aggregate of approximately 30% of the total outstanding shares of the fund.

Effective after the close of business on September 25, 2009, the Fidelity Corporate Bond 1-5 Year Central Fund ("1-5 Year"), a Fidelity Central Fund in which the Fund invests, was liquidated pursuant to a Plan of Liquidation and Dissolution approved by its Board of Directors. Under the plan, 1-5 Year distributed in-kind all of its net assets to its shareholders pro rata at its net asset value (NAV) per share as of the close of business on the liquidation date. As a result, the Fund received cash and securities, including accrued interest, of $44,941,724 in return for 433,584 shares of 1-5 Year. Because 1-5 Year was a partnership for federal income tax purposes, the liquidation generally was tax free to the Fund.

15. Credit Risk.

The Fund invests a portion of its assets, directly or indirectly, in structured securities of issuers backed by residential mortgage loans, credit card receivables and automotive loans. The value and related income of these securities is sensitive to changes in economic conditions, including delinquencies and/or defaults.

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Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Fixed-Income Trust and the Shareholders of Fidelity Short-Term Bond Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Short-Term Bond Fund (a fund of Fidelity Fixed-Income Trust) at August 31, 2009, 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 periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Short-Term Bond Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with 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 are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at August 31, 2009 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

October 26, 2009

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Trustees and Officers

The Trustees and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 187 funds advised by FMR or an affiliate. Mr. Curvey oversees 407 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd 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.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5092.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation
Abigail P. Johnson (47)
	Year of Election or Appointment: 2009 Ms. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Ms. Johnson serves as President of Personal and Workplace Investing (2005-present). Ms. Johnson is a Director 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.
James C. Curvey (74)
	Year of Election or Appointment: 2007 Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-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.

* 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.

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, Age; Principal Occupation
Albert R. Gamper, Jr. (67)
	Year of Election or Appointment: 2006 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. Mr. Gamper currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities), a member of the Board of Trustees, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System. Previously, Mr. Gamper served as Chairman of the Board of Governors, Rutgers University (2004-2007).
Arthur E. Johnson (62)
	Year of Election or Appointment: 2008 Mr. Johnson serves as a member of the Board of Directors of Eaton Corporation (diversified power management, 2009-present) and AGL Resources, Inc. (holding company). Previously, Mr. Johnson served as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor, 1999-2009), and on the Board of Directors of IKON Office Solutions, Inc. (1999-2008). Mr. Arthur E. Johnson and Ms. Abigail P. Johnson are not related.
Michael E. Kenneally (55)
	Year of Election or Appointment: 2009 Mr. Kenneally also serves as Trustee (2009-present) or Member of the Advisory Board (2008-present) of other Fidelity Fixed Income and Asset Allocation Funds. Previously, Mr. Kenneally served as Chairman and Global Chief Executive Officer of Credit Suisse Asset Management (2003-2005). Mr. Kenneally was a Director of The Credit Suisse Funds (U.S. Mutual Fund, 2004-2008) and was awarded the Chartered Financial Analyst (CFA) designation in 1991.
James H. Keyes (68)
	Year of Election or Appointment: 2007 Mr. Keyes serves as a member of the Boards of Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines) and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions). Previously, Mr. Keyes served as a member of the Board of LSI Logic Corporation (semiconductor technologies, 1984-2008).
Marie L. Knowles (62)
	Year of Election or Appointment: 2001 Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. Ms. Knowles currently serves as a Director of McKesson Corporation (healthcare service). Ms. Knowles is an Honorary Trustee of the Brookings Institution and 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 and the Foundation Board of the School of Architecture at the University of Virginia (2007-present). Previously, Ms. Knowles served as a Director of Phelps Dodge Corporation (copper mining and manufacturing, 1994-2007).
Kenneth L. Wolfe (70)
	Year of Election or Appointment: 2005 Mr. Wolfe served as Chairman and a Director (2007-2009) and Chairman and Chief Executive Officer of Hershey Foods Corporation, and as a member of the Boards of Adelphia Communications Corporation (telecommunications, 2003-2006), Bausch & Lomb, Inc. (medical/pharmaceutical, 1993-2007), and Revlon, Inc. (2004-2009).

Annual Report

Executive Officers:

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

Name, Age; Principal Occupation
John R. Hebble (51)
	Year of Election or Appointment: 2008 President and Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Hebble also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments.
Boyce I. Greer (53)
	Year of Election or Appointment: 2005 or 2006 Vice President of Fidelity's Fixed Income Funds (2006) and Asset Allocation Funds (2005). Mr. Greer is also a Trustee of other investment companies advised by FMR. Mr. Greer is President of the Asset Allocation Division (2008-present), President and a Director of Strategic Advisers, Inc. (2008-present), President and a Director of Fidelity Investments Money Management, Inc. (2007-present), and an Executive Vice President of FMR and FMR Co., Inc. (2005-present). Previously, Mr. Greer served as a Director and Managing Director of Strategic Advisers, Inc. (2002-2005).
Christopher P. Sullivan (55)
	Year of Election or Appointment: 2009 Vice President of Fidelity's Bond Funds. Mr. Sullivan also serves as President of Fidelity's Bond Group (2009-present). Previously, Mr. Sullivan served as Managing Director, Co-Head of U.S. Fixed Income at Goldman Sachs Asset Management (2001-2009).
Scott C. Goebel (41)
	Year of Election or Appointment: 2008 Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).
Holly C. Laurent (55)
	Year of Election or Appointment: 2008 Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).
Christine Reynolds (50)
	Year of Election or Appointment: 2008 Chief Financial Officer of the Fidelity 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).
Michael H. Whitaker (42)
	Year of Election or Appointment: 2008 Chief Compliance Officer of Fidelity's Fixed Income and Asset Allocation 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.
Jeffrey S. Christian (47)
	Year of Election or Appointment: 2009 Deputy Treasurer of the Fidelity funds. Mr. Christian also serves as Chief Financial Officer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments. Previously, Mr. Christian served as Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009) and as Vice President of Business Analysis (2003-2004).
Bryan A. Mehrmann (48)
	Year of Election or Appointment: 2005 Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).
Stephanie J. Dorsey (40)
	Year of Election or Appointment: 2008 Deputy Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Ms. Dorsey is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.
Paul M. Murphy (62)
	Year of Election or Appointment: 2007 Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).
Kenneth B. Robins (40)
	Year of Election or Appointment: 2009 Assistant Treasurer of the Fidelity Fixed Income and Asset Allocation Funds. Mr. Robins also serves as President and Treasurer of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).
Gary W. Ryan (51)
	Year of Election or Appointment: 2005 Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

A total of 12.81% 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 $108,616,637 of the distributions paid during the period January 1, 2009 to August 31, 2009 as qualifying to be taxed as interest-related dividends for nonresident alien shareholders.

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on July 15, 2009. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1
To elect a Board of Trustees.A
	# of Votes	% of Votes
James C. Curvey
Affirmative	29,535,490,304.51	95.434
Withheld	1,412,983,688.53	4.566
TOTAL	30,948,473,993.04	100.000
Albert R. Gamper, Jr.
Affirmative	29,631,645,146.15	95.745
Withheld	1,316,828,846.89	4.255
TOTAL	30,948,473,993.04	100.000
Abigail P. Johnson
Affirmative	29,481,082,358.76	95.259
Withheld	1,467,391,634.28	4.741
TOTAL	30,948,473,993.04	100.000
Arthur E. Johnson
Affirmative	29,601,580,051.86	95.648
Withheld	1,346,893,941.18	4.352
TOTAL	30,948,473,993.04	100.000
Michael E. Kenneally
Affirmative	29,688,902,929.52	95.930
Withheld	1,259,571,063.52	4.070
TOTAL	30,948,473,993.04	100.000
James H. Keyes
Affirmative	29,647,356,020.99	95.796
Withheld	1,301,117,972.05	4.204
TOTAL	30,948,473,993.04	100.000
Marie L. Knowles
Affirmative	29,665,215,088.51	95.854
Withheld	1,283,258,904.53	4.146
TOTAL	30,948,473,993.04	100.000
Kenneth L. Wolfe
Affirmative	29,580,330,647.68	95.579
Withheld	1,368,143,345.36	4.421
TOTAL	30,948,473,993.04	100.000
PROPOSAL 2
To amend the Declaration of Trust to reduce the required quorum for future shareholder meetings.A
	# of Votes	% of Votes
Affirmative	22,342,326,668.95	72.192
Against	5,700,226,054.43	18.418
Abstain	2,112,037,717.17	6.825
Broker Non-Votes	793,883,552.49	2.565
TOTAL	30,948,473,993.04	100.000
A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Short-Term Bond Fund

On May 21, 2009, the Board of Trustees, including the Independent Trustees (together, the Board), voted to continue the management contract and subadvisory agreements (together, the Advisory Contracts) for the fund for four months, through September 30, 2009, in connection with the reorganization of the Board's new meeting schedule. The Board considered that the contractual terms of and fees payable under the fund's Advisory Contracts involve no changes in (i) the investment process or strategies employed in the management of the fund's assets; (ii) the nature or level of services provided under the fund's Advisory Contracts; or (iii) the day-to-day management of the fund or the persons primarily responsible for such management. The Board concluded that the fund's Advisory Contracts are fair and reasonable, and that the fund's Advisory Contracts should be renewed, without modification, through September 30, 2009, with the understanding that the Board will consider their renewal in September 2009.

Annual Report

Investment Adviser

Fidelity Management & Research Company Boston, MA

Investment Sub-Advisers

Fidelity Research & Analysis Company

Fidelity Investments Money
Management, Inc.

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.

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

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Bank of New York Mellon

New York, NY

STP-F-ANN-1009
1.891866.100

Fidelity ^®
U.S. Bond Index
Fund

Annual Report

August 31, 2009

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message	<Click Here>	The Chairman's message to shareholders.
Performance	<Click Here>	How the fund has done over time.
Management's Discussion	<Click Here>	The manager's review of fund performance, strategy and outlook.
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>
Proxy Voting Results	<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.

Annual Report

If additional copies of financial reports, prospectuses or historical account information are needed, or for more information on any Fidelity fund including charges and expenses, please call the appropriate number listed below or the number provided to your institutional or employer-sponsored retirement plan. Read the prospectus carefully before you invest or send money.
Retirement Plan Level Accounts
Corporate Clients 1-800-962-1375
"Not For Profit" Clients 1-800-343-0860
Financial and Other Institutions
Nationwide 1-800-221-5207
Other Investors 1-800-544-6666

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Abigail_P_Johnson)

Dear Shareholder:

We've seen a welcome uptick in the global equity markets this spring and summer, as signs of stabilization in some economic indicators have brought many investors back into the marketplace. But there remain other key measures - notably high unemployment and slack consumer spending - that suggest the road back to economic health could still be a bumpy ride. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the historical odds in your favor.

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

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

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

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

Sincerely,

/s/Abigail P. Johnson

Abigail P. Johnson

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's 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 August 31, 2009	Past 1 year	Past 5 years	Past 10 years
Fidelity® U.S. Bond Index Fund	7.39%	4.44%	6.05%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity ® U.S. Bond Index Fund on August 31, 1999. The chart shows how the value of your investment would have changed, and also shows how the Barclays Capital U.S. Aggregate Bond Index performed over the same period.

Annual Report

Management's Discussion of Fund Performance

Market Recap: While the positive returns of taxable bonds were more encouraging than the negative returns posted by major equity indexes for the year ending August 31, 2009, fixed-income securities rode their own wave of volatility. As the credit crisis resulting from a meltdown in the subprime mortgage market deepened in the beginning of the period, bond investors fled from lower-quality debt instruments and flocked to those with backing from the U.S. government. With government interventions around the world beginning to take root in the later months of the period, however, credit conditions improved and signs of stabilization among certain economic indicators emerged, eliciting greater demand for risk. Consequently, bonds further out on the risk spectrum boasted the largest returns. Mortgage-backed securities (MBS) - as gauged by the Barclays Capital U.S. MBS Index - soared 9.80%. Corporate bonds and asset-backed securities (ABS) also benefited from investors' increased risk appetite, with the Barclays Capital U.S. Credit Bond Index and the Barclays Capital U.S. Fixed-Rate ABS Index climbing 9.74% and 9.64%, respectively. Meanwhile, the Barclays Capital U.S. Agency Bond Index rose 7.45% and the Barclays Capital U.S. Treasury Bond Index was up 6.09%. Overall, U.S. investment-grade bonds gained 7.94%, as measured by the Barclays Capital U.S. Aggregate Bond Index.

Comments from Curtis Hollingsworth, Lead Portfolio Manager of Fidelity® U.S. Bond Index Fund: For the year, U.S. Bond Index Fund gained 7.39%, modestly trailing the Barclays Capital U.S. Aggregate Bond Index. Using a method known as "stratefied sampling," we invest in representative securities to construct a portfolio that mirrors the chief characteristics of the index, including maturity, sector allocation, credit quality and other factors. In addition, the fund maintains an overall duration - meaning sensitivity to interest rate changes - that is in line with its benchmark. We expect the fund's investments to approximate the market sector weightings of the Barclays Capital index within a range of plus or minus 10%. Historically, the fund's investments have approximated those sector weightings within a range that generally has been narrower than plus or minus 5%. Within these parameters, we liquidated investments in Fidelity's fixed-income central funds during the period, while still maintaining exposure to many of the same investments via direct holdings. Additionally, we reduced the fund's overweightings in commercial mortgage-backed securities and real estate investment trusts (REITs). Lastly, we liquidated our out-of-index holdings in collateralized mortgage obligations. These steps helped us better achieve our goal of producing fund performance that corresponds more closely with the benchmark.

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, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (March 1, 2009 to August 31, 2009).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

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

	Annualized Expense Ratio	Beginning Account Value March 1, 2009	Ending Account Value August 31, 2009	Expenses Paid During Period* March 1, 2009 to August 31, 2009
Actual	.32%	$ 1,000.00	$ 1,058.00	$ 1.66
Hypothetical (5% return per year before expenses)		$ 1,000.00	$ 1,023.59	$ 1.63

* Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (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.

Annual Report

Investment Changes (Unaudited)

The information in the following tables is based on the combined investments of the Fund and its pro-rata share of its investments in each non-money market Fidelity Central Fund.

Quality Diversification (% of fund's net assets)
As of August 31, 2009		As of February 28, 2009
	U.S. Government and U.S. Government Agency Obligations†† 74.5%		U.S. Government and U.S. Government Agency Obligations 86.6%
	AAA 5.5%		AAA 5.2%
	AA 2.8%		AA 2.2%
	A 7.7%		A 6.2%
	BBB 8.0%		BBB 8.3%
	BB and Below 0.4%		BB and Below 0.5%
	Not Rated 0.1%		Not Rated 0.2%
	Short-Term Investments and Net Other Assets 1.0%		Short-Term Investments and Net Other Assets† (9.2)%

We have used ratings from Moody's® Investors Services, Inc. Where Moody's ratings are not available, we have used S&P® ratings. All ratings are as of the report date and do not reflect subsequent downgrades. Securities rated BB or below were rated investment grade at the time of acquisition.

Weighted Average Maturity as of August 31, 2009
		6 months ago
Years	5.5	5.2

The weighted average maturity is based on the dollar-weighted average length of time until principal payments are expected or until securities reach maturity, taking into account any maturity shortening feature such as a call, refunding or redemption provision.

Duration as of August 31, 2009
		6 months ago
Years	4.0	3.7

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

Asset Allocation (% of fund's net assets)
As of August 31, 2009 *			As of February 28, 2009 **
	Corporate Bonds 20.0%			Corporate Bonds 17.7%
	U.S. Government and U.S. Government Agency Obligations†† 74.5%			U.S. Government and U.S. Government Agency Obligations 86.6%
	Asset-Backed Securities 0.5%			Asset-Backed Securities 0.7%
	CMOs and Other Mortgage Related Securities 3.6%			CMOs and Other Mortgage Related Securities 4.2%
	Municipal Bonds 0.1%			Municipal Bonds 0.0%
	Other Investments 0.3%			Other Investments 0.0%
	Short-Term Investments and Net Other Assets 1.0%			Short-Term Investments and Net Other Assets† (9.2)%
* Foreign investments		5.0%	** Foreign investments		3.5%

^† Short-Term Investments and Net Other Assets are not included in the pie chart.

^†† Includes FDIC Guaranteed Corporate Securities and Federal Financing Bank Supported Student Loan Short-Term Notes.

A holdings listing for the Fund, which presents direct holdings as well as the pro-rata share of any securities and other investments held indirectly through its investment in underlying non-money market Fidelity Central Funds, is available at fidelity.com.

Semiannual Report

Investments August 31, 2009

Showing Percentage of Net Assets

Nonconvertible Bonds - 20.0%
	Principal Amount (000s)		Value (000s)
CONSUMER DISCRETIONARY - 1.6%
Auto Components - 0.1%
DaimlerChrysler NA Holding Corp.:
5.75% 9/8/11	$ 5,542		$ 5,811
5.875% 3/15/11	2,058		2,142
			7,953
Diversified Consumer Services - 0.1%
President and Fellows of Harvard College 5.625% 10/1/38	7,700		8,175
Hotels, Restaurants & Leisure - 0.1%
McDonald's Corp.:
5.35% 3/1/18	2,317		2,489
6.3% 3/1/38	7,045		8,098
Yum! Brands, Inc.:
4.25% 9/15/15	2,000		2,030
5.3% 9/15/19	2,000		2,015
			14,632
Household Durables - 0.2%
Fortune Brands, Inc.:
5.125% 1/15/11	4,199		4,274
5.875% 1/15/36	14,806		12,381
			16,655
Media - 1.0%
AOL Time Warner, Inc.:
6.75% 4/15/11	1,864		1,982
6.875% 5/1/12	2,418		2,644
7.625% 4/15/31	3,250		3,569
Comcast Cable Communications, Inc. 6.75% 1/30/11	506		538
Comcast Corp.:
4.95% 6/15/16	1,862		1,889
5.5% 3/15/11	378		397
5.7% 5/15/18	2,940		3,105
5.7% 7/1/19	12,000		12,663
5.85% 1/15/10	61		62
6.55% 7/1/39	3,000		3,248
COX Communications, Inc.:
4.625% 1/15/10	2,121		2,145
4.625% 6/1/13	4,425		4,560
6.45% 12/1/36 (d)	1,829		1,876
6.95% 6/1/38 (d)	906		990
News America Holdings, Inc. 7.75% 12/1/45	3,160		3,309
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
CONSUMER DISCRETIONARY - continued
Media - continued
News America, Inc.:
4.75% 3/15/10	$ 242		$ 243
5.3% 12/15/14	868		930
5.65% 8/15/20 (d)	1,000		1,029
6.15% 3/1/37	3,955		3,820
6.9% 3/1/19 (d)	2,899		3,266
6.9% 8/15/39 (d)	2,000		2,105
Time Warner Cable, Inc.:
5.4% 7/2/12	2,421		2,582
5.85% 5/1/17	5,801		6,092
6.2% 7/1/13	2,302		2,488
6.75% 7/1/18	1,162		1,284
7.3% 7/1/38	8,000		9,052
8.75% 2/14/19	2,368		2,915
Time Warner, Inc.:
5.875% 11/15/16	2,131		2,227
6.5% 11/15/36	7,160		7,210
Viacom, Inc.:
4.375% 9/15/14	2,000		2,003
5.625% 9/15/19	1,000		1,009
6.125% 10/5/17	5,420		5,729
6.75% 10/5/37	1,865		1,953
Walt Disney Co. 5.5% 3/15/19	2,000		2,156
			101,070
Specialty Retail - 0.1%
Staples, Inc. 9.75% 1/15/14	10,000		11,739
TOTAL CONSUMER DISCRETIONARY			160,224
CONSUMER STAPLES - 1.4%
Beverages - 0.2%
Anheuser-Busch Companies, Inc. 6.45% 9/1/37	73		76
Diageo Capital PLC:
5.2% 1/30/13	1,028		1,098
5.75% 10/23/17	5,185		5,653
FBG Finance Ltd. 5.125% 6/15/15 (d)	2,908		2,979
PepsiCo, Inc. 7.9% 11/1/18	11,180		14,100
			23,906
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
CONSUMER STAPLES - continued
Food & Staples Retailing - 0.3%
CVS Caremark Corp.:
0.9675% 6/1/10 (h)	$ 2,275		$ 2,271
6.036% 12/10/28	7,577		7,151
6.302% 6/1/37 (h)	5,809		4,589
Safeway, Inc. 5% 8/15/19	1,000		1,002
Wal-Mart Stores, Inc.:
3.2% 5/15/14	10,000		10,203
6.5% 8/15/37	8,275		9,541
			34,757
Food Products - 0.4%
ConAgra Foods, Inc. 5.875% 4/15/14	4,000		4,385
General Mills, Inc. 5.65% 2/15/19	13,501		14,588
Kellogg Co. 4.45% 5/30/16	2,000		2,093
Kraft Foods, Inc.:
5.625% 11/1/11	3,626		3,910
6% 2/11/13	7,895		8,588
6.125% 2/1/18	5,497		6,016
6.75% 2/19/14	535		607
6.875% 2/1/38	3,250		3,728
			43,915
Household Products - 0.1%
Procter & Gamble Co. 3.15% 9/1/15	4,500		4,514
Procter & Gamble International Funding SCA 1.35% 8/26/11	1,000		1,003
			5,517
Personal Products - 0.0%
Avon Products, Inc. 4.8% 3/1/13	1,773		1,884
Tobacco - 0.4%
Altria Group, Inc. 9.7% 11/10/18	6,065		7,419
Philip Morris International, Inc.:
4.875% 5/16/13	8,937		9,514
5.65% 5/16/18	6,789		7,220
6.375% 5/16/38	1,450		1,648
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
CONSUMER STAPLES - continued
Tobacco - continued
Reynolds American, Inc.:
6.75% 6/15/17	$ 2,899		$ 2,954
7.25% 6/15/37	7,220		6,944
			35,699
TOTAL CONSUMER STAPLES			145,678
ENERGY - 1.8%
Energy Equipment & Services - 0.2%
Halliburton Co.:
6.15% 9/15/19	2,000		2,226
7.45% 9/15/39	1,500		1,850
Rowan Companies, Inc. 7.875% 8/1/19	500		527
Transocean Ltd. 5.25% 3/15/13	3,433		3,615
Weatherford International Ltd.:
4.95% 10/15/13	1,726		1,782
5.15% 3/15/13	2,255		2,350
7% 3/15/38	5,580		5,770
			18,120
Oil, Gas & Consumable Fuels - 1.6%
Anadarko Petroleum Corp.:
5.75% 6/15/14	5,000		5,323
6.45% 9/15/36	2,675		2,648
Boardwalk Pipelines LP 5.75% 9/15/19	1,000		991
Canadian Natural Resources Ltd.:
5.15% 2/1/13	4,456		4,661
5.7% 5/15/17	1,148		1,202
ConocoPhillips:
4.6% 1/15/15	3,000		3,195
4.75% 2/1/14	1,045		1,120
5.75% 2/1/19	2,902		3,178
6.5% 2/1/39	7,529		8,705
Devon Energy Corp. 5.625% 1/15/14	2,321		2,500
Duke Energy Field Services:
6.875% 2/1/11	2,291		2,389
7.875% 8/16/10	1,028		1,076
El Paso Natural Gas Co. 5.95% 4/15/17	926		952
Empresa Nacional de Petroleo 6.75% 11/15/12 (d)	1,678		1,805
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
ENERGY - continued
Oil, Gas & Consumable Fuels - continued
Enbridge Energy Partners LP:
5.875% 12/15/16	$ 1,789		$ 1,786
6.5% 4/15/18	2,350		2,468
EnCana Holdings Finance Corp. 5.8% 5/1/14	2,861		3,111
Enterprise Products Operating LP:
4.6% 8/1/12	5,000		5,188
4.625% 10/15/09	1,928		1,931
5.6% 10/15/14	1,937		2,049
5.65% 4/1/13	690		733
EOG Resources, Inc. 5.625% 6/1/19	1,000		1,096
Magellan Midstream Partners LP 6.55% 7/15/19	4,592		5,069
Nexen, Inc.:
5.05% 11/20/13	3,809		3,912
5.2% 3/10/15	900		910
5.875% 3/10/35	3,710		3,263
6.4% 5/15/37	12,035		11,136
Pemex Project Funding Master Trust:
1.25% 12/3/12 (d)(h)	2,040		1,948
1.9294% 6/15/10 (d)(h)	1,233		1,230
Petro-Canada:
6.05% 5/15/18	3,650		3,782
6.8% 5/15/38	8,445		8,938
Petrobras International Finance Co. Ltd. 7.875% 3/15/19	12,228		13,787
Petroleos Mexicanos 8% 5/3/19 (d)	4,396		4,946
Plains All American Pipeline LP:
6.125% 1/15/17	1,795		1,855
6.65% 1/15/37	2,795		2,910
Spectra Energy Capital, LLC 5.65% 3/1/20	2,000		2,027
Suncor Energy, Inc.:
6.1% 6/1/18	11,244		11,777
6.85% 6/1/39	2,000		2,137
TEPPCO Partners LP:
5.9% 4/15/13	3,208		3,451
6.65% 4/15/18	4,513		4,865
7.55% 4/15/38	8,655		10,106
TransCanada PipeLines Ltd. 6.35% 5/15/67 (h)	2,348		1,972
Valero Energy Corp. 6.625% 6/15/37	3,620		3,146
XTO Energy, Inc.:
5% 1/31/15	1,733		1,811
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
ENERGY - continued
Oil, Gas & Consumable Fuels - continued
XTO Energy, Inc.: - continued
5.65% 4/1/16	$ 1,189		$ 1,245
5.9% 8/1/12	4,410		4,770
			169,100
TOTAL ENERGY			187,220
FINANCIALS - 8.5%
Capital Markets - 1.7%
Bear Stearns Companies, Inc.:
0.9025% 9/9/09 (h)	1,259		1,259
4.5% 10/28/10	1,816		1,886
5.3% 10/30/15	1,159		1,175
5.85% 7/19/10	3,733		3,836
6.95% 8/10/12	1,338		1,495
BlackRock, Inc. 6.25% 9/15/17	11,603		12,205
Goldman Sachs Group, Inc.:
3.625% 8/1/12	1,500		1,531
5.25% 10/15/13	5,848		6,173
5.45% 11/1/12	3,733		3,979
5.625% 1/15/17	7,000		6,960
6.15% 4/1/18	1,951		2,059
6.6% 1/15/12	1,695		1,835
6.75% 10/1/37	24,510		24,539
6.875% 1/15/11	270		288
7.5% 2/15/19	1,741		2,004
JPMorgan Chase Capital XX 6.55% 9/29/36	14,550		12,681
Lazard Group LLC:
6.85% 6/15/17	3,804		3,722
7.125% 5/15/15	1,364		1,370
Merrill Lynch & Co., Inc.:
5.45% 2/5/13	10,924		11,107
6.15% 4/25/13	4,132		4,302
6.4% 8/28/17	3,140		3,094
6.875% 4/25/18	4,925		5,029
Morgan Stanley:
4.75% 4/1/14	4,287		4,256
5.05% 1/21/11	3,016		3,115
5.25% 11/2/12	242		256
5.45% 1/9/17	236		234
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Capital Markets - continued
Morgan Stanley: - continued
5.95% 12/28/17	$ 5,745		$ 5,874
6% 5/13/14	3,000		3,181
6.6% 4/1/12	5,666		6,157
6.625% 4/1/18	5,055		5,401
6.75% 4/15/11	828		881
7.3% 5/13/19	3,000		3,341
Northern Trust Corp.:
4.625% 5/1/14	2,278		2,419
5.5% 8/15/13	2,607		2,844
Scotland International Finance No. 2 BV 7.7% 8/15/10 (d)	968		974
State Street Corp. 4.3% 5/30/14	1,940		2,034
The Bank of New York, Inc.:
4.3% 5/15/14	6,000		6,313
4.95% 11/1/12	3,828		4,143
5.45% 5/15/19	2,000		2,125
UBS AG Stamford Branch:
5.75% 4/25/18	3,500		3,438
5.875% 12/20/17	3,500		3,468
			172,983
Commercial Banks - 2.4%
American Express Bank FSB:
5.5% 4/16/13	4,052		4,205
6% 9/13/17	615		607
Asian Development Bank 2.75% 5/21/14	30,000		30,027
Bank of America NA:
5.3% 3/15/17	3,500		3,220
6% 10/15/36	2,419		2,240
Bank One Corp.:
5.25% 1/30/13	921		973
7.875% 8/1/10	685		724
Barclays Bank PLC:
5.2% 7/10/14	2,000		2,100
6.75% 5/22/19	3,000		3,287
BB&T Capital Trust IV 6.82% 6/12/77 (h)	3,510		2,913
BB&T Corp. 6.5% 8/1/11	1,231		1,288
Chase Manhattan Corp. 7.875% 6/15/10	1,538		1,616
Corporacion Andina de Fomento 8.125% 6/4/19	2,000		2,310
Credit Suisse First Boston 6% 2/15/18	15,651		16,097
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Commercial Banks - continued
Credit Suisse First Boston New York Branch 5% 5/15/13	$ 9,285		$ 9,857
European Bank for Reconstruction and Development 1.25% 6/10/11	1,500		1,501
European Investment Bank 3.125% 6/4/14	77,000		78,242
Export-Import Bank of Korea:
5.125% 2/14/11	2,892		2,932
5.25% 2/10/14 (d)	559		558
5.5% 10/17/12	2,235		2,311
Fifth Third Bancorp:
4.5% 6/1/18	122		90
8.25% 3/1/38	2,079		1,847
HSBC Holdings PLC 6.5% 9/15/37	10,000		10,342
JPMorgan Chase Bank 6% 10/1/17	2,075		2,187
KeyBank NA:
5.8% 7/1/14	1,109		1,069
7% 2/1/11	1,113		1,133
Korea Development Bank 4.625% 9/16/10	1,816		1,831
National City Bank, Cleveland 4.5% 3/15/10	2,915		2,956
PNC Funding Corp.:
6.7% 6/10/19	2,500		2,738
7.5% 11/1/09	2,007		2,024
Santander Issuances SA Unipersonal 5.805% 6/20/16 (d)(h)	4,165		3,421
UniCredit Luxembourg Finance SA 5.584% 1/13/17 (d)(h)	2,905		2,548
Union Planters Corp. 7.75% 3/1/11	594		576
UnionBanCal Corp. 5.25% 12/16/13	656		610
Wachovia Bank NA:
4.875% 2/1/15	1,394		1,401
6.6% 1/15/38	10,000		10,311
Wachovia Corp.:
5.5% 5/1/13	14,000		14,875
5.625% 10/15/16	3,367		3,358
5.75% 6/15/17	2,905		3,064
Wells Fargo & Co.:
4.2% 1/15/10	2,610		2,636
5.625% 12/11/17	10,972		11,496
Wells Fargo Bank NA, San Francisco 6.45% 2/1/11	575		602
			248,123
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Consumer Finance - 1.2%
American Express Co.:
7.25% 5/20/14	$ 1,500		$ 1,651
8.15% 3/19/38	8,500		9,816
American Express Credit Corp. 5.875% 5/2/13	577		603
Capital One Bank USA NA 8.8% 7/15/19	2,020		2,164
Capital One Financial Corp.:
0.93% 9/10/09 (h)	3,246		3,245
5.7% 9/15/11	2,000		2,064
7.375% 5/23/14	5,000		5,454
Discover Financial Services:
1.1688% 6/11/10 (h)	3,984		3,882
6.45% 6/12/17	2,263		1,973
10.25% 7/15/19	1,000		1,095
General Electric Capital Corp.:
5.25% 10/19/12	20,000		20,935
5.625% 9/15/17	7,044		7,059
5.625% 5/1/18	15,000		14,936
5.9% 5/13/14	10,000		10,687
6.375% 11/15/67 (h)	9,000		7,268
Household Finance Corp.:
6.375% 10/15/11	1,842		1,935
7% 5/15/12	464		500
HSBC Finance Corp.:
5.25% 1/14/11	1,296		1,328
5.25% 1/15/14	1,044		1,065
MBNA America Bank NA 7.125% 11/15/12 (d)	687		713
MBNA Corp. 7.5% 3/15/12	1,593		1,681
Nissan Motor Acceptance Corp. 4.625% 3/8/10 (d)	4,205		4,169
ORIX Corp. 5.48% 11/22/11	381		376
SLM Corp.:
0.6638% 7/26/10 (h)	11,189		10,237
4.5% 7/26/10	8,438		8,073
			122,909
Diversified Financial Services - 1.7%
Bank of America Corp.:
5.75% 12/1/17	4,835		4,703
7.4% 1/15/11	8,580		9,054
BB&T Corp. 3.85% 7/27/12	1,000		1,024
BP Capital Markets PLC:
1.55% 8/11/11	1,000		1,002
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Diversified Financial Services - continued
BP Capital Markets PLC: - continued
3.125% 3/10/12	$ 4,000		$ 4,127
3.875% 3/10/15	2,000		2,065
4.75% 3/10/19	1,000		1,044
Capital One Capital V 10.25% 8/15/39	2,000		2,034
Citigroup, Inc.:
5.3% 10/17/12	15,244		15,399
5.5% 4/11/13	13,899		13,834
6.125% 5/15/18	5,731		5,389
6.5% 1/18/11	1,295		1,338
6.5% 8/19/13	6,095		6,259
8.125% 7/15/39	8,000		8,223
8.5% 5/22/19	8,000		8,745
CME Group, Inc. 5.75% 2/15/14	501		548
Deutsche Bank AG London Branch 3.875% 8/18/14	5,000		5,027
GlaxoSmithKline Capital, Inc.:
5.65% 5/15/18	8,585		9,366
6.375% 5/15/38	7,218		8,438
International Lease Finance Corp.:
5.4% 2/15/12	2,837		2,342
5.65% 6/1/14	11,005		8,259
6.375% 3/25/13	1,489		1,168
6.625% 11/15/13	2,695		2,087
JPMorgan Chase & Co.:
4.65% 6/1/14	4,000		4,177
4.891% 9/1/15 (h)	2,703		2,440
5.6% 6/1/11	3,066		3,236
5.75% 1/2/13	2,196		2,343
6.3% 4/23/19	10,000		10,963
6.75% 2/1/11	372		396
Kreditanstalt fuer Wiederaufbau 4.875% 6/17/19	25,000		26,985
			172,015
Insurance - 0.7%
Ace INA Holdings, Inc. 5.9% 6/15/19	3,000		3,231
Allstate Corp.:
6.2% 5/16/14	3,000		3,267
7.45% 5/16/19	3,000		3,466
Assurant, Inc.:
5.625% 2/15/14	1,894		1,937
6.75% 2/15/34	1,948		1,558
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Insurance - continued
Axis Capital Holdings Ltd. 5.75% 12/1/14	$ 553		$ 559
Great-West Life & Annuity Insurance Co. 7.153% 5/16/46 (d)(h)	1,477		1,167
Liberty Mutual Group, Inc. 6.5% 3/15/35 (d)	589		431
MetLife, Inc.:
5% 6/15/15	1,153		1,197
6.125% 12/1/11	981		1,048
7.717% 2/15/19	14,148		16,549
Metropolitan Life Global Funding I 4.625% 8/19/10 (d)	3,268		3,288
Monumental Global Funding II 5.65% 7/14/11 (d)	1,637		1,673
Prudential Financial, Inc.:
5.15% 1/15/13	2,146		2,162
5.4% 6/13/35	447		369
5.5% 3/15/16	421		416
5.7% 12/14/36	380		333
6.2% 1/15/15	1,340		1,404
7.375% 6/15/19	3,000		3,260
8.875% 6/15/68 (h)	2,944		2,723
Symetra Financial Corp. 6.125% 4/1/16 (d)	5,133		4,151
The Chubb Corp.:
5.75% 5/15/18	4,175		4,530
6.5% 5/15/38	3,510		3,997
The St. Paul Travelers Companies, Inc. 8.125% 4/15/10	1,238		1,285
The Travelers Companies, Inc. 6.25% 6/15/37	8,350		9,227
			73,228
Real Estate Investment Trusts - 0.4%
AvalonBay Communities, Inc.:
6.125% 11/1/12	1,000		1,057
6.625% 9/15/11	810		860
Brandywine Operating Partnership LP:
4.5% 11/1/09	3,058		3,055
5.75% 4/1/12	1,000		975
BRE Properties, Inc.:
4.875% 5/15/10	2,559		2,553
5.75% 9/1/09	605		605
Camden Property Trust 4.375% 1/15/10	1,465		1,475
Developers Diversified Realty Corp.:
4.625% 8/1/10	2,984		2,884
5% 5/3/10	2,220		2,157
5.25% 4/15/11	2,410		2,277
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Real Estate Investment Trusts - continued
Developers Diversified Realty Corp.: - continued
5.375% 10/15/12	$ 1,273		$ 1,156
Duke Realty LP:
5.25% 1/15/10	449		450
5.4% 8/15/14	5,172		4,863
5.625% 8/15/11	2,929		2,959
5.95% 2/15/17	630		567
6.25% 5/15/13	1,000		1,005
6.5% 1/15/18	1,000		920
HRPT Properties Trust:
5.75% 11/1/15	881		766
6.25% 6/15/17	1,221		1,072
6.65% 1/15/18	612		535
Liberty Property LP:
5.125% 3/2/15	840		777
5.5% 12/15/16	1,000		880
Mack-Cali Realty LP:
5.05% 4/15/10	803		805
7.75% 2/15/11	967		1,017
Simon Property Group LP:
4.6% 6/15/10	1,086		1,107
4.875% 8/15/10	668		684
5% 3/1/12	360		369
5.375% 6/1/11	615		632
5.6% 9/1/11	2,692		2,791
5.75% 5/1/12	1,255		1,316
7.75% 1/20/11	813		857
Tanger Properties LP 6.15% 11/15/15	24		23
			43,449
Real Estate Management & Development - 0.1%
ERP Operating LP 5.5% 10/1/12	3,403		3,551
Regency Centers LP:
5.25% 8/1/15	2,113		1,899
5.875% 6/15/17	1,046		944
			6,394
Thrifts & Mortgage Finance - 0.3%
Bank of America Corp.:
6.5% 8/1/16	15,000		15,457
7.375% 5/15/14	10,000		10,964
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
FINANCIALS - continued
Thrifts & Mortgage Finance - continued
Countrywide Financial Corp. 5.8% 6/7/12	$ 2,889		$ 2,998
Countrywide Home Loans, Inc. 4% 3/22/11	4,286		4,328
Independence Community Bank Corp. 4.9% 9/23/10	1,680		1,735
			35,482
TOTAL FINANCIALS			874,583
HEALTH CARE - 0.8%
Biotechnology - 0.0%
Amgen, Inc. 5.85% 6/1/17	2,928		3,234
Health Care Equipment & Supplies - 0.1%
Baxter International, Inc. 4.5% 8/15/19	3,000		3,048
Hospira, Inc. 6.4% 5/15/15	2,000		2,182
St. Jude Medical, Inc. 3.75% 7/15/14	1,000		1,015
			6,245
Health Care Providers & Services - 0.1%
Coventry Health Care, Inc.:
5.95% 3/15/17	1,731		1,543
6.3% 8/15/14	3,584		3,266
Express Scripts, Inc.:
5.25% 6/15/12	2,000		2,122
6.25% 6/15/14	2,000		2,186
7.25% 6/15/19	2,000		2,319
			11,436
Pharmaceuticals - 0.6%
AstraZeneca PLC:
5.9% 9/15/17	4,505		5,006
6.45% 9/15/37	3,250		3,822
Bristol-Myers Squibb Co. 5.45% 5/1/18	2,905		3,166
Merck & Co., Inc.:
4% 6/30/15	3,000		3,127
5% 6/30/19	5,970		6,311
5.85% 6/30/39	1,000		1,101
Novartis Capital Corp. 4.125% 2/10/14	12,903		13,534
Pfizer, Inc.:
5.35% 3/15/15	4,000		4,452
6.2% 3/15/19	4,000		4,522
7.2% 3/15/39	3,000		3,766
Roche Holdings, Inc. 5% 3/1/14 (d)	5,887		6,368
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
HEALTH CARE - continued
Pharmaceuticals - continued
Teva Pharmaceutical Finance LLC 5.55% 2/1/16	$ 949		$ 1,014
Watson Pharmaceuticals, Inc.:
5% 8/15/14	1,000		1,012
6.125% 8/15/19	1,000		1,028
			58,229
TOTAL HEALTH CARE			79,144
INDUSTRIALS - 0.8%
Aerospace & Defense - 0.2%
BAE Systems Holdings, Inc.:
4.75% 8/15/10 (d)	2,615		2,659
6.4% 12/15/11 (d)	810		868
General Dynamics Corp. 1.8% 7/15/11	3,000		3,012
The Boeing Co.:
5% 3/15/14	3,000		3,234
6% 3/15/19	1,000		1,103
6.875% 3/15/39	1,000		1,183
United Technologies Corp. 6.125% 2/1/19	4,000		4,486
			16,545
Airlines - 0.2%
American Airlines, Inc. pass-thru trust certificates:
6.978% 10/1/12	392		376
7.024% 4/15/11	2,803		2,789
Continental Airlines, Inc.:
6.648% 3/15/19	3,052		2,625
6.9% 7/2/19	848		737
7.056% 3/15/11	1,742		1,733
Delta Air Lines, Inc. pass-thru trust certificates:
6.821% 8/10/22	361		323
7.57% 11/18/10	11,089		10,812
United Air Lines, Inc. pass-thru trust certificates 6.602% 9/1/13	88		86
			19,481
Building Products - 0.0%
Masco Corp. 0.9388% 3/12/10 (h)	1,079		1,060
Commercial Services & Supplies - 0.0%
Republic Services, Inc. 5.5% 9/15/19 (d)(f)	4,000		3,971
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
INDUSTRIALS - continued
Industrial Conglomerates - 0.3%
Covidien International Finance SA:
5.15% 10/15/10	$ 2,504		$ 2,607
5.45% 10/15/12	613		668
6% 10/15/17	2,902		3,195
6.55% 10/15/37	4,250		4,916
General Electric Co. 5.25% 12/6/17	18,540		18,929
			30,315
Machinery - 0.0%
Atlas Copco AB 5.6% 5/22/17 (d)	605		616
Road & Rail - 0.1%
Norfolk Southern Corp. 5.75% 1/15/16 (d)	10,000		10,669
TOTAL INDUSTRIALS			82,657
INFORMATION TECHNOLOGY - 0.7%
Communications Equipment - 0.2%
Cisco Systems, Inc.:
4.95% 2/15/19	3,479		3,631
5.9% 2/15/39	12,416		13,268
Nokia Corp.:
5.375% 5/15/19	2,000		2,096
6.625% 5/15/39	1,000		1,143
			20,138
Computers & Peripherals - 0.3%
Dell, Inc. 5.625% 4/15/14	2,000		2,181
Hewlett-Packard Co. 4.75% 6/2/14	8,300		8,885
International Business Machines Corp. 7.625% 10/15/18	13,000		15,955
			27,021
Electronic Equipment & Components - 0.1%
Tyco Electronics Group SA:
5.95% 1/15/14	2,922		2,968
6% 10/1/12	3,840		3,973
6.55% 10/1/17	2,338		2,323
7.125% 10/1/37	2,475		2,475
			11,739
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
INFORMATION TECHNOLOGY - continued
Office Electronics - 0.0%
Xerox Corp.:
5.5% 5/15/12	$ 1,586		$ 1,653
8.25% 5/15/14	3,902		4,394
			6,047
Software - 0.1%
Microsoft Corp.:
2.95% 6/1/14	2,000		2,012
4.2% 6/1/19	2,000		2,045
Oracle Corp. 5.75% 4/15/18	7,400		8,121
			12,178
TOTAL INFORMATION TECHNOLOGY			77,123
MATERIALS - 0.8%
Chemicals - 0.3%
Air Products & Chemicals, Inc. 4.375% 8/21/19	1,000		1,014
Dow Chemical Co.:
4.85% 8/15/12	10,000		10,243
5.9% 2/15/15	2,500		2,496
7.6% 5/15/14	3,000		3,239
8.55% 5/15/19	3,000		3,268
9.4% 5/15/39	3,000		3,641
E.I. du Pont de Nemours & Co. 5% 1/15/13	467		505
Lubrizol Corp. 8.875% 2/1/19	919		1,133
Praxair, Inc. 3.25% 9/15/15	3,200		3,211
			28,750
Construction Materials - 0.0%
CRH America, Inc. 6% 9/30/16	1,816		1,783
Containers & Packaging - 0.1%
Bemis Co., Inc.:
5.65% 8/1/14	3,000		3,145
6.8% 8/1/19	3,000		3,263
Pactiv Corp.:
5.875% 7/15/12	1,697		1,808
6.4% 1/15/18	1,732		1,713
			9,929
Metals & Mining - 0.4%
Anglo American Capital PLC:
9.375% 4/8/14 (d)	1,000		1,140
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
MATERIALS - continued
Metals & Mining - continued
Anglo American Capital PLC: - continued
9.375% 4/8/19 (d)	$ 1,000		$ 1,170
BHP Billiton Financial USA Ltd.:
5.125% 3/29/12	1,957		2,056
5.5% 4/1/14	2,500		2,722
6.5% 4/1/19	2,500		2,850
Corporacion Nacional del Cobre (Codelco) 6.375% 11/30/12 (d)	1,983		2,166
Rio Tinto Finance (USA) Ltd.:
5.875% 7/15/13	3,233		3,435
6.5% 7/15/18	9,079		9,774
7.125% 7/15/28	8,480		8,971
Vale Overseas Ltd. 6.25% 1/23/17	9,395		9,957
			44,241
TOTAL MATERIALS			84,703
TELECOMMUNICATION SERVICES - 1.8%
Diversified Telecommunication Services - 1.4%
AT&T Broadband Corp. 8.375% 3/15/13	2,560		2,958
AT&T, Inc.:
5.8% 2/15/19	8,706		9,347
6.3% 1/15/38	838		880
6.7% 11/15/13	1,162		1,316
BellSouth Capital Funding Corp. 7.875% 2/15/30	3,540		4,253
British Telecommunications PLC:
9.125% 12/15/10 (b)	2,692		2,900
9.125% 12/15/30	4,515		5,677
Deutsche Telekom International Financial BV:
5.25% 7/22/13	2,425		2,583
5.875% 8/20/13	10,000		10,856
6.75% 8/20/18	3,595		4,059
France Telecom SA 5.375% 7/8/19	4,000		4,226
SBC Communications, Inc.:
5.1% 9/15/14	2,149		2,323
5.875% 2/1/12	2,707		2,919
5.875% 8/15/12	968		1,059
6.15% 9/15/34	5,270		5,417
6.45% 6/15/34	11,795		12,499
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
TELECOMMUNICATION SERVICES - continued
Diversified Telecommunication Services - continued
Telecom Italia Capital SA:
4% 1/15/10	$ 4,844		$ 4,879
4.95% 9/30/14	3,178		3,280
5.25% 10/1/15	4,571		4,742
6.999% 6/4/18	1,776		1,952
7.175% 6/18/19	6,000		6,680
Telefonica Emisiones SAU:
4.949% 1/15/15	3,000		3,182
5.877% 7/15/19	2,000		2,176
6.421% 6/20/16	1,151		1,290
7.045% 6/20/36	2,951		3,500
Telefonos de Mexico SA de CV 4.75% 1/27/10	6,144		6,205
Verizon Communications, Inc.:
6.25% 4/1/37	3,121		3,298
6.35% 4/1/19	12,500		13,881
6.9% 4/15/38	6,025		6,895
Verizon Global Funding Corp.:
5.85% 9/15/35	3,190		3,218
7.25% 12/1/10	2,715		2,892
Verizon New England, Inc. 6.5% 9/15/11	882		950
Verizon New York, Inc. 6.875% 4/1/12	2,628		2,863
			145,155
Wireless Telecommunication Services - 0.4%
America Movil SAB de CV:
5.625% 11/15/17	1,792		1,797
6.125% 11/15/37	8,365		8,289
AT&T Wireless Services, Inc. 8.125% 5/1/12	10,000		11,376
Verizon Wireless Capital LLC:
5.55% 2/1/14 (d)	2,352		2,543
8.5% 11/15/18 (d)	3,486		4,391
Vodafone Group PLC:
5% 12/16/13	2,275		2,415
5.45% 6/10/19	6,000		6,243
5.5% 6/15/11	2,735		2,903
7.75% 2/15/10	1,830		1,886
			41,843
TOTAL TELECOMMUNICATION SERVICES			186,998
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
UTILITIES - 1.8%
Electric Utilities - 1.1%
AmerenUE 6.4% 6/15/17	$ 2,959		$ 3,243
Cleveland Electric Illuminating Co.:
5.65% 12/15/13	4,074		4,297
8.875% 11/15/18	7,207		9,062
Commonwealth Edison Co.:
5.4% 12/15/11	6,418		6,853
5.8% 3/15/18	9,945		10,706
Duke Energy Carolinas LLC 5.25% 1/15/18	4,355		4,627
Duke Energy Corp. 3.95% 9/15/14	4,500		4,549
Exelon Corp.:
4.9% 6/15/15	3,170		3,219
6.75% 5/1/11	659		704
FirstEnergy Corp. 6.45% 11/15/11	1,954		2,135
FirstEnergy Solutions Corp. 6.8% 8/15/39 (d)	3,500		3,575
FPL Group Capital, Inc. 7.875% 12/15/15	1,532		1,855
Illinois Power Co. 6.125% 11/15/17	3,364		3,535
Nevada Power Co. 6.5% 8/1/18	1,555		1,698
Northern States Power Co. 5.25% 3/1/18	10,500		11,164
Oncor Electric Delivery Co. 6.375% 5/1/12	2,705		2,946
PacifiCorp 6% 1/15/39	6,193		6,850
Pennsylvania Electric Co. 6.05% 9/1/17	757		806
Pepco Holdings, Inc.:
6.125% 6/1/17	400		408
6.45% 8/15/12	800		851
7.45% 8/15/32	200		211
Potomac Electric Power Co. 6.5% 11/15/37	3,806		4,298
PPL Capital Funding, Inc. 6.7% 3/30/67 (h)	1,000		780
Progress Energy, Inc. 7.1% 3/1/11	3,353		3,566
Sierra Pacific Power Co. 5.45% 9/1/13	1,545		1,619
Tampa Electric Co.:
6.15% 5/15/37	6,260		6,574
6.55% 5/15/36	5,500		6,069
Virginia Electric & Power Co. 5% 6/30/19	5,000		5,156
Wisconsin Electric Power Co. 6.25% 12/1/15	2,983		3,387
Wisconsin Power & Light Co. 5% 7/15/19	1,000		1,035
			115,778
Gas Utilities - 0.1%
EQT Corp. 8.125% 6/1/19	1,000		1,123
Nonconvertible Bonds - continued
	Principal Amount (000s)		Value (000s)
UTILITIES - continued
Gas Utilities - continued
Southern Natural Gas Co. 5.9% 4/1/17 (d)	$ 438		$ 449
Texas Eastern Transmission Corp. 7.3% 12/1/10	3,071		3,163
			4,735
Independent Power Producers & Energy Traders - 0.2%
Constellation Energy Group, Inc. 7% 4/1/12	6,384		6,852
Duke Capital LLC 5.668% 8/15/14	2,036		2,123
Exelon Generation Co. LLC 5.35% 1/15/14	1,513		1,582
PPL Energy Supply LLC 6.5% 5/1/18	6,485		6,835
			17,392
Multi-Utilities - 0.4%
CenterPoint Energy, Inc. 5.95% 2/1/17	1,181		1,130
Dominion Resources, Inc.:
4.75% 12/15/10	3,894		4,015
6.3% 9/30/66 (h)	1,000		730
7.5% 6/30/66 (h)	1,000		820
DTE Energy Co. 7.05% 6/1/11	974		1,035
KeySpan Corp. 7.625% 11/15/10	490		517
MidAmerican Energy Holdings, Co.:
5.75% 4/1/18	3,750		3,998
5.875% 10/1/12	2,893		3,138
6.5% 9/15/37	7,605		8,447
National Grid PLC 6.3% 8/1/16	1,463		1,582
NiSource Finance Corp.:
5.25% 9/15/17	835		776
5.4% 7/15/14	1,334		1,335
5.45% 9/15/20	5,111		4,633
6.4% 3/15/18	1,532		1,540
7.875% 11/15/10	1,012		1,064
Sempra Energy 6.5% 6/1/16	3,000		3,299
Wisconsin Energy Corp. 6.25% 5/15/67 (h)	6,114		4,830
WPS Resources Corp. 6.11% 12/1/66 (h)	874		638
			43,527
TOTAL UTILITIES			181,432
TOTAL NONCONVERTIBLE BONDS (Cost $1,926,101)		2,059,762
U.S. Government and Government Agency Obligations - 38.6%
	Principal Amount (000s)		Value (000s)
U.S. Government Agency Obligations - 8.5%
Fannie Mae:
2% 1/9/12	$ 21,500		$ 21,780
2.5% 5/15/14 (c)	44,844		44,596
2.75% 3/13/14	63,630		64,353
3.625% 2/12/13	55,295		58,344
5% 2/16/12	91,005		98,684
Federal Farm Credit Bank 3% 9/22/14	50,000		50,574
Federal Home Loan Bank:
1.75% 8/22/12	110,000		109,735
3.625% 5/29/13	20,575		21,622
Freddie Mac:
2.125% 3/23/12 (c)	158,256		160,568
3.75% 3/27/19	45,640		45,360
4% 6/12/13	20,038		21,264
4.875% 6/13/18 (c)	98,230		106,509
5.75% 1/15/12	25,000		27,586
6.75% 3/15/31	26,000		32,942
Tennessee Valley Authority 5.375% 4/1/56	5,395		5,538
TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS			869,455
U.S. Treasury Obligations - 28.5%
U.S. Treasury Bills, yield at date of purchase 0.25% 3/4/10	435,987		435,459
U.S. Treasury Bonds:
3.5% 2/15/39	147,499		130,306
4.5% 5/15/38	25,000		26,328
6.25% 5/15/30	107,000		138,130
8% 11/15/21	75,392		105,384
U.S. Treasury Notes:
1% 8/31/11	509,700		509,899
1.75% 3/31/14	50,700		49,638
1.875% 2/28/14	50,660		49,959
1.875% 4/30/14	42,551		41,810
2.25% 5/31/14	86,495		86,286
2.5% 3/31/13	49,225		50,521
2.625% 6/30/14	151,245		153,218
2.875% 6/30/10	132,152		134,872
3% 8/31/16	112,081		111,836
3.125% 5/15/19 (c)	83,145		81,170
3.375% 6/30/13	414,570		437,825
3.625% 6/15/10	67,940		69,684
U.S. Government and Government Agency Obligations - continued
	Principal Amount (000s)		Value (000s)
U.S. Treasury Obligations - continued
U.S. Treasury Notes: - continued
4% 2/15/15	$ 44,870		$ 48,127
4.25% 11/15/14	6,580		7,157
4.625% 2/15/17	43,610		47,961
4.75% 8/15/17	193,510		214,237
TOTAL U.S. TREASURY OBLIGATIONS			2,929,807
Other Government Related - 1.6%
Citibank NA 1.875% 6/4/12 (FDIC Guaranteed) (e)	30,000		30,100
Citigroup Funding, Inc.:
2% 3/30/12 (FDIC Guaranteed) (e)	50,000		50,432
2.125% 7/12/12 (FDIC Guaranteed) (e)	52,060		52,498
General Electric Capital Corp. 2.125% 12/21/12 (FDIC Guaranteed) (e)	25,000		25,143
US Bancorp 1.8% 5/15/12 (FDIC Guaranteed) (e)	10,000		10,008
TOTAL OTHER GOVERNMENT RELATED			168,181
TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS (Cost $3,901,199)		3,967,443
U.S. Government Agency - Mortgage Securities - 40.1%
Fannie Mae - 31.5%
4% 3/1/24 to 8/1/24	75,594		76,403
4% 9/1/24 (f)	9,000		9,081
4% 9/14/39 (f)	22,000		21,505
4% 9/14/39 (f)	29,000		28,347
4% 9/14/39 (f)	39,000		38,122
4% 9/14/39 (f)	19,000		18,572
4% 9/14/39 (f)	21,000		20,527
4.398% 4/1/39 (h)	13,157		13,634
4.5% 5/1/18 to 9/1/39	410,439		416,689
4.5% 9/1/24 (f)	4,000		4,111
4.5% 9/17/24 (f)	17,000		17,472
4.5% 9/17/24 (f)	34,000		34,943
4.5% 9/14/39 (f)	43,000		43,200
4.567% 11/1/34 (h)	12,049		12,556
5% 12/1/17 to 8/1/39 (f)	529,698		548,773
5% 9/17/24 (f)	25,000		26,047
U.S. Government Agency - Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Fannie Mae - continued
5% 9/17/24 (f)	$ 5,000		$ 5,209
5% 9/1/39 (f)(g)	23,000		23,595
5% 9/14/39 (f)	9,000		9,233
5.089% 11/1/34 (h)	53,656		56,019
5.5% 5/1/21 to 3/1/39	786,545		822,701
5.5% 9/17/24 (f)	17,100		17,988
5.5% 9/17/24 (f)	1,000		1,052
5.5% 9/14/39 (f)	15,000		15,604
6% 8/1/22 to 11/1/38	467,192		495,220
6% 9/17/24 (f)(g)	33,000		35,072
6% 9/1/39 (f)(g)	34,500		36,290
6% 9/1/39 (f)(g)	3,500		3,682
6% 9/14/39 (f)	30,000		31,556
6% 9/14/39 (f)(g)	15,000		15,778
6.5% 12/1/34 to 5/1/38	63,134		67,797
6.5% 9/14/39 (f)	28,000		29,941
6.5% 9/14/39 (f)	58,000		62,021
6.5% 9/14/39 (f)(g)	17,000		18,179
6.5% 9/14/39 (f)	48,000		51,328
6.5% 10/14/39 (f)(g)	103,000		109,678
11.5% 8/1/14	1		1
TOTAL FANNIE MAE			3,237,926
Freddie Mac - 2.7%
4.876% 3/1/35 (h)	26,465		27,503
5% 4/1/23 to 6/1/38	35,024		36,140
5% 9/14/39 (f)	89,500		91,836
5.049% 12/1/35 (h)	19,949		20,784
5.054% 9/1/35 (h)	41,003		42,881
5.426% 3/1/36 (h)	23,233		24,234
5.857% 9/1/37 (h)	13,868		14,648
6% 4/1/32 to 2/1/36	16,120		17,137
11.75% 9/1/13	7		8
TOTAL FREDDIE MAC			275,171
Government National Mortgage Association - 5.9%
4% 6/15/39 to 7/15/39	3,991		3,909
4% 9/1/39 (f)	3,000		2,932
4% 9/1/39 (f)	4,000		3,909
4.5% 6/15/39 to 8/15/39	77,771		78,540
U.S. Government Agency - Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Government National Mortgage Association - continued
4.5% 9/1/39 (f)	$ 20,000		$ 20,149
5% 5/15/39	18,930		19,530
5% 9/21/39 (f)	54,000		55,549
5% 9/21/39 (f)	7,000		7,201
5% 9/21/39 (f)	25,000		25,717
5% 9/21/39 (f)(g)	54,000		55,549
5% 9/21/39 (f)	8,000		8,229
5.5% 9/1/39 (f)	43,000		44,887
5.5% 9/21/39 (f)	80,000		83,511
5.5% 9/21/39 (f)(g)	20,000		20,878
6% 11/15/34 to 12/15/38 (f)	78,113		82,692
6% 9/21/39 (f)(g)	44,000		46,372
6.5% 11/15/37 to 1/15/39	39,485		42,061
6.5% 9/21/39 (f)	6,000		6,378
6.5% 9/21/39 (f)	1,000		1,063
TOTAL GOVERNMENT NATIONAL MORTGAGE ASSOCIATION			609,056
TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES (Cost $4,043,770)		4,122,153
Asset-Backed Securities - 0.5%
ACE Securities Corp. Home Equity Loan Trust Series 2005-SD1 Class A1, 0.6656% 11/25/50 (h)	140		130
AmeriCredit Automobile Receivables Trust Series 2005-DA Class A4, 5.02% 11/6/12	169		171
AmeriCredit Prime Automobile Receivables Trust Series 2007-1 Class D, 5.62% 9/30/14	750		413
C-BASS Trust Series 2006-CB7 Class A2, 0.3256% 10/25/36 (h)	280		255
Capital Auto Receivables Trust Series 2007-2 Class A4A, 5.39% 2/18/14	5,000		5,234
Capital One Multi-Asset Execution Trust Series 2009-A2 Class A2, 3.2% 4/15/14	1,000		1,018
CarMax Auto Owner Trust Series 2007-2 Class C, 5.61% 11/15/13	619		557
Chase Issuance Trust Series 2005-A10 Class A10, 4.65% 12/17/12	10,000		10,400
Citibank Credit Card Issuance Trust:
Series 2006-A4 Class A4, 5.45% 5/10/13	10,000		10,649
Series 2009-A3 Class A3, 2.7% 6/24/13	1,000		1,015
Asset-Backed Securities - continued
	Principal Amount (000s)		Value (000s)
Citibank Credit Card Issuance Trust: - continued
Series 2009-A4 Class A4, 4.9% 6/23/16	$ 1,000		$ 1,035
CPS Auto Receivables Trust Series 2006-D Class A4, 5.115% 8/15/13 (d)	675		662
Drive Auto Receivables Trust Series 2006-1 Class A4, 5.54% 12/16/13 (d)	1,368		1,352
Ford Credit Auto Owner Trust Series 2006-C Class B, 5.3% 6/15/12	177		179
GCO Slims Trust Series 2006-1A, 5.72% 3/1/22 (d)	1,812		1,450
Long Beach Auto Receivables Trust Series 2007-A Class A4, 5.025% 1/15/14	1,172		1,078
Long Beach Mortgage Loan Trust Series 2006-8 Class 2A1, 0.3056% 9/25/36 (h)	10		10
Morgan Stanley ABS Capital I Trust Series 2006-HE6 Class A2A, 0.3056% 9/25/36 (h)	276		271
Morgan Stanley Home Equity Loans Trust Series 2007-2 Class A1, 0.3656% 4/25/37 (h)	18		15
Option One Mortgage Loan Trust:
Series 2007-5 Class 2A1, 0.3556% 5/25/37 (h)	191		176
Series 2007-6 Class 2A1, 0.3256% 7/25/37 (h)	263		245
Residential Asset Mortgage Products, Inc. Series 2006-EFC2 Class M1, 0.4956% 12/25/36 (h)	377		10
Residential Asset Securities Corp. Series 2007-KS2 Class AI1, 0.3356% 2/25/37 (h)	368		342
Superior Wholesale Inventory Financing Trust Series 2007-AE1 Class C, 0.8728% 1/15/12 (h)	216		177
Triad Auto Receivables Owner Trust Series 2006-C Class A4, 5.31% 5/13/13	583		576
WaMu Master Note Trust Series 2007-A4A Class A4, 5.2% 10/15/14 (d)	7,360		7,630
Wells Fargo Home Equity Trust Series 2006-2 Class A2, 0.3656% 7/25/36 (h)	744		717
TOTAL ASSET-BACKED SECURITIES (Cost $42,559)		45,767
Collateralized Mortgage Obligations - 0.1%
Private Sponsor - 0.1%
Banc of America Commercial Mortgage Trust Series 2007-2:
Class B, 5.6986% 4/10/49 (h)	70		15
Class C, 5.6986% 4/10/49 (h)	188		34
Class D, 5.6986% 4/10/49 (h)	94		15
Collateralized Mortgage Obligations - continued
	Principal Amount (000s)		Value (000s)
Private Sponsor - continued
Citigroup Commercial Mortgage Trust Series 2008-C7 Class A2B, 6.2986% 12/10/49 (h)	$ 1,268		$ 1,251
Cobalt CMBS Commercial Mortgage Trust Series 2007-C2 Class B, 5.617% 4/15/47 (h)	1,416		198
COMM pass-thru certificates floater Series 2001-J2A Class A2F, 0.7728% 7/16/34 (d)(h)	1,268		1,070
JPMorgan Chase Commercial Mortgage Securities Trust Series 2007-CB18:
Class A1, 5.32% 6/12/47 (h)	164		169
Class A3, 5.447% 6/12/47 (h)	2,405		2,128
LB-UBS Commercial Mortgage Trust sequential payer Series 2006-C6 Class A4, 5.372% 12/31/49	571		496
Merrill Lynch-CFC Commercial Mortgage Trust Series 2006-3 Class ASB, 5.382% 7/12/46 (h)	5,429		5,232
Salomon Brothers Mortgage Securities VII, Inc. Series 2006-C2 Class H, 6.308% 7/18/33 (d)	179		145
TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS (Cost $9,402)		10,753
Commercial Mortgage Securities - 3.5%
Banc of America Commercial Mortgage Trust:
sequential payer:
Series 2006-2 Class AAB, 5.7211% 5/10/45 (h)	1,480		1,459
Series 2006-4 Class A1, 5.363% 7/10/46 (h)	386		393
Series 2006-5:
Class A1, 5.185% 9/10/47	819		833
Class A2, 5.317% 9/10/47	4,894		4,899
Class A3, 5.39% 9/10/47	1,768		1,696
Series 2006-6 Class A3, 5.369% 12/10/16	2,536		2,156
Series 2007-2 Class A1, 5.421% 4/10/49	250		254
Series 2007-4 Class A3, 5.8115% 2/10/51 (h)	1,265		1,178
Series 2006-6 Class E, 5.619% 10/10/45 (d)	733		95
Series 2007-3:
Class A3, 5.6581% 6/10/49 (h)	2,118		1,786
Class A4, 5.6581% 6/10/49 (h)	2,643		2,025
Banc of America Commercial Mortgage, Inc.:
sequential payer:
Series 2000-2 Class A2, 7.197% 9/15/32	310		315
Series 2001-1 Class A4, 5.451% 1/15/49	2,777		2,385
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Banc of America Commercial Mortgage, Inc.: - continued
Series 2004-2:
Class A3, 4.05% 11/10/38	$ 1,715		$ 1,715
Class A4, 4.153% 11/10/38	1,608		1,567
Series 2004-4 Class A3, 4.128% 7/10/42	533		535
Series 2005-1 Class A3, 4.877% 11/10/42	4,370		4,365
Series 2006-1 Class A1, 5.219% 9/10/45 (h)	995		1,008
Series 2007-1 Class A2, 5.381% 1/15/49	3,810		3,787
Series 2001-3 Class H, 6.562% 4/11/37 (d)	709		677
Series 2001-PB1:
Class J, 7.166% 5/11/35 (d)	317		209
Class K, 6.15% 5/11/35 (d)	590		453
Series 2005-3 Series A3B, 5.09% 7/10/43 (h)	3,939		3,773
Series 2005-6 Class A3, 5.1791% 9/10/47 (h)	2,282		2,203
Series 2007-1 Class B, 5.543% 1/15/49	763		163
Banc of America Large Loan, Inc. floater:
Series 2005-MIB1:
Class C, 0.5828% 3/15/22 (d)(h)	545		316
Class D, 0.6328% 3/15/22 (d)(h)	552		304
Class E, 0.6728% 3/15/22 (d)(h)	456		237
Series 2006-BIX1 Class F, 0.5828% 10/15/19 (d)(h)	939		470
Bayview Commercial Asset Trust:
Series 2004-1 Class IO, 1.25% 4/25/34 (d)(i)	3,618		56
Series 2007-5A Class IO, 1.5496% 10/25/37 (d)(i)	7,807		671
Bear Stearns Commercial Mortgage Securities Trust:
floater Series 2007-BBA8:
Class D, 0.5228% 3/15/22 (d)(h)	97		48
Class E, 0.5728% 3/15/22 (d)(h)	507		235
Class F, 0.6228% 3/15/22 (d)(h)	311		133
Class G, 0.6728% 3/15/22 (d)(h)	80		31
Class H, 0.8228% 3/15/22 (d)(h)	97		35
Class J, 0.9728% 3/15/22 (d)(h)	97		27
sequential payer:
Series 2003-PWR2 Class A3, 4.834% 5/11/39	718		737
Series 2004-PWR3 Class A3, 4.487% 2/11/41	1,573		1,584
Series 2006-PW14 Class A4, 5.201% 12/11/38	1,638		1,460
Series 2006-T24 Class A1, 4.905% 10/12/41 (h)	1,142		1,160
Series 2007-PW16 Class A4, 5.7167% 6/11/40 (h)	16,612		14,261
Series 2007-PW17 Class A1, 5.282% 6/11/50	443		447
Series 2007-T26 Class A1, 5.145% 1/12/45 (h)	435		439
Series 2006-PW13 Class A3, 5.518% 9/11/41	4,475		4,236
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Bear Stearns Commercial Mortgage Securities Trust: - continued
Series 2006-T22:
Class A1, 5.415% 4/12/38 (h)	$ 214		$ 216
Class A4, 5.4634% 4/12/38 (h)	159		151
Series 2007-PW15 Class A1, 5.016% 2/11/44	223		224
Series 2007-PW16:
Class B, 5.713% 6/11/40 (d)	203		59
Class C, 5.713% 6/11/40 (d)	169		42
Class D, 5.713% 6/11/40 (d)	169		41
Series 2007-T28 Class A1, 5.422% 9/11/42	223		227
CDC Commercial Mortgage Trust Series 2002-FX1 Class G, 6.625% 5/15/35 (d)	1,490		1,456
Chase Commercial Mortgage Securities Corp.:
Series 1999-2:
Class E, 7.734% 1/15/32	508		506
Class F, 7.734% 1/15/32	275		274
Series 2001-245 Class A2, 6.275% 2/12/16 (d)(h)	1,289		1,344
Citigroup Commercial Mortgage Trust:
floater Series 2006-FL2 Class F, 0.5828% 8/16/21 (d)(h)	453		136
sequential payer Series 2006-C5 Class A4, 5.431% 10/15/49	9,390		8,458
Series 2006-C5 Class AMP2, 5.5005% 10/15/49 (d)	2,156		755
Series 2007-C6:
Class A1, 5.622% 12/10/49 (h)	1,385		1,417
Class A4, 5.6994% 12/10/49 (h)	8,618		7,491
Citigroup/Deutsche Bank Commercial Mortgage Trust:
sequential payer:
Series 2006-CD2 Class A4, 5.3625% 1/15/46 (h)	529		472
Series 2007-CD4:
Class A1, 4.977% 12/11/49	343		347
Class A2A, 5.237% 12/11/49	6,129		6,090
Series 2007-CD4:
Class A3, 5.293% 12/11/49	1,234		1,145
Class C, 5.476% 12/11/49	2,387		179
Cobalt CMBS Commercial Mortgage Trust:
sequential payer:
Series 2007-C2 Class A1, 5.064% 4/15/47 (h)	184		186
Series 2007-C3 Class A3, 5.8202% 5/15/46 (h)	1,268		1,157
Series 2006-C1 Class B, 5.359% 8/15/48	3,804		647
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
COMM pass-thru certificates:
floater:
Series 2005-F10A Class C, 0.5428% 4/15/17 (d)(h)	$ 1,020		$ 591
Series 2005-FL11:
Class C, 0.5728% 11/15/17 (d)(h)	2,000		970
Class D, 0.6128% 11/15/17 (d)(h)	104		55
Class E, 0.6628% 11/15/17 (d)(h)	369		187
sequential payer:
Series 2005-C6 Class A2, 4.999% 6/10/44 (h)	119		120
Series 2006-C8 Class A3, 5.31% 12/10/46	3,613		3,259
Series 2007-C9 Class A4, 5.8162% 12/10/49 (h)	2,805		2,466
Series 2006-C8 Class B, 5.44% 12/10/46	2,196		631
Commercial Mortgage Asset Trust sequential payer Series 1999-C2 Class A2, 7.546% 11/17/32 (h)	436		438
Credit Suisse Commercial Mortgage Trust:
sequential payer:
Series 2006-C4 Class A3, 5.467% 9/15/39	5,000		3,807
Series 2006-C5 Class AJ, 5.373% 12/15/39	2,568		967
Series 2007-C2:
Class A1, 5.269% 1/15/49	114		116
Class A2, 5.448% 1/15/49 (h)	9,580		9,472
Class A3, 5.542% 1/15/49 (h)	2,536		1,846
Series 2007-C3:
Class A1, 5.664% 6/15/39 (h)	140		143
Class A4, 5.7229% 6/15/39 (h)	10,213		7,481
Series 2006-C4 Class AAB, 5.439% 9/15/39	7,217		6,997
Series 2007-C5 Class A4, 5.695% 9/15/40 (h)	1,148		845
Credit Suisse First Boston Mortgage Capital Certificates floater Series 2007-TF2A Class B, 0.6228% 4/15/22 (d)(h)	4,524		1,131
Credit Suisse First Boston Mortgage Securities Corp.:
sequential payer:
Series 2000-C1 Class A2, 7.545% 4/15/62	1,417		1,449
Series 2001-CK6 Class B, 6.582% 8/15/36	1,268		1,277
Series 2004-C1:
Class A3, 4.321% 1/15/37	428		432
Class A4, 4.75% 1/15/37	590		575
Series 1998-C1 Class D, 7.17% 5/17/40	1,327		1,371
Series 1999-C1 Class E, 8.1143% 9/15/41 (h)	1,310		1,305
Series 2006-C1 Class A3, 5.5509% 2/15/39 (h)	6,695		6,536
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Credit Suisse Mortgage Capital Certificates:
floater Series 200-TFL1 Class B, 0.4228% 2/15/22 (d)(h)	$ 480		$ 216
sequential payer Series 2007-C1 Class A1, 5.227% 2/15/40	135		138
Series 2007-C1 Class B, 5.487% 2/15/40 (d)(h)	1,938		281
DLJ Commercial Mortgage Corp. sequential payer Series 2000-CF1 Class A1B, 7.62% 6/10/33	3,492		3,568
First Union National Bank-Bank of America Commercial Mortgage Trust Series 2001-C1:
Class D, 6.484% 3/15/33	452		407
Class G, 6.936% 3/15/33 (d)	834		703
GE Capital Commercial Mortgage Corp.:
sequential payer Series 2007-C1 Class A4, 5.543% 12/10/49	11,304		8,178
Series 2005-C1 Class B, 4.846% 6/10/48 (h)	362		116
Greenwich Capital Commercial Funding Corp.:
floater Series 2006-FL4 Class B, 0.4653% 11/5/21 (d)(h)	477		220
sequential payer:
Series 2004-GG1 Class A4, 4.755% 6/10/36	810		816
Series 2007-GG11:
Class A1, 5.358% 12/10/49	796		809
Class A2, 5.597% 12/10/49	2,536		2,439
Series 2007-GG9:
Class A1, 5.233% 3/10/39	198		201
Class A4, 5.444% 3/10/39	3,687		3,146
Series 2006-GG7:
Class A3, 5.9166% 7/10/38 (h)	3,342		3,176
Class A4, 5.9166% 7/10/38 (h)	10,980		9,588
GS Mortgage Securities Corp. II:
floater Series 2006-FL8A:
Class C, 0.5156% 6/6/20 (d)(h)	64		47
Class D, 0.5556% 6/6/20 (d)(h)	302		160
Class E, 0.6456% 6/6/20 (d)(h)	351		179
sequential payer Series 2004-GG2 Class A4, 4.964% 8/10/38	393		392
Series 2006-GG6 Class A2, 5.506% 4/10/38 (h)	7,436		7,470
GS Mortgage Securities Trust:
sequential payer:
Series 2006-GG8 Class A2, 5.479% 11/10/39	1,902		1,890
Series 2007-GG10:
Class A1, 5.69% 8/10/45	269		276
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
GS Mortgage Securities Trust: - continued
Class A2, 5.778% 8/10/45	$ 604		$ 602
Class A4, 5.8051% 8/10/45 (h)	2,893		2,262
Series 2007-GG10 Class B, 5.8051% 8/10/45 (h)	1,585		343
JPMorgan Chase Commercial Mortgage Securities Trust:
floater Series 2006-FLA2:
Class A2, 0.4028% 11/15/18 (d)(h)	5,000		3,034
Class B, 0.4428% 11/15/18 (d)(h)	1,061		563
Class C, 0.4828% 11/15/18 (d)(h)	754		385
Class D, 0.5028% 11/15/18 (d)(h)	44		19
Class E, 0.5528% 11/15/18 (d)(h)	65		28
Class F, 0.6028% 11/15/18 (d)(h)	98		41
Class G, 0.6328% 11/15/18 (d)(h)	86		37
Class H, 0.7728% 11/15/18 (d)(h)	65		23
sequential payer:
Series 2006-CB14 Class A3B, 5.4854% 12/12/44 (h)	3,771		3,403
Series 2006-CB15 Class A3, 5.819% 6/12/43 (h)	1,909		1,765
Series 2006-CB17 Class A4, 5.429% 12/12/43	3,327		2,991
Series 2006-LDP8 Class A4, 5.399% 5/15/45	808		671
Series 2006-LDP9 Class A2, 5.134% 5/15/47 (h)	602		570
Series 2007-CB19 Class A4, 5.7476% 2/12/49 (h)	17,057		14,125
Series 2007-LD11:
Class A2, 5.7828% 6/15/49 (h)	3,560		3,555
Class A4, 5.7978% 6/15/49 (h)	1,882		1,592
Series 2007-LDP10 Class A1, 5.122% 1/15/49	126		128
Series 2007-LDPX Class A3, 5.412% 1/15/49	3,490		2,929
Series 2004-LDP4 Class D, 5.1236% 10/15/42 (h)	1,141		251
Series 2005-CB13 Class E, 5.3498% 1/12/43 (d)(h)	642		109
Series 2006-CB17 Class A3, 5.45% 12/12/43	361		341
Series 2007-CB19:
Class B, 5.7442% 2/12/49	108		31
Class C, 5.7462% 2/12/49	283		71
Class D, 5.7462% 2/12/49	298		72
Series 2007-LDP10:
Class BS, 5.437% 1/15/49 (h)	242		57
Class CS, 5.466% 1/15/49 (h)	105		24
Class ES, 5.5454% 1/15/49 (d)(h)	656		80
JPMorgan Commercial Mortgage Finance Corp. Series 2000-C9 Class G, 6.25% 10/15/32 (d)	523		518
LB Commercial Conduit Mortgage Trust:
Series 1998-C1 Class D, 6.98% 2/18/30	1,372		1,409
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
LB Commercial Conduit Mortgage Trust: - continued
Series 2007-C3:
Class F, 5.9498% 7/15/44 (h)	$ 252		$ 26
Class G, 6.1497% 7/15/44 (d)(h)	444		42
LB-UBS Commercial Mortgage Trust:
sequential payer:
Series 2000-C3 Class A2, 7.95% 1/15/10	1,823		1,844
Series 2001-C2 Class A2, 6.653% 11/15/27	243		254
Series 2001-C3 Class A1, 6.058% 6/15/20	90		92
Series 2006-C1:
Class A2, 5.084% 2/15/31	608		607
Class A4, 5.156% 2/15/31	482		434
Series 2006-C3 Class A1, 5.478% 3/15/39	109		110
Series 2006-C6:
Class A1, 5.23% 9/15/39	185		188
Class A2, 5.262% 9/15/39 (h)	2,213		2,223
Series 2006-C7:
Class A1, 5.279% 11/15/38	1,373		1,400
Class A2, 5.3% 11/15/38	1,395		1,391
Class A3, 5.347% 11/15/38	945		833
Series 2007-C1:
Class A1, 5.391% 2/15/40 (h)	113		115
Class A3, 5.398% 2/15/40	5,000		4,796
Class A4, 5.424% 2/15/40	163		124
Series 2007-C2:
Class A1, 5.226% 2/15/40	105		107
Class A3, 5.43% 2/15/40	611		469
Series 2000-C5 Class E, 7.29% 12/15/32	89		88
Series 2001-C3 Class B, 6.512% 6/15/36	2,451		2,543
Series 2001-C7 Class D, 6.514% 11/15/33	1,395		1,309
Series 2004-C4 Class A2, 4.567% 6/15/29 (h)	182		182
Series 2007-C1:
Class C, 5.533% 2/15/40 (h)	2,790		595
Class D, 5.563% 2/15/40 (h)	507		98
Class E, 5.582% 2/15/40 (h)	254		48
Series 2007-C6 Class A4, 5.858% 7/15/40 (h)	1,584		1,261
Series 2007-C7 Class A3, 5.866% 9/15/45	4,146		3,410
LB-UBS Westfield Trust Series 2001-WM, 6.754% 7/14/16 (d)	363		362
Lehman Brothers Floating Rate Commercial Mortgage Trust floater Series 2006-LLFA:
Class D, 0.5028% 9/15/21 (d)(h)	406		162
Class E, 0.5628% 9/15/21 (d)(h)	1,465		440
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Merrill Lynch Mortgage Trust:
sequential payer Series 2007-C1 Class A1, 4.533% 6/12/50	$ 597		$ 601
Series 2005-CKI1 Class A3, 5.2398% 11/12/37 (h)	2,082		2,085
Series 2005-LC1 Class F, 5.3781% 1/12/44 (d)(h)	1,103		232
Series 2006-C1 Class A2, 5.6114% 5/12/39 (h)	1,788		1,804
Series 2007-C1 Class A4, 5.8286% 6/12/50 (h)	4,800		3,709
Series 2008-C1 Class A4, 5.69% 2/12/51	2,707		2,088
Merrill Lynch-CFC Commercial Mortgage Trust:
floater Series 2006-4 Class A2FL, 0.4163% 12/12/49 (h)	591		488
sequential payer:
Series 2006-1 CLass A3, 5.671% 2/12/39	1,349		1,267
Series 2006-4:
Class A2, 5.112% 12/12/49 (h)	995		986
Class ASB, 5.133% 12/12/49 (h)	1,090		979
Series 2007-5:
Class A1, 4.275% 8/12/48	95		96
Class A3, 5.364% 8/12/48	495		418
Class A4, 5.378% 8/12/48	51		37
Class B, 5.479% 2/12/17	3,804		788
Series 2007-6 Class A1, 5.175% 3/12/51	111		113
Series 2007-7 Class A4, 5.7487% 6/12/50 (h)	4,438		3,222
Series 2007-8 Class A1, 4.622% 8/12/49	212		213
Series 2006-2 Class A4, 5.9092% 6/12/46 (h)	770		732
Series 2007-6 Class B, 5.635% 3/12/51 (h)	1,268		284
Series 2007-7 Class B, 5.75% 6/12/50	110		25
Series 2007-8 Class A3, 5.957% 8/12/49 (h)	1,094		836
Morgan Stanley Capital I Trust:
floater:
Series 2005-XLF:
Class G, 0.643% 8/15/19 (d)(h)	22		19
Class H, 0.663% 8/15/19 (d)(h)	101		78
Class J, 0.733% 8/15/19 (d)(h)	76		55
Series 2006-XLF:
Class F, 0.593% 7/15/19 (d)(h)	1,221		977
Class G, 0.633% 7/15/19 (d)(h)	694		361
Series 2007-XLFA:
Class C, 0.433% 10/15/20 (d)(h)	728		233
Class MHRO, 0.963% 10/15/20 (d)(h)	174		19
Class MJPM, 1.273% 10/15/20 (d)(h)	53		5
Class MSTR, 0.973% 10/15/20 (d)(h)	95		13
Class NHRO, 1.163% 10/15/20 (d)(h)	267		24
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Morgan Stanley Capital I Trust: - continued
Class NSTR, 1.123% 10/15/20 (d)(h)	$ 87		$ 10
sequential payer:
Series 2004-HQ3 Class A2, 4.05% 1/13/41	358		361
Series 2005-IQ9 Class A3, 4.54% 7/15/56	1,883		1,847
Series 2006-HQ10 Class A1, 5.131% 11/12/41	408		415
Series 2006-T23 Class A1, 5.682% 8/12/41	1,129		1,155
Series 2007-HQ11:
Class A1, 5.246% 2/12/44	188		192
Class A31, 5.439% 2/12/44 (h)	642		597
Series 2007-IQ13:
Class A1, 5.05% 3/15/44	195		198
Class A4, 5.364% 3/15/44	5,000		4,130
Series 2007-IQ14 Class A1, 5.38% 4/15/49	445		454
Series 2007-T25 Class A2, 5.507% 11/12/49	2,691		2,608
Series 2006-HQ8 Class A3, 5.4387% 3/12/16 (h)	1,967		1,910
Series 2006-HQ9 Class B, 5.832% 7/12/44 (h)	1,882		600
Series 2006-IQ11:
Class A3, 5.7345% 10/15/42 (h)	2,104		2,012
Class A4, 5.7705% 10/15/42 (h)	380		325
Series 2006-IQ12 Class B, 5.468% 12/15/43	1,268		372
Series 2006-T23 Class A3, 5.8075% 8/12/41 (h)	647		606
Series 2007-HQ11 Class B, 5.538% 2/20/44 (h)	2,299		633
Series 2007-HQ12 Series A1, 5.519% 4/12/49 (h)	292		298
Series 2007-IQ14:
Class A4, 5.692% 4/15/49 (h)	1,902		1,480
Class B, 5.914% 4/15/49	312		86
Morgan Stanley Dean Witter Capital I Trust sequential payer Series 2001-PPM Class A2, 6.4% 2/15/31	35		37
Salomon Brothers Mortgage Securities VII, Inc. sequential payer Series 2000-C3 Class A2, 6.592% 12/18/33	2,154		2,212
SBA CMBS Trust Series 2006-1A Class C, 5.559% 11/15/36 (d)	121		120
Structured Asset Securities Corp. Series 1997-LLI Class D, 7.15% 10/12/34	192		205
TrizecHahn Office Properties Trust Series 2001-TZHA Class C4, 6.893% 5/15/16 (d)	1,078		1,140
Wachovia Bank Commercial Mortgage Trust:
floater:
Series 2006-WL7A Class E, 0.5528% 9/15/21 (d)(h)	252		76
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Wachovia Bank Commercial Mortgage Trust: - continued
Series 2007-WHL8:
Class AP1, 0.9728% 6/15/20 (d)(h)	$ 17		$ 3
Class AP2, 1.0728% 6/15/20 (d)(h)	30		4
Class F, 0.7528% 6/15/20 (d)(h)	583		117
Class LXR1, 0.9728% 6/15/20 (d)(h)	156		31
Class LXR2, 1.0728% 6/15/20 (d)(h)	398		40
sequential payer:
Series 2003-C6 Class A2, 4.498% 8/15/35	416		423
Series 2003-C7 Class A1, 4.241% 10/15/35 (d)	2,497		2,532
Series 2003-C8 Class A3, 4.445% 11/15/35	5,522		5,448
Series 2006-C24 Class A2, 5.506% 3/15/45	994		1,015
Series 2006-C27 Class A2, 5.624% 7/15/45	1,133		1,133
Series 2006-C29 Class A3, 5.313% 11/15/48	3,368		3,086
Series 2007-C30:
Class A1, 5.031% 12/15/43	180		182
Class A3, 5.246% 12/15/43	1,089		1,051
Class A4, 5.305% 12/15/43	373		298
Class A5, 5.342% 12/15/43	1,357		961
Series 2007-C31:
Class A1, 5.14% 4/15/47	102		104
Class A4, 5.509% 4/15/47	7,866		5,943
Series 2007-C32:
Class A2, 5.7355% 6/15/49 (h)	9,622		9,437
Class A3, 5.9289% 6/15/49 (h)	7,152		5,580
Series 2003-C6 Class G, 5.125% 8/15/35 (d)	602		308
Series 2004-C15:
Class 180A, 5.3979% 10/15/41 (d)(h)	975		898
Class 180B, 5.3979% 10/15/41 (d)(h)	444		413
Series 2005-C19 Class B, 4.892% 5/15/44	1,268		507
Series 2005-C22:
Class B, 5.3549% 12/15/44 (h)	2,812		844
Class F, 5.3549% 12/15/44 (d)(h)	2,115		275
Series 2006-C23 Class A5, 5.416% 1/15/45 (h)	7,395		6,088
Series 2006-C25 Class AM, 5.7402% 5/15/43 (h)	664		477
Series 2006-C29 Class E, 5.516% 11/15/48 (h)	1,268		159
Series 2007-C30:
Class C, 5.483% 12/15/43 (h)	3,804		418
Class D, 5.513% 12/15/43 (h)	2,029		203
Series 2007-C31 Class C, 5.693% 4/15/47 (h)	348		44
Series 2007-C32:
Class D, 5.7405% 6/15/49 (h)	953		105
Commercial Mortgage Securities - continued
	Principal Amount (000s)		Value (000s)
Wachovia Bank Commercial Mortgage Trust: - continued
Class E, 5.7405% 6/15/49 (h)	$ 1,502		$ 158
Wachovia Bank Commercial Mortgage Trust pass-thru certificates:
sequential payer Series 2007-C33 Class A5, 5.9023% 2/15/51 (h)	839		649
Series 2007-C33 Class B, 5.9023% 2/15/51 (h)	2,132		330
TOTAL COMMERCIAL MORTGAGE SECURITIES (Cost $339,512)		362,431
Municipal Securities - 0.1%
California Gen. Oblig.:
5.25% 4/1/14	5,000		5,060
7.55% 4/1/39	5,000		5,361
Univ. of California Revs. Series 2009 R, 5.77% 5/15/43	1,000		1,038
TOTAL MUNICIPAL SECURITIES (Cost $11,092)		11,459
Foreign Government and Government Agency Obligations - 0.2%
Chilean Republic 7.125% 1/11/12	3,016		3,367
Ontario Province 4.1% 6/16/14	15,000		15,750
TOTAL FOREIGN GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS (Cost $18,255)		19,117
Supranational Obligations - 0.1%
African Development Bank euro 3% 5/27/14	5,000		5,028
Corporacion Andina de Fomento:
5.2% 5/21/13	240		245
6.875% 3/15/12	390		415
TOTAL SUPRANATIONAL OBLIGATIONS (Cost $5,588)		5,688
Bank Notes - 0.0%
National City Bank, Cleveland 0.7675% 3/1/13 (h) (Cost $792)	968		867

Preferred Securities - 0.0%
	Principal Amount (000s)		Value (000s)
FINANCIALS - 0.0%
Diversified Financial Services - 0.0%
ING Groep NV 5.775% (h)	$ 1,042		$ 592
MUFG Capital Finance 1 Ltd. 6.346% (h)	1,861		1,721
			2,313
TOTAL PREFERRED SECURITIES (Cost $1,618)		2,313
Cash Equivalents - 9.7%
	Maturity Amount (000s)
Investments in repurchase agreements in a joint trading account at:
0.2%, dated 8/31/09 due 9/1/09 (Collateralized by U.S. Treasury Obligations) #	$ 670,631		670,627
0.21%, dated 8/31/09 due 9/1/09 (Collateralized by U.S. Government Obligations) # (a)	331,069		331,067
TOTAL CASH EQUIVALENTS (Cost $1,001,694)		1,001,694
TOTAL INVESTMENT PORTFOLIO - 112.9% (Cost $11,301,582)			11,609,447
NET OTHER ASSETS - (12.9)%			(1,328,396)
NET ASSETS - 100%		$ 10,281,051

Legend

(a) Includes investment made with cash collateral received from securities on loan.

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

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

(d) 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 $124,557,000 or 1.2% of net assets.

(e) Under the Temporary Liquidity Guarantee Program, the Federal Deposit Insurance Corporation guarantees principal and interest in the event of payment default or bankruptcy until the earlier of maturity date of the debt or until June 30, 2012. At the end of the period these securities amounted to $168,181,000 or 1.6% of net assets.

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

(g) A portion of the security is subject to a forward commitment to sell.

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

(i) 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 held as of the end of the period.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty	Value (Amounts in thousands)
$670,627,000 due 9/01/09 at 0.20%
BNP Paribas Securities Corp.	$ 115,314
Banc of America Securities LLC	57,416
Bank of America, NA	143,540
Deutsche Bank Securities, Inc.	63,158
ING Financial Markets LLC	18,473
J.P. Morgan Securities, Inc.	114,832
Mizuho Securities USA, Inc.	57,416
Morgan Stanley & Co., Inc.	28,708
Societe Generale, New York Branch	71,770
	$ 670,627
$331,067,000 due 9/01/09 at 0.21%
J.P. Morgan Securities, Inc.	$ 331,067

Affiliated Central Funds

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

Fund	Income earned (Amounts in thousands)
Fidelity Commercial Mortgage-Backed Securities Central Fund	$ 13,740
Fidelity Corporate Bond 1-10 Year Central Fund	24,838
Fidelity Mortgage Backed Securities Central Fund	60,607
Total	$ 99,185

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

Fund (Amounts in thousands)	Value, beginning of period	Purchases	Sales Proceeds	Value, end of period	% ownership, end of period
Fidelity Commercial Mortgage-Backed Securities Central Fund	$ 439,008	$ 11,154	$ 370,105*	$ -	0.0%
Fidelity Corporate Bond 1-10 Year Central Fund	954,065	21,684	911,082*	-	0.0%
Fidelity Mortgage Backed Securities Central Fund	1,695,961	46,597	1,792,394	-	0.0%
Total	$ 3,089,034	$ 79,435	$ 3,073,581	$ -

* Includes the value of shares redeemed through in-kind transactions. See Note 7 of the Notes to Financial Statements.

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

Annual Report

Investments - continued

Other Information

The following is a summary of the inputs used, as of August 31, 2009, involving the Fund's assets and liabilities carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:
Description (Amounts in thousands)	Total	Level 1	Level 2	Level 3
Investments in Securities:
Asset-Backed Securities	$ 45,767	$ -	$ 44,292	$ 1,475
Bank Notes	867	-	867	-
Cash Equivalents	1,001,694	-	1,001,694	-
Collateralized Mortgage Obligations	10,753	-	10,555	198
Commercial Mortgage Securities	362,431	-	354,507	7,924
Corporate Bonds	2,059,762	-	2,059,762	-
Foreign Government and Government Agency Obligations	19,117	-	19,117	-
Municipal Securities	11,459	-	11,459	-
Preferred Securities	2,313	-	2,313	-
Supranational Obligations	5,688	-	5,688	-
U.S. Government Agency - Mortgage Securities	4,122,153	-	4,122,153	-
U.S. Government and Government Agency Obligations	3,967,443	-	3,967,443	-
Total Investments in Securities:	$ 11,609,447	$ -	$ 11,599,850	$ 9,597
Other Financial Instruments:
Forward Commitments	$ (999)	$ -	$ (999)	$ -

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:
(Amounts in thousands)
Investments in Securities:
Beginning Balance	$ -
Total Realized Gain (Loss)	(159)
Total Unrealized Gain (Loss)	395
Cost of Purchases	10,155
Proceeds of Sales	(943)
Amortization/Accretion	149
Transfers in/out of Level 3	-
Ending Balance	$ 9,597
The change in unrealized gain (loss) attributable to Level 3 securities at August 31, 2009	$ 395

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, and includes the value of securities received through affiliated in-kind transactions. See Note 7 of the Notes to Financial Statements. Transfers in or out of Level 3 represents either the beginning value (for transfer in), or the ending value (for transfer out) of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At August 31, 2009, the fund had a capital loss carryforward of approximately $57,500,000 of which $2,553,000, $39,864,000, $1,806,000, and $13,277,000 will expire on August 31, 2013, 2014, 2015 and 2016, respectively.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amount)	August 31, 2009
Assets
Investment in securities, at value (including securities loaned of $322,637 and repurchase agreements of $1,001,694) - See accompanying schedule: Unaffiliated issuers (cost $11,301,582)		$ 11,609,447
Commitment to sell securities on a delayed delivery basis	$ (261,407)
Receivable for securities sold on a delayed delivery basis	260,408	(999)
Receivable for investments sold, regular delivery		884,256
Cash		7
Receivable for fund shares sold		77,734
Interest receivable		67,101
Receivable from investment adviser for expense reductions		234
Other receivables		21
Total assets		12,637,801
Liabilities
Payable for investments purchased Regular delivery	$ 796,571
Delayed delivery	1,210,412
Payable for fund shares redeemed	14,956
Distributions payable	643
Accrued management fee	1,842
Other affiliated payables	1,179
Other payables and accrued expenses	80
Collateral on securities loaned, at value	331,067
Total liabilities		2,356,750
Net Assets		$ 10,281,051
Net Assets consist of:
Paid in capital		$ 10,181,453
Undistributed net investment income		6,101
Accumulated undistributed net realized gain (loss) on investments		(213,369)
Net unrealized appreciation (depreciation) on investments		306,866
Net Assets, for 930,119 shares outstanding		$ 10,281,051
Net Asset Value, offering price and redemption price per share ($10,281,051 ÷ 930,119 shares)		$ 11.05

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

Annual Report

Financial Statements - continued

Statement of Operations

Amounts in thousands	Year ended August 31, 2009
Investment Income
Dividends		$ 89
Interest		317,667
Income from Fidelity Central Funds		99,185
Total income		416,941
Expenses
Management fee	$ 27,361
Transfer agent fees	13,636
Accounting and security lending fees	802
Custodian fees and expenses	87
Independent trustees' compensation	33
Registration fees	208
Audit	77
Legal	22
Interest	17
Miscellaneous	97
Total expenses before reductions	42,340
Expense reductions	(12,541)	29,799
Net investment income		387,142
Realized and Unrealized Gain (Loss) Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers	41,567
Fidelity Central Funds	(225,465)
Swap agreements	3,380
Total net realized gain (loss)		(180,518)
Change in net unrealized appreciation (depreciation) on: Investment securities	465,832
Swap agreements	(1,845)
Delayed delivery commitments	(1,015)
Total change in net unrealized appreciation (depreciation)		462,972
Net gain (loss)		282,454
Net increase (decrease) in net assets resulting from operations		$ 669,596

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

Annual Report

Statement of Changes in Net Assets

Amounts in thousands	Year ended August 31, 2009	Year ended August 31, 2008
Increase (Decrease) in Net Assets
Operations
Net investment income	$ 387,142	$ 397,577
Net realized gain (loss)	(180,518)	31,565
Change in net unrealized appreciation (depreciation)	462,972	(67,613)
Net increase (decrease) in net assets resulting from operations	669,596	361,529
Distributions to shareholders from net investment income	(389,496)	(409,643)
Share transactions Proceeds from sales of shares	4,571,198	3,982,046
Reinvestment of distributions	380,390	399,552
Cost of shares redeemed	(3,904,664)	(3,066,074)
Net increase (decrease) in net assets resulting from share transactions	1,046,924	1,315,524
Total increase (decrease) in net assets	1,327,024	1,267,410
Net Assets
Beginning of period	8,954,027	7,686,617
End of period (including undistributed net investment income of $6,101 and undistributed net investment income of $8,174, respectively)	$ 10,281,051	$ 8,954,027
Other Information Shares
Sold	426,403	366,236
Issued in reinvestment of distributions	35,527	36,812
Redeemed	(366,037)	(283,011)
Net increase (decrease)	95,893	120,037

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

Annual Report

Financial Highlights

Years ended August 31,	2009	2008	2007	2006 G	2006 J	2005 J
Selected Per-Share Data
Net asset value, beginning of period	$ 10.73	$ 10.76	$ 10.82	$ 10.87	$ 11.08	$ 11.33
Income from Investment Operations
Net investment income D	.445	.503	.537	.266	.473	.415
Net realized and unrealized gain (loss)	.325	(.012)	(.078)	(.067)	(.183)	(.145)
Total from investment operations	.770	.491	.459	.199	.290	.270
Distributions from net investment income	(.450)	(.521)	(.519)	(.249)	(.460)	(.420)
Distributions from net realized gain	-	-	-	-	(.040)	(.100)
Total distributions	(.450)	(.521)	(.519)	(.249)	(.500)	(.520)
Net asset value, end of period	$ 11.05	$ 10.73	$ 10.76	$ 10.82	$ 10.87	$ 11.08
Total Return B, C	7.39%	4.61%	4.31%	1.89%	2.67%	2.46%
Ratios to Average Net Assets E, H
Expenses before reductions	.45%	.48%	.49%	.50% A	.51%	.53%
Expenses net of fee waivers, if any	.32%	.32%	.32%	.32% A	.32%	.32%
Expenses net of all reductions	.32%	.32%	.31%	.31% A	.31%	.32%
Net investment income	4.16%	4.64%	4.96%	4.94% A	4.31%	3.73%
Supplemental Data
Net assets, end of period (in millions)	$ 10,281	$ 8,954	$ 7,687	$ 6,129	$ 5,784	$ 5,382
Portfolio turnover rate F	231% I	151%	174% I	82% A	108%	160%

^A Annualized

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

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

^D Calculated based on average shares outstanding during the period.

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

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

^G For the six month period ended August 31. The Fund changed its fiscal year end from February 28 to August 31, effective August 31, 2006.

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

^I The portfolio turnover rate excludes liquidations and redemptions executed in-kind from Affiliated Central Funds.

^J For the period ended February 28.

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

Annual Report

Notes to Financial Statements

For the period ended August 31, 2009

(Amounts in thousands except ratios)

1. Organization.

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

In January 2009, the Board of Trustees of the Fund approved the creation of an additional class of shares. The Fund commenced sale of shares of Class F on September 24, 2009.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds 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 their investment objective, each Fidelity Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the Fund. These strategies are consistent with the investment objectives of the Fund and may involve certain economic risks which may cause a decline in value of each of the Fidelity Central Funds and thus a decline in the value of the Fund.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Events or transactions occurring after period end through the date that the financial statements were issued, October 26, 2009, have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. Generally Accepted Accounting Principles (GAAP) establishes a disclosure hierarchy that categorizes the inputs to valuation

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Security Valuation - continued

techniques used to value assets and liabilities at measurement date. These inputs are classified into three levels. Level 1 includes readily available unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly.

Level 3 includes unobservable inputs when market prices are not readily available or reliable. Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy. The aggregate value by input level, as of August 31, 2009, for the Fund's investments, as well as a reconciliation of assets and liabilities for which significant unobservable inputs (Level 3) were used in determining value, is included at the end of the Fund's Schedule of Investments. Valuation techniques of the Fund's major categories of assets and liabilities as presented in the Schedule of Investments are as follows.

Debt securities, including restricted securities, are valued based on quotations received from dealers who make markets in such securities or by independent pricing services. For corporate bonds, bank notes, foreign government and government agency obligations, municipal securities, preferred securities, supranational obligations and U.S. government and government agency obligations, pricing services generally utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. For asset backed securities, collateralized mortgage obligations, commercial mortgage securities and U.S. government agency mortgage securities, pricing services generally utilize matrix pricing which considers prepayment speed assumptions, attributes of the collateral, yield or price of bonds of comparable quality, coupon, maturity and types as well as dealer supplied prices. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value. Actual prices received at disposition may differ.

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

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV 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. 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.

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

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. There are no unrecognized tax benefits in the accompanying financial statements. A Fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years.

Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. 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.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to swap agreements, prior period premium and discount on debt securities, market discount, partnerships (including allocations from

Fidelity Central Funds), deferred trustees compensation, redemption in-kind, capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation	$ 225,907
Unrealized depreciation	(50,525)
Net unrealized appreciation (depreciation)	$ 175,382
Capital loss carryforward	$ (57,500)
Cost for federal income tax purposes	$ 11,434,065

The tax character of distributions paid was as follows:

	August 31, 2009	August 31, 2008
Ordinary Income	$ 389,496	$ 409,643

4. Operating Policies.

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

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

Annual Report

4. Operating Policies - continued

Delayed Delivery Transactions and When-Issued Securities - continued

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

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

5. Investments in Derivative Instruments.

Objectives and Strategies for Investing in Derivative Instruments. The Fund uses derivative instruments ("derivatives"), including swap agreements, in order to meet its investment objectives. The Fund's strategy is to use derivatives as a risk management tool and as an additional way to gain exposure to certain types of assets. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

While utilizing derivatives in pursuit of its investment objectives, the Fund is exposed to certain financial risks relative to those derivatives. These risks are further explained below:

Credit Risk	Credit risk is the risk that the value of financial instruments will fluctuate as a result of changes in the credit quality of those instruments. Credit risk also includes the risk that the counterparty to a financial instrument will default or be unable to make further principal or interest payments on an obligation or commitment that it has entered into with the Fund.
Interest Rate Risk	Interest rate risk is the risk that the value of interest-bearing financial instruments will fluctuate due to changes in the prevailing levels of market interest rates.

The following notes provide more detailed information about each derivative type held by the Fund:

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Notes to Financial Statements - continued

(Amounts in thousands except ratios)

5. Investments in Derivative Instruments - continued

Swap Agreements. The Fund entered into swap agreements, which are contracts between two parties to exchange future cash flows at periodic intervals based on a notional principal amount. Payments are exchanged at specified intervals, accrued daily commencing with the effective date of the contract and recorded as realized gains or losses in the Fund's accompanying Statement of Operations. Gains or losses are realized in the event of an early termination of a swap agreement. Any upfront payments made or received upon entering a swap contract to compensate for differences between stated terms of the agreement and prevailing market conditions (e.g. credit spreads, interest rates or other factors) are recorded as realized gains or losses ratably over the term of the swap in the Fund's accompanying Statement of Operations. In addition, there is the risk of failure by the counterparty to perform under the terms of the agreement and lack of liquidity in the market. The total notional amount of all open swap agreements at period end is indicative of the volume of this derivative type. Collateral, in the form of cash or securities, may be required to be held in segregated accounts with a fund's custodian bank in accordance with the swap agreement. The Fund could experience delays and costs in gaining access to the collateral even though it is held in the Fund's custodian bank.

The Fund entered into interest rate swap agreements to manage its exposure to interest rate changes. Interest rate swaps represent an agreement between counterparties to exchange cash flows based on the difference between two interest rates (e.g. fixed rate, floating rate), applied to a notional principal amount. Risks of loss may include interest rate risk and the possible inability of the counterparty to fulfill its obligations under the agreement. The Fund's maximum risk of loss from counterparty credit risk is the discounted net value of cash flows to be received from/paid to the counterparty over the contract's remaining life, to the extent that amount is positive. This risk is mitigated by the posting of collateral by the counterparty to the Fund to cover the Fund's exposure to the counterparty. Changes in interest rates can have a negative effect on both the value of the Fund's bond holdings as well as the amount of interest income earned. In general, the value of bonds can fall when interest rates rise and can rise when interest rates fall.

The Fund entered into credit default swap agreements to provide a measure of protection against defaults of an issuer ("buyer of protection") and/or to gain credit exposure to an issuer to which it is not otherwise exposed ("seller of protection"). The issuer may be either a single issuer or a "basket" of issuers. As a buyer of protection, the Fund does so when it holds bonds of the issuer or without owning the underlying asset or debt issued by the reference entity. Under the terms of a credit default swap the buyer of protection receives credit protection in exchange for making periodic payments to the seller of protection based on a fixed percentage applied to a notional principal amount. In return for these payments, the seller of protection acts as a guarantor of the creditworthiness of a reference obligation. Periodic payments are made over the life of the contract provided that no credit event occurs.

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5. Investments in Derivative Instruments - continued

Swap Agreements - continued

For credit default swaps on most corporate and sovereign issuers, credit events include bankruptcy, failure to pay, obligation acceleration or repudiation/moratorium. If a credit event were to occur during the term of the contract, the contract is typically settled in a market auction where the difference between the value of the reference obligation received and the notional amount of the swap is recorded as a realized loss by the seller of protection. For credit default swaps on corporate or sovereign issuers, the obligation that may be put to the seller of protection is not limited to the specific reference obligation described.

For credit default swaps on asset-backed securities, a credit event may be triggered by events such as failure to pay principal, maturity extension, rating downgrade or write-down. If a credit event were to occur during the term of the contract, upon notification of the buyer of protection, the seller of protection is obligated to take delivery from the buyer of protection the notional amount of a reference obligation, at par. The difference between the value of the reference obligation received and the notional amount paid is recorded as a realized loss by the seller of protection. For credit default swaps on asset-backed securities, the reference obligation described represents the security that may be put to the seller of protection.

Realized and Change in Unrealized Gain (Loss) on Derivative Instruments. A summary of the Fund's value of derivatives by primary risk exposure as of period end, if any, is included at the end of the Fund's Schedule of Investments. The table below reflects the Fund's realized gain (loss) and change in unrealized gain (loss) for derivatives during the period.

Risk Exposure / Derivative Type	Realized Gain (Loss)	Change in Unrealized Gain (Loss)
Credit Risk
Swap Agreements	$ 33	$ (183)
Interest Rate Risk
Swap Agreements	3,347	(1,662)
Total Derivatives Realized and Change in Unrealized Gain (Loss) (a)(b)	$ 3,380	$ (1,845)

(a) Total derivatives realized gain (loss) included in the Statement of Operations is comprised of $3,380 for swap agreements.

(b) Total derivatives change in unrealized gain (loss) included in the Statement of Operations is comprised of $(1,845) for swap agreements.

6. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, U.S. government securities and liquidations and redemptions executed in-kind from Affiliated Central Funds, aggregated $1,052,096 and $2,703,216, respectively.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

7. 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 that is based on an annual rate of .32% of the Fund's average net assets (effective June 1, 2009 the Fund's management contract was amended, reducing the annual rate to .22% of average net assets). For the period, the total annual management fee rate was .29% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of .15% of average net assets.

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions. Effective June 1, 2009, FMR pays these fees.

Other Affiliated Transactions. During the period, a Fidelity Central Fund in which the Fund was invested was liquidated pursuant to a Plan of Liquidation and Dissolution approved by the Central Fund Board. Under the plan, the Central Fund distributed in-kind all of its net assets to its shareholders pro rata at its net asset value (NAV) per share as of the close of business on the liquidation date. As a result, the Fund received cash and securities, including accrued interest, as noted in the following table.

Liquidation Date	Central Fund	Value of Cash and Securities Received (including accrued interest)	Shares of Central Fund Redeemed
04/17/09	Fidelity Commercial Mortgage-Backed Securities Central Fund	$ 300,127	4,164

Because the Central Fund was a partnership for federal income tax purposes, the liquidation generally was tax free to the Fund.

On February 20, 2009, the Fund redeemed in-kind 9,681 shares of Fidelity Corporate Bond 1-10 Year Central Fund ("1-10 Year"), a Fidelity Central Fund in which the Fund invests, valued at $871,385 by receiving cash and securities of equal value, including accrued interest. Because 1-10 Year was a partnership for federal income tax purposes, the redemption generally was tax free to the Fund.

Annual Report

8. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $3.5 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 $32 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

9. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in cash equivalents. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of interest income. Net Income from lending portfolio securities during the period amounted to $1,656.

10. Expense Reductions.

FMR contractually agreed to waive expenses of the Fund to the extent annual operating expenses exceeded .32% of average net assets. This waiver will remain in place indefinitely and cannot be changed without approval of the Fund's Board of Trustees. Some expenses, for example interest expense, including commitment fees, are excluded from this waiver. During the period this waiver reduced the Fund's expenses by $12,482.

In addition, through arrangements with the Fund's custodian and transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody and transfer agent expenses by $28 and $31, respectively.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

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 Fixed-Income Trust and the Shareholders of Fidelity U.S. Bond Index Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity U.S. Bond Index Fund (a fund of Fidelity Fixed-Income Trust) at August 31, 2009, 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 periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity U.S. Bond Index Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with 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 are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at August 31, 2009 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

October 26, 2009

Annual Report

Trustees and Officers

The Trustees and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 187 funds advised by FMR or an affiliate. Mr. Curvey oversees 407 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd 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.

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, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation
Abigail P. Johnson (47)
	Year of Election or Appointment: 2009 Ms. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Ms. Johnson serves as President of Personal and Workplace Investing (2005-present). Ms. Johnson is a Director 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.
James C. Curvey (74)
	Year of Election or Appointment: 2007 Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-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.

* 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.

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, Age; Principal Occupation
Albert R. Gamper, Jr. (67)
	Year of Election or Appointment: 2006 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. Mr. Gamper currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities), a member of the Board of Trustees, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System. Previously, Mr. Gamper served as Chairman of the Board of Governors, Rutgers University (2004-2007).
Arthur E. Johnson (62)
	Year of Election or Appointment: 2008 Mr. Johnson serves as a member of the Board of Directors of Eaton Corporation (diversified power management, 2009-present) and AGL Resources, Inc. (holding company). Previously, Mr. Johnson served as Senior Vice President of Corporate Strategic Development of Lockheed Martin Corporation (defense contractor, 1999-2009), and on the Board of Directors of IKON Office Solutions, Inc. (1999-2008). Mr. Arthur E. Johnson and Ms. Abigail P. Johnson are not related.
Michael E. Kenneally (55)
	Year of Election or Appointment: 2009 Mr. Kenneally also serves as Trustee (2009-present) or Member of the Advisory Board (2008-present) of other Fidelity Fixed Income and Asset Allocation Funds. Previously, Mr. Kenneally served as Chairman and Global Chief Executive Officer of Credit Suisse Asset Management (2003-2005). Mr. Kenneally was a Director of The Credit Suisse Funds (U.S. Mutual Fund, 2004-2008) and was awarded the Chartered Financial Analyst (CFA) designation in 1991.
James H. Keyes (68)
	Year of Election or Appointment: 2007 Mr. Keyes serves as a member of the Boards of Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines) and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions). Previously, Mr. Keyes served as a member of the Board of LSI Logic Corporation (semiconductor technologies, 1984-2008).
Marie L. Knowles (62)
	Year of Election or Appointment: 2001 Prior to Ms. Knowles' retirement in June 2000, she served as Executive Vice President and Chief Financial Officer of Atlantic Richfield Company (ARCO) (diversified energy, 1996-2000). From 1993 to 1996, she was a Senior Vice President of ARCO and President of ARCO Transportation Company. She served as a Director of ARCO from 1996 to 1998. Ms. Knowles currently serves as a Director of McKesson Corporation (healthcare service). Ms. Knowles is an Honorary Trustee of the Brookings Institution and 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 and the Foundation Board of the School of Architecture at the University of Virginia (2007-present). Previously, Ms. Knowles served as a Director of Phelps Dodge Corporation (copper mining and manufacturing, 1994-2007).
Kenneth L. Wolfe (70)
	Year of Election or Appointment: 2005 Mr. Wolfe served as Chairman and a Director (2007-2009) and Chairman and Chief Executive Officer of Hershey Foods Corporation, and as a member of the Boards of Adelphia Communications Corporation (telecommunications, 2003-2006), Bausch & Lomb, Inc. (medical/pharmaceutical, 1993-2007), and Revlon, Inc. (2004-2009).

Annual Report

Trustees and Officers - continued

Executive Officers:

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

Name, Age; Principal Occupation
John R. Hebble (51)
	Year of Election or Appointment: 2008 President and Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Mr. Hebble also serves as Assistant Treasurer of other Fidelity funds (2009-present) and is an employee of Fidelity Investments.
Boyce I. Greer (53)
	Year of Election or Appointment: 2005 or 2006 Vice President of Fidelity's Fixed Income Funds (2006) and Asset Allocation Funds (2005). Mr. Greer is also a Trustee of other investment companies advised by FMR. Mr. Greer is President of the Asset Allocation Division (2008-present), President and a Director of Strategic Advisers, Inc. (2008-present), President and a Director of Fidelity Investments Money Management, Inc. (2007-present), and an Executive Vice President of FMR and FMR Co., Inc. (2005-present). Previously, Mr. Greer served as a Director and Managing Director of Strategic Advisers, Inc. (2002-2005).
Christopher P. Sullivan (55)
	Year of Election or Appointment: 2009 Vice President of Fidelity's Bond Funds. Mr. Sullivan also serves as President of Fidelity's Bond Group (2009-present). Previously, Mr. Sullivan served as Managing Director, Co-Head of U.S. Fixed Income at Goldman Sachs Asset Management (2001-2009).
Scott C. Goebel (41)
	Year of Election or Appointment: 2008 Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).
Holly C. Laurent (55)
	Year of Election or Appointment: 2008 Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).
Christine Reynolds (50)
	Year of Election or Appointment: 2008 Chief Financial Officer of the Fidelity 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).
Michael H. Whitaker (42)
	Year of Election or Appointment: 2008 Chief Compliance Officer of Fidelity's Fixed Income and Asset Allocation 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.
Jeffrey S. Christian (47)
	Year of Election or Appointment: 2009 Deputy Treasurer of the Fidelity funds. Mr. Christian also serves as Chief Financial Officer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments. Previously, Mr. Christian served as Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009) and as Vice President of Business Analysis (2003-2004).
Bryan A. Mehrmann (48)
	Year of Election or Appointment: 2005 Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Company, Inc. (FIIOC) Client Services (1998-2004).
Stephanie J. Dorsey (40)
	Year of Election or Appointment: 2008 Deputy Treasurer of Fidelity's Fixed Income and Asset Allocation Funds. Ms. Dorsey is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.
Paul M. Murphy (62)
	Year of Election or Appointment: 2007 Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments. Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).
Kenneth B. Robins (40)
	Year of Election or Appointment: 2009 Assistant Treasurer of the Fidelity Fixed Income and Asset Allocation Funds. Mr. Robins also serves as President and Treasurer of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).
Gary W. Ryan (51)
	Year of Election or Appointment: 2005 Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Annual Report

Distributions (Unaudited)

A total of 12.97% 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 $285,435,530 of distributions paid during the period January 1, 2009 to August 31, 2009 as qualifying to be taxed as interest-related dividends for nonresident alien shareholders.

The fund will notify shareholders in January 2010 of amounts for use in preparing 2009 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on July 15, 2009. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1
To elect a Board of Trustees.A
	# of Votes	% of Votes
James C. Curvey
Affirmative	29,535,490,304.51	95.434
Withheld	1,412,983,688.53	4.566
TOTAL	30,948,473,993.04	100.000
Albert R. Gamper, Jr.
Affirmative	29,631,645,146.15	95.745
Withheld	1,316,828,846.89	4.255
TOTAL	30,948,473,993.04	100.000
Abigail P. Johnson
Affirmative	29,481,082,358.76	95.259
Withheld	1,467,391,634.28	4.741
TOTAL	30,948,473,993.04	100.000
Arthur E. Johnson
Affirmative	29,601,580,051.86	95.648
Withheld	1,346,893,941.18	4.352
TOTAL	30,948,473,993.04	100.000
Michael E. Kenneally
Affirmative	29,688,902,929.52	95.930
Withheld	1,259,571,063.52	4.070
TOTAL	30,948,473,993.04	100.000
James H. Keyes
Affirmative	29,647,356,020.99	95.796
Withheld	1,301,117,972.05	4.204
TOTAL	30,948,473,993.04	100.000
Marie L. Knowles
Affirmative	29,665,215,088.51	95.854
Withheld	1,283,258,904.53	4.146
TOTAL	30,948,473,993.04	100.000
Kenneth L. Wolfe
Affirmative	29,580,330,647.68	95.579
Withheld	1,368,143,345.36	4.421
TOTAL	30,948,473,993.04	100.000
PROPOSAL 2
To amend the Declaration of Trust to reduce the required quorum for future shareholder meetings.A
	# of Votes	% of Votes
Affirmative	22,342,326,668.95	72.192
Against	5,700,226,054.43	18.418
Abstain	2,112,037,717.17	6.825
Broker Non-Votes	793,883,552.49	2.565
TOTAL	30,948,473,993.04	100.000
A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity U.S. Bond Index Fund

On May 21, 2009, the Board of Trustees, including the Independent Trustees (together, the Board), voted (i) to approve an amended and restated management contract (the Amended Contract) for the fund, effective June 1, 2009, and (ii) to continue the subadvisory agreements for the fund for four months, through September 30, 2009, in connection with the reorganization of the Board's new meeting schedule.

In determining whether to approve the Amended Contract for the fund, the Board considered that the Amended Contract lowers the fund's management fee from 32 basis points to 22 basis points of the fund's average daily net assets. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, considered a broad range of information.

Nature, Extent, and Quality of Services Provided by Fidelity. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the background of the fund's portfolio manager and the fund's investment objective and discipline.

Shareholder and Administrative Services. The Board considered the nature, quality, cost and extent of advisory, administrative, distribution and shareholder services performed by the Investment Advisers and affiliated companies.

Investment Performance. The Board noted that the approval of the Amended Contract would not change the fund's portfolio manager, the investment processes, the level or nature of services provided, the resources and personnel allocated, or its trading and compliance operations.

Based on this review of services, the Board concluded that the nature, extent, and quality of services provided to the fund will benefit shareholders of the fund.

Competitiveness of Management Fees and Total Fund Expenses. The Board considered that under the fund's existing management contract, the fund was paying a flat management fee, whereby the fund was responsible for payment of virtually all fund-level expenses. In approving the Amended Contract, the Board considered that the Amended Contract requires FMR to pay fund-level expenses (such as custody, pricing and bookkeeping, legal, and audit fees), but not class-level expenses (such as transfer agent fees and 12b-1 fees). The Board also considered that the Amended Contract reduces the fund's management fee from 32 basis points to 22 basis points of the fund's average daily assets. The Board noted that the lower management fee rate proposed for the fund would have ranked the fund's management fee below the median of its competitors for 2008.

In connection with its review of the fund's total expenses, the Board considered the fund's management fee as well as the fund's non-management expenses. The Board noted that projected total expenses of the fund would have ranked below the median of its competitors for 2008.

Annual Report

Based on this review, the Board concluded that the fund's management fee and total expenses were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. In connection with its approval of the fund's Amended Contract, the Board did not consider data regarding the impact on Fidelity's costs of services, revenues, or profitability from the new arrangement because it was approving an arrangement that reduces the management fee that the fund pays. The Board noted Fidelity's assertion that reducing the management fee for the fund could reduce Fidelity's profitability. In connection with its future renewal of the fund's management contract and sub-advisory agreements, the Board will consider the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders.

Economies of Scale. In connection with its approval of the fund's Amended Contract, the Board did not consider economies of scale because the arrangement lowers the fund's management fee and FMR will continue to contractually reimburse expenses of the fund's existing class of shareholders so that the class's total expenses do not exceed 32 basis points. In connection with its future renewal of the fund's management contract and sub-advisory agreements, the Board will consider 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.

Based on its evaluation of all of the conclusions noted above, and after consideration of all material factors, the Board concluded that the advisory fee structure is fair and reasonable, and that the Amended Contract should be approved.

In determining whether to continue the fund's subadvisory agreements, the Board considered that the contractual terms of and fees payable under the fund's subadvisory agreements involve no changes in (i) the investment process or strategies employed in the management of the fund's assets; (ii) the nature or level of services provided under the fund's Advisory Contracts; or (iii) the day-to-day management of the fund or the persons primarily responsible for such management. The Board concluded that the fund's subadvisory agreements are fair and reasonable, and that the fund's subadvisory agreements should be renewed, without modification, through September 30, 2009, with the understanding that the Board will consider their renewal in September 2009.

Annual Report

Managing Your Investments

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

By Phone

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

(phone_graphic)

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

Press

For mutual fund and brokerage trading.

For quotes.*

For account balances and holdings.

To review orders and mutual
fund activity.

To change your PIN.

To speak to a Fidelity representative.

By PC

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

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

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

Annual Report

To Visit Fidelity

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

Arizona

7001 West Ray Road
Chandler, AZ

15445 N. Scottsdale Road
Scottsdale, AZ

California

815 East Birch Street
Brea, CA

1411 Chapin Avenue
Burlingame, CA

851 East Hamilton Avenue
Campbell, CA

19200 Von Karman Avenue
Irvine, CA

601 Larkspur Landing Circle
Larkspur, CA

2000 Avenue of the Stars
Los Angeles, CA

27101 Puerta Real
Mission Viejo, CA

73-575 El Paseo
Palm Desert, CA

251 University Avenue
Palo Alto, CA

123 South Lake Avenue
Pasadena, CA

16656 Bernardo Ctr. Drive
Rancho Bernardo, CA

1220 Roseville Parkway
Roseville, CA

1740 Arden Way
Sacramento, CA

7676 Hazard Center Drive
San Diego, CA

11943 El Camino Real
San Diego, CA

8 Montgomery Street
San Francisco, CA

3793 State Street
Santa Barbara, CA

1200 Wilshire Boulevard
Santa Monica, CA

398 West El Camino Real
Sunnyvale, CA

111 South Westlake Blvd
Thousand Oaks, CA

21701 Hawthorne Boulevard
Torrance, CA

2001 North Main Street
Walnut Creek, CA

6326 Canoga Avenue
Woodland Hills, CA

Colorado

281 East Flatiron Circle
Broomfield, CO

1625 Broadway
Denver, CO

9185 Westview Road
Lone Tree, CO

Connecticut

48 West Putnam Avenue
Greenwich, CT

265 Church Street
New Haven, CT

300 Atlantic Street
Stamford, CT

29 South Main Street
West Hartford, CT

Delaware

400 Delaware Avenue
Wilmington, DE

Florida

175 East Altamonte Drive
Altamonte Springs, FL

4400 N. Federal Highway
Boca Raton, FL

121 Alhambra Plaza
Coral Gables, FL

2948 N. Federal Highway
Ft. Lauderdale, FL

4671 Town Center Parkway
Jacksonville, FL

8880 Tamiami Trail, North
Naples, FL

230 Royal Palm Way
Palm Beach, FL

3501 PGA Boulevard
Palm Beach Gardens, FL

3550 Tamiami Trail, South
Sarasota, FL

1502 N. Westshore Blvd.
Tampa, FL

2465 State Road 7
Wellington, FL

Georgia

3445 Peachtree Road, N.E.
Atlanta, GA

1000 Abernathy Road
Atlanta, GA

Illinois

One North LaSalle Street
Chicago, IL

401 North Michigan Avenue
Chicago, IL

One Skokie Valley Road
Highland Park, IL

1415 West 22nd Street
Oak Brook, IL

15105 S LaGrange Road
Orland Park, IL

1572 East Golf Road
Schaumburg, IL

Indiana

4729 East 82nd Street
Indianapolis, IN

8480 Keystone Crossing
Indianapolis, IN

Kansas

5400 College Boulevard
Overland Park, KS

Maine

Three Canal Plaza
Portland, ME

Maryland

7315 Wisconsin Avenue
Bethesda, MD

610 York Road
Towson, MD

Massachusetts

801 Boylston Street
Boston, MA

155 Congress Street
Boston, MA

300 Granite Street
Braintree, MA

44 Mall Road
Burlington, MA

238 Main Street
Cambridge, MA

200 Endicott Street
Danvers, MA

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

Annual Report

405 Cochituate Road
Framingham, MA

551 Boston Turnpike
Shrewsbury, MA

Michigan

500 E. Eisenhower Pkwy.
Ann Arbor, MI

280 Old N. Woodward Ave.
Birmingham, MI

30200 Northwestern Hwy.
Farmington Hills, MI

43420 Grand River Avenue
Novi, MI

Minnesota

7740 France Avenue South
Edina, MN

8342 3rd Street North
Oakdale, MN

Missouri

1524 South Lindbergh Blvd.
St. Louis, MO

Nevada

2225 Village Walk Drive
Henderson, NV

New Jersey

501 Route 73 South
Marlton, NJ

150 Essex Street
Millburn, NJ

35 Morris Street
Morristown, NJ

396 Route 17, North
Paramus, NJ

3518 Route 1 North
Princeton, NJ

530 Broad Street
Shrewsbury, NJ

New Mexico

2261 Q Street NE
Albuquerque, NM

New York

1130 Franklin Avenue
Garden City, NY

37 West Jericho Turnpike
Huntington Station, NY

1271 Avenue of the Americas
New York, NY

980 Madison Avenue
New York, NY

61 Broadway
New York, NY

350 Park Avenue
New York, NY

200 Fifth Avenue
New York, NY

733 Third Avenue
New York, NY

11 Penn Plaza
New York, NY

2070 Broadway
New York, NY

1075 Northern Blvd.
Roslyn, NY

799 Central Park Avenue
Scarsdale, NY

North Carolina

4611 Sharon Road
Charlotte, NC

7011 Fayetteville Road
Durham, NC

Ohio

3805 Edwards Road
Cincinnati, OH

1324 Polaris Parkway
Columbus, OH

1800 Crocker Road
Westlake, OH

28699 Chagrin Boulevard
Woodmere Village, OH

Oregon

7493 SW Bridgeport Road
Tigard, OR

Pennsylvania

600 West DeKalb Pike
King of Prussia, PA

1735 Market Street
Philadelphia, PA

12001 Perry Highway
Wexford, PA

Rhode Island

10 Memorial Boulevard
Providence, RI

Tennessee

3018 Peoples Street
Johnson City, TN

7628 West Farmington Blvd.
Germantown, TN

2035 Mallory Lane
Franklin, TN

Texas

10000 Research Boulevard
Austin, TX

4001 Northwest Parkway
Dallas, TX

12532 Memorial Drive
Houston, TX

2701 Drexel Drive
Houston, TX

6560 Fannin Street
Houston, TX

1701 Lake Robbins Drive
The Woodlands, TX

6500 N. MacArthur Blvd.
Irving, TX

6005 West Park Boulevard
Plano, TX

14100 San Pedro
San Antonio, TX

1576 East Southlake Blvd.
Southlake, TX

Utah

279 West South Temple
Salt Lake City, UT

Virginia

1861 International Drive
McLean, VA

Washington

10500 NE 8th Street
Bellevue, WA

1518 6th Avenue
Seattle, WA

Washington, DC

1900 K Street, N.W.
Washington, DC

Wisconsin

16020 West Bluemound Road
Brookfield, WI

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

Fidelity Investments
Money Management, Inc.

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.

Fidelity Research & Analysis Company

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

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA 

Fidelity Service Company, Inc.

Boston, MA 

Custodian

The Bank of New York Mellon

New York, NY

UBI-UANN-1009
1.790916.106

Item 2. Code of Ethics

As of the end of the period, August 31, 2009, Fidelity Fixed-Income 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 Marie L. Knowles is an audit committee financial expert, as defined in Item 3 of Form N-CSR.   Ms. Knowles 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 PricewaterhouseCoopers LLP ("PwC") in each of the last two fiscal years for services rendered to Fidelity Investment Grade Bond Fund, Fidelity Series Investment Grade Bond Fund, Fidelity Short-Term Bond Fund and Fidelity U.S. Bond Index Fund (the "Funds"):

Services Billed by PwC

August 31, 2009 Fees^{A, B}

	Audit Fees	Audit-Related Fees	Tax Fees	All Other Fees
Fidelity Investment Grade Bond Fund	$112,000	$-	$5,400	$7,700
Fidelity Series Investment Grade Bond Fund	$68,000	$-	$4,300	$4,200
Fidelity Short-Term Bond Fund	$114,000	$-	$5,400	$6,000
Fidelity U.S. Bond Index Fund	$89,000	$-	$4,400	$8,600

August 31, 2008 Fees^A,B

	Audit Fees	Audit-Related Fees	Tax Fees	All Other Fees
Fidelity Investment Grade Bond Fund	$133,000	$-	$5,100	$7,500
Fidelity Series Investment Grade Bond Fund	$-	$-	$-	$-
Fidelity Short-Term Bond Fund	$131,000	$-	$5,100	$5,200
Fidelity U.S. Bond Index Fund	$106,000	$-	$5,100	$4,800

^A Amounts may reflect rounding.

^B Fidelity Series Investment Grade Bond Fund commenced operations on October 8, 2008. .

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 Intermediate Bond Fund (the "Fund"):

Services Billed by Deloitte Entities

August 31, 2009 Fees^A

	Audit Fees	Audit-Related Fees	Tax Fees	All Other Fees
Fidelity Intermediate Bond Fund	$137,000	$-	$5,600	$-

August 31, 2008 Fees^A

	Audit Fees	Audit-Related Fees	Tax Fees	All Other Fees
Fidelity Intermediate Bond Fund	$156,000	$-	$5,600	$-

^A Amounts may reflect rounding.

The following table presents fees billed by PwC and 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 Funds 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 Funds ("Fund Service Providers"):

Services Billed by PwC

	August 31, 2009A	August 31, 2008A
Audit-Related Fees	$3,015,000	$1,480,000B
Tax Fees	$2,000	$-
All Other Fees	$-	$- B

^A Amounts may reflect rounding.

^B Reflects current period presentation.

Services Billed by Deloitte Entities

	August 31, 2009A	August 31, 2008A
Audit-Related Fees	$815,000	$410,000
Tax Fees	$2,000	$-
All Other Fees	$405,000	$470,000B

^A Amounts may reflect rounding.

^B Reflects current period presentation.

"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 assurance services provided to the fund or Fund Service Provider 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 PwC and Deloitte Entities for services rendered to the Funds, 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 Funds are as follows:

Billed By	August 31, 2009 A	August 31, 2008 A
PwC	$3,920,000	$2,485,000
Deloitte Entities	$1,340,000	$1,075,000

^A Amounts may reflect rounding.

The trust's Audit Committee has considered non-audit services that were not pre-approved that were provided by PwC and Deloitte Entities to Fund Service Providers to be compatible with maintaining the independence of PwC and Deloitte Entities in their audits of the Funds, taking into account representations from PwC and Deloitte Entities, in accordance with Public Company Accounting Oversight Board rules, regarding their independence from the Funds and their 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 Funds' last two fiscal years relating to services provided to (i) the Funds or (ii) any Fund Service Provider that relate directly to the operations and financial reporting of the Funds.

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 Fixed-Income Trust

By:	/s/John R. Hebble
	John R. Hebble
	President and Treasurer
Date:	October 29, 2009

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

By:	/s/John R. Hebble
	John R. Hebble
	President and Treasurer
Date:	October 29, 2009

By:	/s/Christine Reynolds
	Christine Reynolds
	Chief Financial Officer
Date:	October 29, 2009