425 1 main.htm

Filed by: Fidelity Hereford Street Trust

Pursuant to Rule 425 under the Securities Acts of 1933 and

deemed filed under Rule 14a-12(b) under the Securities Exchange Act of 1934.

Subject Company: Fidelity Newbury Street Trust

SEC File No. 002-78458 and 811-03518

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Back Office Ops_MM Changes_InvestmentPolicy_MergersLaunches_720237.eR.DOC

qqq30545

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Operational Update

You may have received a communication from us dated March 5, 2015, advising you that the Board of Trustees has approved a change in the investment policy of certain money market mutual funds in order to meet new regulatory requirements. Several Fidelity money market funds are included in these changes. These funds will continue to be managed in the same manner they have always been, and the shareholders do not need to take any action. Fidelity has updated the funds' prospectuses to reflect the investment policy changes, and has communicated this information to shareholders.

We also announced that Fidelity is proposing numerous money market fund mergers across our prime, government, U.S. Treasury and municipal product lines. You may review the fund information for these mergers on pages 2 and 3.

Further, Fidelity will be launching six (6) new classes of existing Fidelity money market funds. Please read further for more details on the upcoming fund launches, mergers, and investment policy changes.

Fund Launches

On April 14, 2015, the following six (6) new classes of existing Fidelity money market funds will be available:

Fund Name

TAX EXEMPT
FUND:
PREMIUM
CLASS

FIDELITY
GOVERNMENT
MONEY
MARKET FUND: CAPITAL
RESERVES
CLASS

 

FIDELITY
GOVERNMENT
MONEY
MARKET FUND:
DAILY MONEY
CLASS

FIDELITY
GOVERNMENT
MONEY
MARKET FUND:
PREMIUM
CLASS

TREASURY
FUND

FIDELITY MONEY MARKET FUND: PREMIUM CLASS

Fund #

2737

2739

2740

2741

2742

2738

CUSIP

316341403

31617H508

31617H607

31617H706

316341304

31617H805

 

Trading Symbol

FZEXX

FZAXX

FZBXX

FZCXX

FZFXX

FZDXX

Tax ID

04-2778692

04-3077012

04-3077012

04-3077012

04-2975775

04-3032131

Min. Initial

Investment

$100,000

$1,000

$1,000

$100,000

$2,500

$100,000

Investment

Objectives

Seeks to provide as high a level of current income, exempt from federal income taxes, as is consistent with liquidity and stability of principal

Seeks as high a level of current income as is consistent with preservation of capital and liquidity

Seeks to obtain as high a level of current income as is consistent with the preservation of capital and liquidity

Mergers:

Fidelity is proposing money market fund mergers across our prime, government, U.S. Treasury and municipal product lines. The proposed mergers will strengthen and simplify our money market fund product lineup, and make it easier for investors to select a fund or class that meets their need.

The following mergers require shareholder approval: Select Money Market, CMF Prime Fund, and U.S. Government Reserves. Shareholders of the funds received a proxy solicitation to approve the proposed merger on or about March 20, 2015. If approved, impacts will include name change, CUSIP/symbol change, and new investment objective. No action is required by Advisors.

Merging Fund Name1

Merging CUSIP

Merging Trading Symbol

Merging Fund Number

Acquiring

Fund Name2

Acquiring CUSIP

Acquiring
Trading Symbol

Acquiring

Fund Number

Select Money Market

316390814

FSLXX

0085

Fidelity Money Market:

Premium Class

31617H805

 

FZDXX

2738

CMF Prime Fund:

Daily Money Class

233809102

FDAXX

0083

Fidelity

Government Money Market: Daily Money Class

31617H607

FZBXX

2740

CMF Prime Fund:

Capital Reserves Class

650914203

FPRXX

0076

Fidelity

Government Money Market: Capital

Reserves

Class

31617H508

FZAXX

2739

U.S. Government Reserves

316462100

FGRXX

0050

Fidelity

Government Money Market:
Premium Class

31617H706

FZCXX

2741

1 Current fund will be soft closed (no new investors) prior to the new fund/share class launch - date TBD.

2 New acquiring funds/share classes (Daily Money, Capital Reserves, Retail, and Premium) will be available in April 14, 2015.

The following mergers do not require shareholder approval: AMT Tax-Free Money Fund, CMF Government Fund, and Treasury Money Market Fund. No action is required by the Advisors. Shareholders of the funds have received letters informing them of the changes and merger timeline, as indicated below.

Merging Fund Name

Merging CUSIP

Merging Trading Symbol

Merging Fund Number

Acquiring

Fund Name3

Acquiring CUSIP

Acquiring
Trading Symbol

Acquiring

Fund Number

Merger Date

CMF
Government: Daily Money Class1

316341205

FLFXX

2544

Fidelity
Government Money
Market:
Daily Money Class

31617H607

FZBXX

2740

May 15, 2015

CMF
Government: Capital Reserves Class1

316341106

FTBXX

2545

Fidelity
Government Money
Market:
Capital
Reserves Class

31617H508

FZAXX

2739

May 15, 2015

AMT Tax-Free Money1

316448406

FIMXX

0460

CMF
Tax-Exempt:
Premium Class

316341403

 

FZEXX

 

2737

May 15, 2015

Fidelity Treasury Money Market2

31617H409

FLTXX

2543

CMF
Treasury:
Retail Class

316341304

 

 

FZFXX

 

2742

June 19, 2015

1 Current fund will be soft closed (no new investors) prior to the new fund/share class launch - April 24, 2015.

2 Current fund will be soft closed (no new investors) prior to the new fund/share class launch - May 22, 2015.

3 New acquiring funds/share classes (Daily Money, Capital Reserves, Retail, and Premium) will be available in April 2015.

As a result of the mergers, AMT Tax-Free Money Fund, CMF Government Fund, and Treasury Money Market Fund, the merging funds will be closed to new accounts on the following dates:

Merging Fund Name

Soft Close Date

(close of Business on)

AMT Tax Free

April 24, 2015

CMF Government Fund: Daily Money Class

April 24, 2015

CMF Government Fund: Capital Reserves Class

April 24, 2015

Fidelity Treasury Fund

May 22, 2015

Investors who own shares in the merging funds on the soft close date may continue to add to their existing fund positions.

Investors who do not own shares of the merging funds on the soft close date generally will not be allowed to buy shares of the fund; however, new fund positions may be opened

[bullet] by participants in most group employer retirement plans (and their successor plans) if the fund had been established (or was in the process of being established) as an investment option under the plans (or under another plan sponsored by the same employer) by the soft close date;

[bullet] for accounts managed on a discretionary basis by certain registered investment advisers that have discretionary assets of at least $500 million invested in mutual funds and have included the fund in their discretionary account program since the soft close date;

[bullet] by a mutual fund or a qualified tuition program for which FMR or an affiliate serves as investment manager, and by a portfolio manager of the fund.

[bullet] These restrictions generally will apply to investments made directly with Fidelity and investments made through intermediaries. Investors may be required to demonstrate eligibility to buy shares of the fund before an investment is accepted.

Additional notes:

[bullet] Change of Ownership (Transfers and Re-registrations) requests for the merging funds can be processed up until the merger dates, provided the request is to transfer the entire account or the transfer request results from a life event such as a death, divorce, or similar circumstance.

[bullet] For omnibus accounts that permit underlying shareholder/participant-level trading, pursuant to existing agreements, it is the firm's or the plan's responsibility to enforce the requirements stated above and in the prospectus.

Investment Policy Change for Fidelity Government and U.S. Treasury Money Market Funds

In July 2014, the U.S. Securities and Exchange Commission (SEC) approved regulatory changes for money market mutual funds. Under the new rules, government money market mutual funds are defined as those investing 99.5% of their total assets in cash, U.S. government securities, and/or repurchase agreements that are collateralized fully. Although Fidelity's U.S. government and Treasury money market funds have historically met this new requirement, the Board of Trustees for these funds has approved updates to their investment policies to reflect the SEC's new definition.

The investment policy change will take effect on or about May 31, 2015.

Which Fidelity funds are impacted?

The impacted funds are listed below. Note: The parent funds are highlighted in bold.

CMA Fund/Class Name

CUSIP

Trading
Symbol

Class #

Fund #

Fidelity Cash Management Treasury Fund: Daily Money Class

233809201

FDUXX

58

58

Fidelity Cash Management Treasury Fund: Capital Reserves Class

650914104

FSRXX

77

58

Fidelity Cash Management Treasury Fund: Advisor B Class

233809706

FDBXX

658

58

Fidelity Cash Management Treasury Fund: Advisor C Class

650914401

FDCXX

529

58

FIMM Fund/Class Name

CUSIP

Trading
Symbol

Class #

Fund #

Fidelity Institutional Money Market Treasury Only Portfolio: Class I

233809300

FSIXX

680

680

Fidelity Institutional Money Market Treasury Only Portfolio: Class II

233809805

FOXXX

542

680

Fidelity Institutional Money Market Treasury Only Portfolio: Class III

233809888

FOIXX

543

680

Fidelity Institutional Money Market Treasury Only Portfolio: Select Class

192826105

FTYXX

906

680

Fidelity Institutional Money Market Treasury Only Portfolio: Class IV

31607A505

FOPXX

2017

680

Fidelity Institutional Money Market Treasury Only Portfolio: Institutional Class

31607A802

FRSXX

2643

680

Fidelity Institutional Money Market Treasury Portfolio: Class I

316175504

FISXX

695

695

Fidelity Institutional Money Market Treasury Portfolio: Class II

316175835

FCEXX

600

695

Fidelity Institutional Money Market Treasury Portfolio: Class III

316175884

FCSXX

696

695

Fidelity Institutional Money Market Treasury Portfolio: Class IV

31607A406

FTVXX

2016

695

Fidelity Institutional Money Market Treasury Portfolio: Select Class

192826204

FTUXX

911

695

Fidelity Institutional Money Market Treasury Portfolio: Institutional Class

31607A885

FRBXX

2644

695

Fidelity Institutional Money Market Government Portfolio: Class I

316175108

FIGXX

57

57

Fidelity Institutional Money Market Government Portfolio: Class II

316175850

FCVXX

604

57

Fidelity Institutional Money Market Government Portfolio: Class III

316175603

FCGXX

657

57

Fidelity Institutional Money Market Government Portfolio: Select Class

192826303

FGEXX

918

57

Fidelity Institutional Money Market Government Portfolio: Institutional Class

31607A703

FRGXX

2642

57

Fund/Class Name

CUSIP

Trading
Symbol

Class #

Fund #

Fidelity Government Money Market Fund

31617H102

SPAXX

458

458

Retirement Government Money Market Portfolio

316191709

FGMXX

631

631

Fidelity Treasury Only Money Market Fund

31617H300

FDLXX

415

415

Do these changes affect how the funds are managed?

No. Each fund has historically purchased only U.S. government or Treasury securities, and repurchase agreements for those securities, depending on a fund's particular principal investment strategy.

Do these changes require shareholder approval?

No. The investment policy changes will take effect on or about May 31, 2015, allowing for 60 days' prior notice to shareholders, in accordance with each fund's name test policy. We will communicate to shareholders and supplement each fund's prospectus prior to the effective date. No action from shareholders is required.

The new investment policy for each fund is subject to change only upon 60 days' prior notice to shareholders.

Why is Fidelity taking this action now?

Although SEC rules set an October 2016 date to comply with the new definition for government funds, Fidelity wants investors to understand that our U.S. government money market mutual funds, including our U.S. Treasury and U.S. Treasury Only money market mutual funds, already meet the SEC's new definition.

More Information

Information regarding these changes can be found in each fund's prospectus. To obtain a prospectus, log onto Fidelity.com or Advisor.Fidelity.com or call Fidelity or your investment professional.

NOTE: Please do not respond to this email, which was sent from an unmonitored inbox.

An investment in a money market fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the fund. Interest rate increases can cause the price of money market securities to decrease.

This information is not complete and may be changed. Fidelity may not sell these securities until the registration statements filed with the Securities Exchange Commission are effective. This information is not an offer to sell these securities and is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted.

Channel

Phone

Fax

Hours of Operation

Monday through Friday

Eastern Time

Bank Trust/TPA/Insurance/RIA

877-836-4829

877-297-2953

8:30 a.m-5:30 p.m. ET

Dealer Services Support

800-221-9923

888-321-7352

8:30 a.m-5:00 p.m. ET

DC Investment Only

800-898-7928

800-974-9175

8:30 a.m.-5:00 p.m. ET

For Home Office Use Only

Fidelity Investments Institutional Operations Company, Inc.

100 Salem Street, Smithfield, RI 02917

720237.1.0

15-028_03 16 15_MM ProxyV3.doc

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[top left header NATIONAL FINANCIAL appears in white font with a green background.]

Important Notice : 15-028 Fidelity Money Market Proxy Mailings

Distribution Date: March 16, 2015

Effective Date: March 16, 2015

Questions, contact: Your Relationship Manager

Audience: CIO CCO COO Broker/Advisor

Customer Mailing Required: Proxy materials mailed by fund company

Categories: Risk & Regulatory

Impacts: Mutual Funds, Operations/Service

Action Required: No

Summary

As communicated in Alert 15 A-03, on January 30, 2015, Fidelity Investments announced the first set of proposed changes to their money market mutual funds, which are designed to align their product offerings to best meet investors' future cash investment needs. As a result, shareholders of several Fidelity Money Market funds (list below) will receive proxy statements that are mailing today, March 16, 2015. See list of impacted funds below, as well as a copy of the proxy Q&A.

Description

Conversion of Fidelity Prime Money Market Funds to Government Money Market Funds - - Shareholders of the funds will receive proxy solicitations to approve the proposed conversions from a prime fund to a government fund. Fidelity funds proposing to convert are: Fidelity Cash Reserves, VIP Money Market Portfolio and FMMT Retirement Money Market Portfolio

Fund Merger Proposals - Shareholders of several Fidelity funds will receive proxy solicitations to approve proposed mergers. Fidelity funds merging are: Select Money Market Fund, Cash Management Funds (CMF): Prime Fund, and U.S. Government Reserves.

What this may mean for your firm

If approved by shareholders, name and symbol/CUSIP changes may be required. National Financial will provide ongoing communication and support to help correspondents navigate such changes. In addition, customer applications and online account opening tools will be updated to reflect such changes. NF will communicate specific timelines for such work in the coming weeks.

Key points

  Fidelity proxy statements mailed to shareholders on March 16, 2015 as communicated in Alert 15A-03

  List of impacted funds below and proxy Q&A attached

  New CUSIPs / symbols should be available in early April, 2015

Client action required and next steps

No action required by correspondents / intermediaries but shareholders of the fund will receive standard proxy materials.

Related links

  See Alert 15A-03 for initial January 30, 2015 communication regarding Fidelity Money Market changes

  See Alert 15A-05 for February 19, 2015 Fidelity Money Market shareholder mailings for mergers that do not require shareholder approval.

  See Proxy Q&A for additional information.

200 Seaport Boulevard Z2K, Boston, MA 02210

National Financial Services LLC, Member NYSE, SIPC

For broker-dealer use only. Not for distribution to the public as sales material in any form.

Dates are subject to change.

Screenshots are for illustrative purposes only.

The content provided herein is general in nature and is for informational purposes only. This information is not individualized and is not intended to serve as the primary or sole basis for your decisions as there may be other factors you should consider. National Financial does not provide advice of any kind.

Third party marks are the property of their respective owners; all other marks are the property of FMR LLC.

710021.1.0 Page 1 of 2

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[top left header NATIONAL FINANCIAL appears in white font with a green background.]

Conversion of Fidelity Prime Money Market Funds to Government Money Market Funds - require shareholder approval:






List of impacted funds

Current Fund Name

Current
Symbol

Proposed
New Name*

Eligible for Core Sweep

Record Date /
Customer Mailing

Meeting
Date

Anticipated
Effective Date

Fidelity Cash
Reserves

FDRXX

Fidelity Government Cash Reserves

Yes

March 16, 2015

May 12, 2015

Q4 2015

FMMT Retirement Money Market
Portfolio

FRTXX

FMMT Retirement Government Money Market II Portfolio

Position Only

March 16, 2015

May 12, 2015

Q4 2015

VIP Money Market Portfolio

FAVMM

VIP Government Money Market
Portfolio

Position Only

March 16, 2015

May 12, 2015

Q4 2015

* If approved, each of the funds' symbols and CUSIPs will remain the same.

Fund Merger Proposals - require shareholder approval:








List of impacted funds

Current Fund Name

Current
Symbol

Acquiring Fund*

Eligible for Core Sweep

Record Date /
Customer Mailing

Meeting
Date

Anticipated
Merger Date

Select Money
Market

FSLXX

Fidelity Money
Market
Premium Class

Position Only

March 16, 2015

May 12, 2015

Nov 2015

CMF Prime Fund: Daily Money Class

FDAXX

Fidelity Government Money Market:
Daily Money Class

Core

March 16, 2015

May 12, 2015

Nov 2015

CMF Prime Fund: Capital Reserves Class

FPRXX

Fidelity Government Money Market:
Capital Reserves

Core

March 16, 2015

May 12, 2015

Nov 2015

U.S. Government Reserves

FGRXX

Fidelity Government Money Market:
Premium Class

Position Only

March 16, 2015

May 12, 2015

Nov 2015

* If approved, impact will be name change, CUSIP/symbol change, and new investment objective.

200 Seaport Boulevard Z2K, Boston, MA 02210

National Financial Services LLC, Member NYSE, SIPC

For broker-dealer use only. Not for distribution to the public as sales material in any form.

Enhancements and deployment dates are subject to change.

Screenshots are for illustrative purposes only.

The content provided herein is general in nature and is for informational purposes only. This information is not individualized and is not intended to serve as the primary or sole basis for your decisions as there may be other factors you should consider. National Financial does not provide advice of any kind.

Third party marks are the property of their respective owners; all other marks are the property of FMR LLC.

710021.22.0 Page 2 of 2

November Plan Sponsor Notification (Cover Letter) (Draft).docx

To: Responsible Named Fiduciary or Plan Administrator

From: Fidelity Investments ("Fidelity")

Re: Merger of Fidelity® U.S. Government Reserves into the Fidelity® Government Money Market Fund,

Merger of Fidelity® Select Money Market Portfolio into the Fidelity® Money Market Fund and the

Merger of Prime Fund - Daily Money Class into the Fidelity® Government Money Market Fund

In July 2014, the U.S. Securities and Exchange Commission issued new regulations for money market mutual funds. Since the rules have been released, we have spent significant time reviewing the rules and listening to our customers' preferences. As part of Fidelity's continued efforts to address these new requirements, meet our customers' needs and simplify and strengthen our money market mutual fund product line, we are contacting you with information about the merger of Fidelity® U.S. Government Reserves, Fidelity® Select Money Market Portfolio and Prime Fund - Daily Money Class ("Merging Fund") into the Fidelity® Government Money Market Fund, Fidelity® Money Market Fund and Fidelity® Government Money Market Fund ("Successor Fund"), respectively.

[For clients with email addresses]

A special meeting of shareholders of the Fidelity funds mentioned above will be held on May 12, 2015, to seek shareholder approval to merge each Merging Fund into its corresponding Successor Fund (the "Merger").The Merging Fund is an investment in the plan(s) listed in the email transmittal (the "Plan"). Unless you provide alternative direction to Fidelity by July 2, 2015, the Merger will be reflected in the Plan as described below. For more information about the Merger please click here (provide hyperlink to supplemental information)

[For clients without email addresses]

A special meeting of shareholders of the Fidelity funds mentioned above will be held on May 12, 2015, to seek shareholder approval to merge each Merging Fund into its corresponding Successor Fund (the "Merger")..The Merging Fund is an investment in the plan(s) listed below (the "Plan"). Unless you provide alternative direction to Fidelity by July 2, 2015, the Merger will be reflected in the Plan as described below. For more information about the Merger please see the enclosed letter to Merging Fund shareholders.

Plan Name

Plan Number

 

 

 

 

Beginning on or about November 6, 2015, or as soon as administratively feasible thereafter (the "Merger Date"), subject to any required approval, the Merging Fund expects to merge into the Successor Fund as reflected below:

Merging Fund

Ticker

Successor Fund

Ticker

Merger Date (Appr)

Fidelity® Select Money Market Portfolio

FSLXX

Fidelity® Money Market Fund

TBD

November 6, 2015

Prime Fund - Daily Money

FDAXX

Fidelity® Government Money Market Fund

TBD

November 13, 2015

Fidelity® U.S. Government Reserves

FGRXX

Fidelity® Government Money Market Fund

TBD

November 20, 2015

As a result, after the close of trading on the New York Stock Exchange (normally 4 p.m., Eastern Time) on the Merger Date:

1. The Successor Fund will be added as an investment option in the Plan. If the Merging Fund was a frozen (i.e. closed to new monies) investment option in the Plan, the Successor Fund will also be frozen.

2. Participants' balances in the Merging Fund will be transferred to the Successor Fund.

3. Pending exchanges and future loan repayments and contributions otherwise directed to the Merging Fund will be redirected to the Successor Fund.

4. The Merging Fund will be eliminated as an investment option in the Plan; and

5. The applicable recordkeeping, services and/or trust agreement for the Plan is deemed to be amended to reflect the Merger.

If you wish to map balances in the Merging Fund to an existing investment option in the Plan in lieu of the Successor Fund, please contact your Managing Director for a sample direction letter and amendment. The completed and signed direction must be received by Fidelity by July 2, 2015.

Prospectus Delivery

An updated prospectus for the Merging Fund, which describes the merger, is electronically available through the Mutual Fund Investment Detail page for the Plan on Fidelity NetBenefits or http://www.fidelity.com/workplacedocuments.

If the prospectus cannot be accessed, it may be obtained by contacting Fidelity.

Notifying Participants about the Merger

Applies to Emerging / Mid / Advisor Plans  (plans that do not have participant communication support from Fidelity)

If the Plan is subject to the Employee Retirement Income Security Act of 1974 ("ERISA"), you may be required to notify all eligible employees and participants of these changes to the Plan's investment options under the ERISA section 404a-5 regulation and/or provide notification to meet other regulatory obligations, including under the ERISA section 404(c)(5) regulation. You are responsible for determining and meeting any applicable requirements.

Fidelity will not deliver participant notifications. However, once available, Fidelity will provide a sample communication that describes the Merger to help facilitate your participant communication efforts.  If the Sponsor delivers a participant communication, consider that employees who become eligible for the Plan on or after that communication date may need to get the communication until the Plan's participant disclosure notice has been updated to reflect this change.

Applies to Strategic / Large / TEM Plans (plans that have participant communication support from Fidelity)

If the Plan is subject to the Employee Retirement Income Security Act of 1974 ("ERISA"), you may be required to notify all eligible employees and participants of these changes to the Plan's investment options under ERISA section 404(a) and related Department of Labor ("DOL") regulations, and/or provide notification to meet other regulatory obligations including under ERISA section 404(c)(5).

If the Plan is subject to ERISA, Fidelity will notify all Plan participants on Fidelity's recordkeeping platform of the Merger, prior to the Merger Date (or as soon thereafter as administratively feasible). 

If the Plan is not subject to ERISA, at a minimum Fidelity will notify those Plan participants who are invested in the Merging Fund on the date that Fidelity generates the distribution list.

Employees who become eligible to participate in the Plan on or after Fidelity generates the distribution list for the notice but before the Plan's participant disclosure notice (if applicable) is updated to reflect these changes will not be notified by Fidelity of these changes. Such Participants may need to be informed of these changes by the Plan Sponsor in another manner.

Next Steps

If the changes to the Plan resulting from the Merger as described above are acceptable, no direction from you is required. If you wish to provide direction to Fidelity to process alternatively or if you have any questions, please contact your Managing Director.

Sincerely,

Fidelity Investments

For plan sponsor or investment professional use only

Fidelity Investments Institutional Operations Company, Inc.

IWS Flash Fidelity Proxy Mailings_v2.docx

Fidelity Flash Template for March 16, 2015

Category: Investment Products

Brief Title: Fidelity Money Market Proxy Mailing

Name: [Fidelity Rep Name]

----------------------------------------------------------------------------------

Full Article

Article: Fidelity Money Market Proxy Mailing

As communicated in the January 30, 2015 Flash Notice, Fidelity Investments announced the first set of proposed changes to their money market mutual funds, which are designed to align their product offerings to best meet investors' future cash investment needs. As a result, shareholders of several Fidelity Money Market funds (list below) will receive proxy statements that are mailing today, March 16, 2015.

Key Points:

[bullet] Fidelity proxies mailed to shareholders of record on March 16, 2015 as communicated in the January 30, 2015 Flash Notice

[bullet] List of impacted funds below and access proxy Q&A in early April, 2015

[bullet] New CUSIPs / symbols should be available

Conversion of Fidelity Prime Money Market Funds to Government Money Market Funds - - Shareholders of each applicable fund will receive a proxy statement asking for their approval of the proposed conversion of their fund from a "prime" fund to a government money market fund. Fidelity is proposing that the following funds be converted to government money market funds: Fidelity Cash Reserves, VIP Money Market Portfolio and FMMT Retirement Money Market Portfolio.

Current Fund Name

Current
Symbol

Proposed
New Name*

Eligible for Core Sweep

Record Date /
Customer Mailing

Meeting
Date

Anticipated
Effective Date

Fidelity Cash Reserves

FDRXX

Fidelity Government Cash Reserves

Yes

March 16, 2015

May 12, 2015

Q4 2015

FMMT
Retirement Money Market Portfolio

FRTXX

FMMT Retirement Government Money Market II Portfolio

Position Only

March 16, 2015

May 12, 2015

Q4 2015

VIP Money
Market Portfolio

FAVMM

VIP Government Money Market
Portfolio

Position Only

March 16, 2015

May 12, 2015

Q4 2015

* If approved, each of the funds' symbols and CUSIPs will remain the same.

Fund Merger Proposals - Shareholders of certain funds will receive a proxy statement asking for their approval of the merger of their fund into another Fidelity money market fund. Fidelity is proposing that the following funds be merged into other acquiring funds: Select Money Market Fund, Cash Management Funds (CMF): Prime Fund, and U.S. Government Reserves.

Current Fund Name

Current
Symbol

Acquiring

Fund*

Eligible for Core Sweep

Record Date / Customer Mailing

Meeting
Date

Anticipated
Merger
Date

Select

Money Market

FSLXX

Fidelity Money Market

Premium Class

Position Only

March 16, 2015

May 12,
2015

Nov 2015

CMF Prime Fund: Daily Money Class**

FDAXX

Fidelity

Government Money Market:
Daily Money Class

Core

March 16, 2015

May 12,
2015

Nov 2015

CMF Prime Fund: Capital Reserves Class**

FPRXX

Fidelity

Government Money Market:
Capital Reserves

Core

March 16, 2015

May 12,
2015

Nov 2015

U.S. Government Reserves

FGRXX

Fidelity

Government Money Market:
Premium Class

Position Only

March 16, 2015

May 12,
2015

Nov 2015

* If approved, impact will be name change, CUSIP/symbol change, and new investment objective.

** May be held as core for small number of accounts via exception.

To help advisors navigate such changes, Fidelity Institutional Wealth Services will provide ongoing communication and support. In addition, customer applications and online account opening tools will be updated to reflect such changes. We will communicate specific timelines for such work in the coming weeks. Please contact your IWS relationship manager if you have additional questions.

For investment professional use only. Not for distribution to the public.

Clearing, custody, or other brokerage services may be provided by National Financial Services LLC, or Fidelity Brokerage Services LLC, Members NYSE, SIPC.

713723.3.0