N-CSR 1 main.htm

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

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-4861

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

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

Eric D. Roiter, Secretary

82 Devonshire St.

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

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

Date of fiscal year end:

September 30

Date of reporting period:

September 30, 2007

Item 1. Reports to Stockholders

Fidelity® Money Market
Central Fund

Annual Report

September 30, 2007

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

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

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

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

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.

CFM-ANN-1107 447303.1.0
1.743123.107

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (April 1, 2007 to September 30, 2007).

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.

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.

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.

Beginning
Account Value
April 1, 2007

Ending
Account Value
September 30, 2007

Expenses Paid
During Period
*
April 1, 2007
to September 30, 2007

Actual

$ 1,000.00

$ 1,027.60

$ .02

Hypothetical (5% return per year before expenses)

$ 1,000.00

$ 1,025.05

$ .02

* Expenses are equal to the Fund's annualized expense ratio of .0041%; multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period).

Annual Report

Investment Changes/Performance

Maturity Diversification

Days

% of fund's investments 9/30/07

% of fund's investments 3/31/07

% of fund's investments 9/30/06

0 - 30

40.6

60.8

61.6

31 - 90

37.2

22.3

22.0

91 - 180

15.6

5.4

9.9

181 - 397

6.6

11.5

6.5

Weighted Average Maturity

9/30/07

3/31/07

9/30/06

Fidelity Money Market Central Fund

63 Days

60 Days

50 Days

All Taxable Money Market Funds Average*

40 Days

40 Days

41 Days

Asset Allocation (% of fund's net assets)

As of September 30, 2007

As of March 31, 2007

Commercial Paper 19.9%

Commercial Paper 11.8%

Bank CDs, BAs,
TDs, and Notes 72.0%

Bank CDs, BAs,
TDs, and Notes 73.0%

Repurchase
Agreements 6.3%

Repurchase
Agreements 14.4%

Other Investments 2.0%

Other Investments 1.8%

Net Other Assets** (0.2)%

Net Other Assets** (1.0)%

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

Current and Historical Seven-Day Yields

10/2/07

7/3/07

4/3/07

1/2/07

10/3/06

Fidelity Money Market Central Fund

5.52%

5.43%

5.41%

5.40%

5.40%

*Source: iMoneyNet, Inc.

Annual Report

Investments September 30, 2007

Showing Percentage of Net Assets

Certificates of Deposit - 31.2%

Due
Date

Yield (a)

Principal Amount

Value

Domestic Certificates Of Deposit - 1.2%

Huntington National Bank, Columbus

10/29/07

5.35%

$ 500,000

$ 500,000

Merrill Lynch Bank USA

11/14/07

5.63

2,000,000

2,000,000

Wachovia Bank NA

3/28/08

5.40

5,000,000

5,000,000

7,500,000

London Branch, Eurodollar, Foreign Banks - 9.3%

Barclays Bank PLC

3/4/08

5.35

6,000,000

6,000,000

Bayerische Hypo-und Vereinsbank AG

11/5/07

5.35

4,000,000

4,000,000

Calyon

11/5/07

5.34

6,000,000

6,000,000

Credit Industriel et Commercial

11/19/07 to 12/5/07

5.27 to 5.33

21,000,000

21,000,000

HBOS Treasury Services PLC

11/23/07 to 2/11/08

5.30 to 5.47

6,000,000

6,000,000

ING Bank NV

12/6/07

5.36

5,000,000

5,000,000

Intesa Sanpaolo SpA

10/22/07

5.15

3,000,000

3,000,000

Landesbank Hessen-Thuringen

2/20/08

5.40

4,000,000

4,000,000

Societe Generale

10/2/07 to 1/3/08

5.30 to 5.32

5,000,000

5,000,000

60,000,000

Certificates of Deposit - continued

Due
Date

Yield (a)

Principal Amount

Value

New York Branch, Yankee Dollar, Foreign Banks - 20.7%

Banco Espirito Santo SA (BES)

10/2/07

5.35%

$ 4,000,000

$ 4,000,000

Bank of Scotland PLC

12/26/07

5.35 (c)

1,000,000

1,000,000

Barclays Bank PLC

11/7/07 to 5/22/08

5.31 to 5.36

22,000,000

22,000,001

BNP Paribas SA

10/2/07

5.30

4,000,000

4,000,000

Credit Suisse First Boston

12/17/07

5.66 (c)

8,000,000

8,000,000

Deutsche Bank AG

11/21/07 to 4/18/08

5.31 to 5.69 (c)

17,000,000

17,000,000

HBOS Treasury Services PLC

12/12/07 to 2/11/08

5.30 to 5.75

18,000,000

18,000,000

Natexis Banques Populaires NY CD

6/17/08

5.36

6,000,000

6,000,000

Royal Bank of Scotland Group PLC

11/20/07

5.50

5,000,000

5,000,000

Societe Generale

11/2/07 to 4/2/08

5.34 to 5.40

15,000,000

15,000,000

Svenska Handelsbanken AB

11/14/07 to 11/21/07

5.49 to 5.55

5,000,000

5,000,000

UBS AG

2/4/08 to 2/19/08

5.20 to 5.46

13,000,000

13,000,000

UniCredito Italiano SpA, New York

10/29/07

5.32 (c)

15,000,000

14,999,717

132,999,718

TOTAL CERTIFICATES OF DEPOSIT

200,499,718

Commercial Paper - 19.9%

Aegis Finance LLC

11/6/07

5.72

2,000,000

1,988,720

Apache Corp.

10/4/07

5.26 (b)

1,000,000

999,563

Commercial Paper - continued

Due
Date

Yield (a)

Principal Amount

Value

Bank of America Corp.

2/13/08

5.37%

$ 7,000,000

$ 6,862,765

Bryant Park Funding LLC

10/3/07 to 12/12/07

5.26 to 6.25

4,000,000

3,964,567

Citibank Credit Card Master Trust I (Dakota Certificate Program)

10/15/07 to 11/13/07

5.73 to 6.28

9,000,000

8,965,229

Citigroup Funding, Inc.

11/5/07 to 2/19/08

5.36 to 5.40

6,000,000

5,922,064

Devon Energy Corp.

10/12/07 to 11/9/07

5.88 to 5.89

2,000,000

1,989,847

Duke Energy Corp.

10/12/07

5.42

1,000,000

998,350

Emerald (MBNA Credit Card Master Note Trust)

10/10/07 to 10/30/07

5.33 to 6.45

4,250,000

4,238,648

Falcon Asset Securitization Corp.

10/1/07 to 10/11/07

5.28 to 6.28

3,000,000

2,998,264

Fortune Brands, Inc.

10/12/07 to 11/16/07

5.41 to 5.42

2,000,000

1,991,488

Grampian Funding LLC

10/24/07 to 11/20/07

5.20 to 5.66

8,000,000

7,958,743

HBOS Treasury Services PLC

11/16/07 to 11/21/07

5.47

2,000,000

1,985,471

Home Depot, Inc.

11/9/07 to 12/18/07

5.51 to 5.60

2,000,000

1,982,114

ITT Corp.

10/30/07 to 11/27/07

5.43 to 5.48

1,250,000

1,240,315

Jupiter Securitization Corp.

10/22/07

5.27

1,000,000

996,938

Kellogg Co.

10/19/07 to 10/26/07

5.40

2,000,000

1,993,634

Landesbank Baden-Wuert

11/30/07 to 1/31/08

5.50 to 5.75

9,000,000

8,862,566

Liberty Harbour II CDO Ltd.

10/19/07

5.36 (b)

500,000

498,680

Michigan Gen. Oblig.

10/4/07

5.41

1,600,000

1,600,000

Commercial Paper - continued

Due
Date

Yield (a)

Principal Amount

Value

Mont Blanc Capital Corp.

10/22/07 to 12/17/07

5.22 to 5.27%

$ 3,000,000

$ 2,982,490

Morgan Stanley

11/13/07 to 6/13/08

5.29 to 5.64

6,000,000

5,917,071

Nationwide Building Society

3/19/08

5.20

3,000,000

2,928,175

Nelnet Student Loan Funding LLC

10/18/07

5.36

500,000

498,751

Nissan Motor Acceptance Corp.

11/9/07

5.39

500,000

497,102

Pacific Gas & Electric Co.

10/30/07 to 10/31/07

5.39 (b)

750,000

746,687

Park Avenue Receivables Corp.

10/3/07 to 1/18/08

5.21 to 6.03 (b)

3,000,000

2,981,556

Rockies Express Pipeline LLC

10/3/07 to 10/16/07

6.11 to 6.34 (b)

2,250,000

2,246,638

Santander Finance, Inc.

3/25/08

5.11

5,000,000

4,878,267

Scaldis Capital LLC

11/15/07

5.66

1,000,000

993,025

Sheffield Receivables Corp.

10/1/07 to 10/25/07

5.22 to 6.44

15,000,000

14,966,868

Societe Generale North America, Inc.

11/13/07 to 12/7/07

5.53 to 5.86

6,000,000

5,939,797

Spectra Energy Capital LLC

10/22/07 to 10/25/07

5.40 to 5.44 (b)

2,000,000

1,993,280

Thames Asset Global Securities No. 1, Inc.

10/19/07 to 11/7/07

5.27 to 5.38

3,500,000

3,484,527

Time Warner Cable, Inc.

11/21/07

5.43

1,000,000

992,378

Time Warner, Inc.

10/18/07

5.37 (b)

1,000,000

997,474

Variable Funding Capital Co. LLC

10/9/07 to 11/5/07

5.37 to 6.03 (b)

2,000,000

1,993,514

Westpac Banking Corp.

11/2/07

5.57 to 5.77

1,000,000

995,022

Commercial Paper - continued

Due
Date

Yield (a)

Principal Amount

Value

Wisconsin Energy Corp.

11/16/07

5.39%

$ 1,000,000

$ 993,164

Xcel Energy, Inc.

10/10/07

5.49

1,000,000

998,665

XTO Energy, Inc.

10/18/07 to 3/25/08

5.40 to 5.45

2,000,000

1,971,572

TOTAL COMMERCIAL PAPER

128,033,989

Master Notes - 4.2%

Asset Funding Co. III LLC

10/5/07

5.83 to 5.84 (c)(f)

10,000,000

10,000,000

Bear Stearns & Co., Inc.

3/26/08

5.78 (c)

4,000,000

4,000,000

Goldman Sachs Group, Inc.

11/14/07

5.68 (c)(f)

7,000,000

7,000,000

Lehman Brothers Holdings, Inc.

10/11/07 to 1/28/08

5.40 to 5.93 (c)(f)

3,000,000

3,000,000

Lehman Commercial Paper, Inc.

10/1/07

5.70 (c)(f)

3,000,000

3,000,000

TOTAL MASTER NOTES

27,000,000

Medium-Term Notes - 34.3%

AIG Matched Funding Corp.

11/1/07 to 1/1/08

5.18 to 5.68 (b)(c)

12,000,000

12,000,000

11/15/07

5.55 (c)

3,000,000

3,000,000

Allstate Life Global Funding II

10/29/07

5.16 (b)(c)

1,000,000

1,000,000

ASIF Global Financing XXX

10/23/07

5.16 (b)(c)

9,000,000

9,000,000

Bancaja US Debt SAU

10/23/07

5.39 (b)(c)

2,000,000

2,000,000

Bank of America NA

10/25/07 to 11/12/07

5.36 to 5.38 (c)

7,000,000

6,999,488

Medium-Term Notes - continued

Due
Date

Yield (a)

Principal Amount

Value

Bank of New York Co., Inc.

10/29/07

5.19% (b)(c)

$ 5,000,000

$ 5,000,000

Bayerische Landesbank Girozentrale

10/15/07 to 11/19/07

5.40 to 5.55 (c)

10,000,000

10,000,000

Beta Finance, Inc./Beta Finance Corp.

10/9/07 to 10/15/07

5.30 (b)(c)

2,000,000

1,999,385

BMW U.S. Capital LLC

10/15/07

5.77 (c)

1,000,000

1,000,000

BNP Paribas SA

10/3/07 to 11/7/07

5.33 to 5.66 (c)

1,700,000

1,697,326

Caixa Catalunya

12/7/07

5.73 (c)

3,000,000

3,000,000

Caja de Ahorros Pens Barcelona

10/23/07

5.36 (b)(c)

5,000,000

5,000,000

Caja Madrid SA

10/19/07

5.36 (c)

3,000,000

3,000,000

Calyon

10/30/07

5.09 (c)

5,000,000

4,998,255

CC USA, Inc.

10/9/07

5.30 (b)(c)

1,000,000

999,696

Citigroup Funding, Inc.

11/13/07 to 11/14/07

5.50 to 5.58 (c)

9,000,000

9,000,000

Compagnie Financiere du Credit Mutuel

12/10/07

5.73 (c)

2,000,000

2,000,000

Cullinan Finance Corp.

4/15/08

5.36 (b)

3,000,000

3,000,000

Cullinan Finance Ltd./Corp.

5/27/08

5.35 (b)

4,000,000

4,000,000

Dorada Finance, Inc.

10/9/07

5.30 (c)

1,000,000

999,696

General Electric Capital Corp.

10/9/07

5.86 (c)

13,000,000

13,000,000

Genworth Life Insurance Co.

10/1/07

5.20 (c)(f)

5,000,000

5,000,000

HBOS Treasury Services PLC

12/24/07

5.28 (c)

5,000,000

5,000,000

Medium-Term Notes - continued

Due
Date

Yield (a)

Principal Amount

Value

HSBC Finance Corp.

10/24/07

5.19% (c)

$ 3,000,000

$ 3,000,000

HSH Nordbank AG

10/22/07 to 10/23/07

5.16 to 5.20 (b)(c)

8,000,000

7,999,997

ING USA Annuity & Life Insurance Co.

12/24/07

5.30 (c)(f)

2,000,000

2,000,000

Links Finance LLC

10/12/07 to 10/22/07

5.33 (b)(c)

3,000,000

2,999,763

Merrill Lynch & Co., Inc.

10/15/07

5.78 (c)

5,000,000

5,000,000

Metropolitan Life Global Funding I

10/9/07

5.83 (b)(c)

2,626,000

2,626,000

Monumental Global Funding 2007

11/29/07

5.66 (b)(c)

1,000,000

1,000,000

Morgan Stanley

10/1/07 to 12/7/07

5.13 to 5.88 (c)

10,997,000

10,997,621

Pacific Life Global Funding

10/4/07

5.79 (b)(c)

2,000,000

2,000,487

RACERS

10/22/07

5.19 (b)(c)

10,000,000

10,000,000

Royal Bank of Canada

10/31/07

5.07 (c)

1,000,000

998,959

Royal Bank of Scotland PLC

10/11/07

5.37 (b)(c)

1,000,000

999,370

Security Life of Denver Insurance Co.

11/28/07

5.60 (c)(f)

1,000,000

1,000,000

Sigma Finance, Inc.

12/28/07 to 8/1/08

5.17 to 5.39 (b)(c)

9,000,000

8,999,556

Skandinaviska Enskilda Banken AB

12/10/07

5.70 (c)

5,000,000

5,000,000

Societe Generale

10/22/07

5.09 (c)

1,000,000

999,102

U.S. Bank NA, Cincinnati

10/9/07

5.76 (c)

500,000

499,713

UniCredito Italiano Bank (Ireland) PLC

10/15/07

5.77 to 5.82 (b)(c)

6,500,000

6,499,997

Medium-Term Notes - continued

Due
Date

Yield (a)

Principal Amount

Value

UniCredito Italiano SpA, New York

11/20/07

5.48% (c)

$ 6,000,000

$ 5,999,838

Verizon Communications, Inc.

12/17/07

5.69 (c)

4,000,000

4,000,000

Wells Fargo & Co.

10/15/07

5.83 (c)

10,000,000

10,000,000

WestLB AG

10/10/07 to 12/31/07

5.25 to 5.88 (b)(c)

7,000,000

7,000,000

Westpac Banking Corp.

11/14/07 to 12/4/07

5.60 to 5.72 (b)(c)

6,000,000

5,999,320

12/11/07

5.79 (c)

2,000,000

2,001,457

TOTAL MEDIUM-TERM NOTES

220,315,026

Short-Term Notes - 0.8%

New York Life Insurance Co.

10/1/07

5.44 (c)(f)

5,000,000

5,000,000

Asset-Backed Securities - 2.0%

Aardvark ABS CDO

2/6/08

5.83 (b)(c)

3,000,000

3,000,000

Le Monde CDO I PLC / LLC

3/5/08

5.75 (b)(c)

3,000,000

2,999,700

Master Funding Trust I

11/26/07 to 4/25/08

5.11 to 5.16 (b)(c)

3,000,000

3,000,000

PASA Funding 2007 Ltd.

1/7/08

6.02 (b)(c)

4,000,000

4,000,000

TOTAL ASSET-BACKED SECURITIES

12,999,700

Municipal Securities - 1.5%

California Statewide Communities Dev. Auth. Multi-family Hsg. Rev. Series V, 3.87%, VRDN

10/5/07

3.87 (c)(d)

2,000,000

1,999,160

Connecticut Hsg. Fin. Auth. Series F2, 5.13%, VRDN

10/5/07

5.13 (c)

7,495,000

7,495,000

TOTAL MUNICIPAL SECURITIES

9,494,160

Repurchase Agreements - 6.3%

Maturity
Amount

Value

In a joint trading account at 5.13% dated 9/28/07 due 10/1/07 (Collateralized by U.S. Government Obligations) #

$ 302,129

$ 302,000

With:

Bear Stearns & Co. At 5.85%, dated 7/12/07 due 10/10/07 (Collateralized by Mortgage Loan Obligations valued at $2,106,923, 5.16%, 10/12/52) (c)(e)

2,029,250

2,000,000

Credit Suisse First Boston, Inc. at 5.35%, dated 8/8/07 due 11/6/07 (Collateralized by Corporate Obligations valued at $6,121,476, 8.08%, 12/30/16) (c)(e)

6,080,250

6,000,000

Deutsche Bank Securities, Inc. at:

5.36%, dated:

7/11/07 due 10/9/07 (Collateralized by Corporate Obligations valued at $2,040,000, 5.8%, 3/15/37)

2,026,800

2,000,000

7/19/07 due 10/19/07 (Collateralized by Mortgage Loan Obligations valued at $2,100,001, 5.53%, 12/11/49)

2,027,396

2,000,000

7/30/07 due 10/29/07 (Collateralized by Corporate Obligations valued at $3,150,000, 7.21% - 9.89%, 12/31/09 - 12/15/10)

3,040,647

3,000,000

5.37%, dated 8/7/07 due 11/5/07 (Collateralized by Corporate Obligations valued at $2,040,000, 5.8%, 3/15/37)

2,026,850

2,000,000

Lehman Brothers, Inc. at:

5.32%, dated 7/30/07 due:

10/29/07 (Collateralized by Mortgage Loan Obligations valued at $2,101,787, 6.46%, 9/25/37)

2,026,896

2,000,000

11/6/07 (Collateralized by Corporate Obligations valued at $1,022,002, 6.72% - 8.84%, 10/25/27 - 3/25/37)

1,014,630

1,000,000

5.36%, dated 7/30/07 due:

10/29/07 (Collateralized by Corporate Obligations valued at $1,051,875, 7.21%, 1/15/29)

1,013,549

1,000,000

11/6/07 (Collateralized by Mortgage Loan Obligations valued at $1,024,852, 5.5%, 6/1/37)

1,014,740

1,000,000

Merrill Lynch, Pierce, Fenner & Smith at:

5.36%, dated 7/17/07 due 10/17/07 (Collateralized by Corporate Obligations valued at $4,206,922, 5.88% - 8.5%, 3/11/32 - 12/16/36) (c)(e)

4,054,791

4,000,000

5.56%, dated 8/15/07 due 11/15/07 (Collateralized by Mortgage Loan Obligations valued at $2,119,221, 4.34% - 5.4%, 7/12/34 - 6/13/41)

2,028,418

2,000,000

Repurchase Agreements - continued

Maturity
Amount

Value

With: - continued

UBS Warburg LLC At 5.57%, dated 9/13/07 due 3/12/08 (Collateralized by Mortgage Loan Obligations valued at $5,254,416, 5.42%, 4/15/37)

$ 5,140,024

$ 5,000,000

Wachovia Securities, Inc. at:

5.4%, dated 8/21/07 due 2/19/08 (Collateralized by Mortgage Loan Obligations valued at $3,060,000, 0%, 6/15/19)

3,081,900

3,000,000

5.55%, dated 8/21/07 due 2/19/08 (Collateralized by Mortgage Loan Obligations valued at $4,080,715, 6.02%, 6/15/19 - 5/15/46) (c)(e)

4,112,233

4,000,000

TOTAL REPURCHASE AGREEMENTS

40,302,000

TOTAL INVESTMENT PORTFOLIO - 100.2%

(Cost $643,644,593)

643,644,593

NET OTHER ASSETS - (0.2)%

(981,191)

NET ASSETS - 100%

$ 642,663,402

Security Type Abbreviation

VRDN - VARIABLE RATE DEMAND NOTE

Legend

(a) Yield represents either the annualized yield at the date of purchase, or the stated coupon rate, or, for floating rate securities, the rate at period end.

(b) 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 $125,580,663 or 19.5% of net assets.

(c) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end. Due dates for these security types are the next interest rate reset date or, when applicable, the final maturity date.

(d) Private activity obligations whose interest is subject to the federal alternative minimum tax for individuals.

(e) The maturity amount is based on the rate at period end.

(f) 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 $36,000,000 or 5.6% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Cost

Asset Funding Co.
III LLC:
5.83%, 10/5/07

11/7/06

$ 5,000,000

5.84%, 10/5/07

8/29/06

$ 5,000,000

Genworth Life Insurance Co.
5.20%, 10/1/07

7/31/07

$ 5,000,000

Goldman Sachs Group, Inc.
5.68%, 11/14/07

8/13/07

$ 7,000,000

ING USA Annuity & Life Insurance Co.
5.30%, 12/24/07

6/23/05

$ 2,000,000

Lehman Brothers Holdings, Inc.:
5.40%, 1/28/08

12/11/06

$ 1,000,000

5.93%, 10/11/07

1/10/07

$ 2,000,000

Lehman Commercial Paper, Inc.
5.70%, 10/1/07

9/28/07

$ 3,000,000

New York Life Insurance Co. 5.44%, 10/1/07

2/28/02

$ 5,000,000

Security Life of Denver Insurance Co.
5.60%, 11/28/07

8/26/05

$ 1,000,000

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

Repurchase Agreement / Counterparty

Value

$302,000 due 10/01/07 at 5.13%

Bear Stearns & Co., Inc.

$ 12,987

Citigroup Global Markets, Inc.

91,268

Greenwich Capital Markets, Inc.

15,211

HSBC Securities (USA), Inc.

30,422

ING Financial Markets LLC

60,845

J.P. Morgan Securities, Inc.

91,267

$ 302,000

Income Tax Information

At September 30, 2007, the fund had a capital loss carryforward of approximately $129,784 of which $2,068, $7,239, $17,632 and $102,845 will expire on September 30, 2011, 2012, 2013 and 2014, respectively.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

September 30, 2007

Assets

Investment in securities, at value (including repurchase agreements of $40,302,000) -
See accompanying schedule:

Unaffiliated issuers (cost $643,644,593)

$ 643,644,593

Cash

131,233

Interest receivable

4,837,123

Total assets

648,612,949

Liabilities

Payable for investments purchased

$ 3,000,000

Distributions payable

2,927,724

Other payables and accrued expenses

21,823

Total liabilities

5,949,547

Net Assets

$ 642,663,402

Net Assets consist of:

Paid in capital

$ 642,771,907

Undistributed net investment income

21,279

Accumulated undistributed net realized gain (loss) on investments

(129,784)

Net Assets, for 642,766,665 shares outstanding

$ 642,663,402

Net Asset Value, offering price and redemption price per share ($642,663,402 ÷ 642,766,665 shares)

$ 1.00

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

Annual Report

Financial Statements - continued

Statement of Operations

Year ended September 30, 2007

Investment Income

Interest (including $64,327 from affiliated interfund lending)

$ 37,979,982

Expenses

Custodian fees and expenses

$ 21,310

Independent trustees' compensation

2,449

Audit

20,223

Legal

3,126

Insurance

4,792

Miscellaneous

43

Total expenses before reductions

51,943

Expense reductions

(4,621)

47,322

Net investment income

37,932,660

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers

43,299

Net increase in net assets resulting from operations

$ 37,975,959

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

Annual Report

Statement of Changes in Net Assets

Year ended
September 30,
2007

Year ended
September 30,
2006

Increase (Decrease) in Net Assets

Operations

Net investment income

$ 37,932,660

$ 41,031,408

Net realized gain (loss)

43,299

4,112

Net increase in net assets resulting from operations

37,975,959

41,035,520

Distributions to shareholders from net investment income

(37,932,625)

(41,033,927)

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

-

50,000,000

Reinvestment of distributions

1,785,636

8,082,185

Cost of shares redeemed

(218,633,737)

(20,000,000)

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

(216,848,101)

38,082,185

Total increase (decrease) in net assets

(216,804,767)

38,083,778

Net Assets

Beginning of period

859,468,169

821,384,391

End of period (including undistributed net investment income of $21,279 and undistributed net investment income of $21,244, respectively)

$ 642,663,402

$ 859,468,169

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

Annual Report

Financial Highlights

Years ended September 30,

2007

2006

2005

2004

2003

Selected Per-Share Data

Net asset value,
beginning of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Income from Investment Operations

Net investment income

.054

.048

.028

.013

.014

Distributions from net investment income

(.054)

(.048)

(.028)

(.013)

(.014)

Net asset value, end of period

$ 1.00

$ 1.00

$ 1.00

$ 1.00

$ 1.00

Total Return A

5.55%

4.86%

2.80%

1.27%

1.43%

Ratios to Average Net Assets B

Expenses before reductions

.01%

.01%

.01%

.01%

.01%

Expenses net of fee waivers,
if any

.01%

.01%

.01%

.01%

.01%

Expenses net of all reductions

.01%

.01%

.01%

.01%

.01%

Net investment income

5.41%

4.76%

2.77%

1.27%

1.42%

Supplemental Data

Net assets, end of period
(000 omitted)

$ 642,663

$ 859,468

$ 821,384

$ 817,994

$ 816,443

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

B 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.

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

Annual Report

Notes to Financial Statements

For the period ended September 30, 2007

1. Organization.

Fidelity Money Market Central Fund (the Fund) is a fund of Fidelity Garrison Street Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. Shares of the Fund are only offered to other investment companies and accounts (the Investing Funds) managed by Fidelity Management & Research Company (FMR), or its affiliates.

2. 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. The following summarizes the significant accounting policies of the Fund:

Security Valuation. As permitted by compliance with certain conditions under Rule 2a-7 of the 1940 Act, securities are valued at amortized cost, which approximates value.

Investment Transactions and Income. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Interest income is 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.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements.

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

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 capital loss carryforwards and losses deferred due to excise tax regulations.

Annual Report

Notes to Financial Statements - continued

2. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Unrealized appreciation

$ -

Unrealized depreciation

-

Net unrealized appreciation (depreciation)

-

Undistributed ordinary income

21,279

Capital loss carryforward

(129,784)

Cost for federal income tax purposes

$ 643,644,593

The tax character of distributions paid was as follows:

September 30, 2007

September 30, 2006

Ordinary Income

$ 37,932,625

$ 41,033,927

New Accounting Pronouncements. In July 2006, Financial Accounting Standards Board Interpretation No. 48, Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement 109 (FIN 48), was issued and is effective on the last business day of the semiannual reporting period for fiscal years beginning after December 15, 2006. FIN 48 sets forth a threshold for financial statement recognition, measurement and disclosure of a tax position taken or expected to be taken on a tax return. Management has concluded that the adoption of FIN 48 will not result in a material impact on the Fund's net assets, results of operations and financial statement disclosures.

In addition, in September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Fund's financial statement disclosures.

3. 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

Annual Report

3. Operating Policies - continued

Repurchase Agreements - continued

it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

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

4. Fees and Other Transactions with Affiliates.

Management Fee and Expense Contract. Fidelity Investments Money Management, Inc.(FIMM), an affiliate of FMR, provides the Fund with investment management services. The Fund does not pay any fees for these services. FIMM and FMR have entered into a service agreement under which FMR pays a portion of the management fees it receives from the Investing Funds. In addition, under an expense contract, FMR also pays Fidelity Service Company, Inc. (FSC), an affiliate of FMR, the fees for maintaining the accounting records of the Fund.

Effective, April 1, 2007 the expense contract was amended whereby FMR will pay all other expenses of the Fund, excluding custody fees, the compensation of the independent Trustees and certain exceptions such as interest expense.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily Loan Balance

Weighted Average Interest Rate

Lender

$ 11,614,000

5.39%

Annual Report

Notes to Financial Statements - continued

5. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of the Fund's operating expenses. For the period, the reimbursement reduced the expenses by $1,054.

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 $3,567.

6. 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 mutual funds managed by FMR or an FMR affiliate were the owners of record of all of the outstanding shares of the Fund.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Garrison Street Trust and Shareholders of Fidelity Money Market Central Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Money Market Central Fund (the Fund), a fund of Fidelity Garrison Street Trust, including the schedule of investments as of September 30, 2007, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with 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 September 30, 2007, 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 Money Market Central Fund as of September 30, 2007, 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 five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

November 13, 2007

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, 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 370 funds advised by FMR or an affiliate. Mr. Curvey oversees 340 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 and Advisory Board Members hold office without limit in time, except that any officer and Advisory Board Member 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

Edward C. Johnson 3d (77)

Year of Election or Appointment: 1986

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as President (2006-present), Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001-present) and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of Fidelity International Limited (FIL).

James C. Curvey (72)

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) or Member of the Advisory Board (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. Mr. Curvey joined Fidelity in 1982 and served in numerous senior management positions, including President and Chief Operating Officer of FMR LLC (1997-2000) and President of Fidelity Strategic Investments (2000-2002). In addition, he serves as a member of the Board of Directors of Geerlings & Wade, Inc. (wine distribution).

* 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. FMR Corp. merged with FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Name, Age; Principal Occupation

Dennis J. Dirks (59)

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of Manhattan College (2005-present) and a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Albert R. Gamper, Jr. (65)

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 (1989-2002). He currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities, 2001-present), Chairman of the Board of Governors, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System.

George H. Heilmeier (71)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), and HRL Laboratories (private research and development, 2004-present). He is Chairman of the General Motors Science & Technology Advisory Board and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002), INET Technologies Inc. (telecommunications network surveillance, 2001-2004), and Teletech Holdings (customer management services). He is the recipient of the 2005 Kyoto Prize in Advanced Technology for his invention of the liquid crystal display, and a member of the Consumer Electronics Hall of Fame.

James H. Keyes (67)

Year of Election or Appointment: 2007

Prior to his retirement in 2003, Mr. Keyes was Chairman, President, and Chief Executive Officer of Johnson Controls, Inc. (automotive supplier, 1993-2003). He currently serves as a member of the boards of LSI Logic Corporation (semiconductor technologies), Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines, 2002-present), and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions).

Marie L. Knowles (60)

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. She currently serves as a Director of Phelps Dodge Corporation (copper mining and manufacturing) and McKesson Corporation (healthcare service, 2002-present). Ms. Knowles is a Trustee of the Brookings Institution and the Catalina Island Conservancy and also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California.

Ned C. Lautenbach (63)

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Sony Corporation (2006-present) and Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations.

Cornelia M. Small (63)

Year of Election or Appointment: 2005

Ms. Small is a member (2000-present) and Chairperson (2002-present) of the Investment Committee, and a member (2002-present) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1999). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

William S. Stavropoulos (68)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), and Chairman of the Executive Committee (2000-2004). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate, 2002-present), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc., a private equity investment firm. He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Kenneth L. Wolfe (68)

Year of Election or Appointment: 2005

Prior to his retirement in 2001, Mr. Wolfe was Chairman and Chief Executive Officer of Hershey Foods Corporation (1993-2001). He currently serves as a member of the boards of Adelphia Communications Corporation (2003-present), Bausch & Lomb, Inc., and Revlon Inc. (2004-present).

Advisory Board Members and Executive Officers:**

Correspondence intended for Mr. Mauriello and Mr. Wiley may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (63)

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity Garrison Street Trust. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund.

Joseph Mauriello (63)

Year of Election or Appointment: 2007

Member of the Advisory Board of Fidelity Garrison Street Trust. Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd., (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc., (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Michael E. Wiley (57)

Year of Election or Appointment: 2007

Member of the Advisory Board of Fidelity Garrison Street Trust. Mr. Wiley also serves as Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-present) and a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present), and an Advisory Director of Riverstone Holdings (private investment firm). Previously, Mr. Wiley served as Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Kimberley H. Monasterio (43)

Year of Election or Appointment: 2007

President and Treasurer of Money Market Central. Ms. Monasterio also serves as President and Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2004-present). Previously, Ms. Monasterio served as Deputy Treasurer of the Fidelity funds (2004-2006). Before joining Fidelity Investments, Ms. Monasterio served as Treasurer (2000-2004) and Chief Financial Officer (2002-2004) of the Franklin Templeton Funds and Senior Vice President of Franklin Templeton Services, LLC (2000-2004).

Boyce I. Greer (51)

Year of Election or Appointment: 2006

Vice President of Money Market Central. Mr. Greer also serves as Vice President of certain Asset Allocation Funds (2005-present), Fixed-Income Funds (2006-present), and Money Market Funds (2006-present). Mr. Greer is also a Trustee of other investment companies advised by FMR (2003-present). Mr. Greer is an Executive Vice President of FMR (2005-present) and FMR Co., Inc. (2005-present), and Senior Vice President of Fidelity Investments Money Management, Inc. (2006-present). Previously, Mr. Greer served as Vice President of certain Fidelity Equity Funds (2005-2007), a Director and Managing Director of Strategic Advisers, Inc. (2002-2005), and Executive Vice President (2000-2002) and Money Market Group Leader (1997-2002) of the Fidelity Investments Fixed Income Division. Mr. Greer also served as Vice President of Fidelity's Money Market Funds (1997-2002), Senior Vice President of FMR (1997-2002), and Vice President of FIMM (1998-2002).

Charles S. Morrison (46)

Year of Election or Appointment: 2005

Vice President of Money Market Central. Mr. Morrison also serves as Vice President of Fidelity's Money Market Funds (2005-present). Previously, Mr. Morrison served as Vice President of Fidelity's Bond Funds (2002-2005), certain Balanced Funds (2002-2005), and certain Asset Allocation Funds (2002-2007). Mr. Morrison served as Vice President (2002-2005) and Bond Group Leader (2002-2005) of Fidelity Investments Fixed Income Division. Mr. Morrison is also Senior Vice President of FIMM (2003-present) and Vice President of FMR (2002-present). Mr. Morrison joined Fidelity Investments in 1987 as a Corporate Bond Analyst in the Fixed Income Research Division.

David L. Murphy (59)

Year of Election or Appointment: 2002

Vice President of Money Market Central. Mr. Murphy also serves as Vice President of Fidelity's Money Market Funds (2002-present) and Fixed-Income Funds (2005-present). Mr. Murphy serves as Senior Vice President (2000-present) and Head (2004-present) of the Fidelity Investments Fixed Income Division. Mr. Murphy is also a Senior Vice President of Fidelity Investments Money Management, Inc. (2003-present) and an Executive Vice President of FMR (2005-present). Previously, Mr. Murphy served as Money Market Group Leader (2002-2004), Bond Group Leader (2000-2002), and Vice President of certain Asset Allocation Funds (2003-2007), Balanced Funds (2005-2007), Fidelity's Taxable Bond Funds (2000-2002) and Fidelity's Municipal Bond Funds (2001-2002).

Eric D. Roiter (58)

Year of Election or Appointment: 2000

Secretary of Money Market Central. He also serves as Secretary of other Fidelity funds; Vice President, General Counsel, and Secretary of FMR Co., Inc. (2001-present) and FMR; Assistant Secretary of Fidelity Management & Research (U.K.) Inc. (2001-present), Fidelity Research & Analysis Company (2001-present), and Fidelity Investments Money Management, Inc. (2001-present). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003-present). Previously, Mr. Roiter served as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (1998-2005).

Scott C. Goebel (39)

Year of Election or Appointment: 2007

Assistant Secretary of Money Market Central. Mr. Goebel also serves as Assistant Secretary of other Fidelity funds (2007-present), and is an employee of FMR.

R. Stephen Ganis (41)

Year of Election or Appointment: 2006

Anti-Money Laundering (AML) officer of Money Market Central. Mr. Ganis also serves as AML officer of other Fidelity funds (2006-present) and FMR LLC (2003-present). Before joining Fidelity Investments, Mr. Ganis practiced law at Goodwin Procter, LLP (2000-2002).

Joseph B. Hollis (59)

Year of Election or Appointment: 2006

Chief Financial Officer of Money Market Central. Mr. Hollis also serves as Chief Financial Officer of other Fidelity funds. Mr. Hollis is President of Fidelity Pricing and Cash Management Services (FPCMS) (2005-present). Mr. Hollis also serves as President and Director of Fidelity Service Company, Inc. (2006-present). Previously, Mr. Hollis served as Senior Vice President of Cash Management Services (1999-2002) and Investment Management Operations (2002-2005).

Kenneth A. Rathgeber (60)

Year of Election or Appointment: 2004

Chief Compliance Officer of Money Market Central. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004-present) and Executive Vice President of Risk Oversight for Fidelity Investments (2002-present). He is Chief Compliance Officer of FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present). Previously, Mr. Rathgeber served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

Bryan A. Mehrmann (46)

Year of Election or Appointment: 2005

Deputy Treasurer of Money Market Central. Mr. Mehrmann also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Kenneth B. Robins (38)

Year of Election or Appointment: 2005

Deputy Treasurer of Money Market Central. Mr. Robins also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (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) and a Senior Manager (1999-2000). In addition, Mr. Robins served as Assistant Chief Accountant, United States Securities and Exchange Commission (2000-2002).

Robert G. Byrnes (40)

Year of Election or Appointment: 2005

Assistant Treasurer of Money Market Central. Mr. Byrnes also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Byrnes served as Vice President of FPCMS (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (53)

Year of Election or Appointment: 2004

Assistant Treasurer of Money Market Central. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Paul M. Murphy (60)

Year of Election or Appointment: 2007

Assistant Treasurer of Money Market Central. Mr. Murphy also serves as Assistant Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2007-present). 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 Group (FPCMS) (1994-2007).

Gary W. Ryan (49)

Year of Election or Appointment: 2005

Assistant Treasurer of Money Market Central. Mr. Ryan also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Ryan served as Vice President of Fund Reporting in FPCMS (1999-2005).

** FMR merged with FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions

A total of 0.48% 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 $26,718,323 of distributions paid during the period January, 1, 2007 to September, 30, 2007 as qualifying to be taxed as interest-related dividends for nonresident alien shareholders.

The fund will notify shareholders in January 2008 of amounts for use in preparing 2007 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Money Market Central Fund

Each year, typically in June, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly each month except August and takes into account throughout the year matters bearing on Advisory Contracts. The Board, acting directly and through its separate committees, considers at each of its meetings factors that are relevant to the annual renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has adopted a written charter outlining the structure and purposes of the committee. One such committee, the Fixed-Income Contract Committee, meets periodically as needed throughout the year to consider matters specifically related to the annual renewal of Advisory Contracts. The committee requests and receives information on, and makes recommendations to the Independent Trustees concerning, the approval and annual review of the Advisory Contracts.

At its June 2007 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the Advisory Contracts for the fund. In reaching its determination, the Board considered all factors it believed relevant and ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board also approved amendments to the fund's agreements with foreign sub-advisers to clarify that each sub-adviser provides services as an independent contractor.

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, Fidelity Investments Money Management, Inc., 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. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. In addition, the Board considered the trading resources that are an integrated part of the fixed-income portfolio management investment process.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory and administrative services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. The Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance, but did not consider performance to be a material factor in its decision to renew the fund's Advisory Contracts. The Board noted that the fund is designed to offer a liquid investment option for other investment companies and accounts managed by Fidelity Management & Research Company (FMR) or its affiliates and ultimately to enhance the performance of those investment companies and accounts.

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

Competitiveness of Management Fee and Total Fund Expenses. The Board considered that FMR pays the fund's management fee on behalf of the fund. The Board also noted that FMR bears all expenses of the fund, except expenses related to the fund's investment activities (primarily custody expenses). Based on its review, the Board concluded that the fund's net management fee and total expenses were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Annual Report

Costs of the Services and Profitability. The Board considered the level of Fidelity's profits in respect of all the Fidelity funds, as well as the profitability of each fund that invests in this fund.

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

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

The Board concluded that the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund were not relevant to the renewal of the Advisory Contracts because the fund pays no advisory fees and FMR bears all expenses of the fund, except expenses related to the fund's investment activities.

Economies of Scale. The Board concluded that the realization of economies of scale was not relevant to the renewal of the Advisory Contracts because the fund pays no advisory fees and FMR bears all expenses of the fund, except expenses related to the fund's investment activities.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on several topics, including (i) Fidelity's fund profitability methodology, profitability by investment discipline, and profitability trends within certain funds; (ii) Fidelity's compensation structure relative to competitors and its effect on profitability; (iii) funds and accounts managed by Fidelity other than the Fidelity funds, including fee arrangements; (iv) the total expenses of certain funds and classes relative to competitors; (v) fund performance trends; (vi) fall-out benefits received by certain Fidelity affiliates; and (vii) Fidelity's fee structures.

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

Annual Report

Annual Report

Annual Report

Annual Report

Fidelity® Ultra-Short
Central Fund

Annual Report

September 30, 2007

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

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

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

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

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.

USC-ANN-1107 477212.1.0
1.765375.106

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) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended September 30, 2007

Past 1
year

Past 5
years

Life of
fund
A

Fidelity® Ultra-Short Central Fund

0.83%

2.64%

2.66%

A From July 16, 2001.

$10,000 Over Life of Fund*

Let's say hypothetically that $10,000 was invested in Fidelity® Ultra-Short Central Fund on July 31, 2001. The chart shows how the value of your investment would have changed, and also shows how the Lehman Brothers® 3 Month Swap Index performed over the same period.



* From July 31, 2001 (first date following the fund's commencement for which the life of fund return for the Lehman Brothers 3 Month Swap Index is available).

Annual Report

Management's Discussion of Fund Performance

Comments from Andrew Dudley, Portfolio Manager of Fidelity® Ultra-Short Central Fund

The investment-grade bond market was positive - and volatile - during the 12-month period ending September 30, 2007. In that time, the Lehman Brothers® U.S. Aggregate Index returned 5.14%. The period opened strongly, with the Federal Reserve Board holding short-term interest rates steady and investors anticipating a possible rate cut in early 2007. But as the central bank expressed ongoing concerns about inflation, bonds weakened for a time, only to roar back in late February when global equity markets stumbled. By late spring, however, an emerging subprime mortgage crisis and subsequent credit crunch sent many bond sectors lower. Treasuries were a significant beneficiary of the turbulence, though, as investors fled riskier assets for the safety of government-guaranteed securities. The asset-backed category - home to volatile subprime mortgages, as well as credit card debt and auto loans - had the weakest performance. Bonds rallied late in the period when the Fed lowered its discount rate to inject liquidity into the financial system, followed by a larger-than-expected 0.50% rate cut in the federal funds target rate.

During the year, the fund returned 0.83%, significantly lagging the 5.41% gain of the Lehman Brothers 3 Month Swap Index. Underperformance stemmed from unfavorable sector selection, with our concentrations in securitized products - namely asset-backed securities (ABS), collateralized mortgage obligations (CMOs) and commercial mortgage-backed securities (CMBS) - all detracting because they appreciably trailed the index as the credit market repriced risk. In particular, a sizable exposure to ABS backed by subprime mortgage loans proved detrimental. Early on, the fund's modest stake in lower-quality subprime holdings faltered, reflecting weakness in the housing market. Later, higher-rated subprime and securitized products came under pressure during a deep and widespread summer bond market sell-off as many leveraged investors such as hedge funds and real estate investment trusts pared their exposure to riskier assets. Higher-quality subprimes and many other securitized products saw an uptick in August and September in response to supportive actions by the Fed and the U.S. Treasury, although those gains weren't enough to offset the losses they sustained earlier. Elsewhere, our stake in corporate bonds detracted as well amid the global flight to quality. Working in the fund's favor was its cash position, which provided somewhat of a cushion during the summer market turbulence.

Note to shareholders: John Houston will become manager of the fund on December 1, 2007.

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (April 1, 2007 to September 30, 2007).

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.

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.

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.

Beginning
Account Value
April 1, 2007

Ending
Account Value
September 30, 2007

Expenses Paid
During Period
*
April 1, 2007
to September 30, 2007

Actual

$ 1,000.00

$ 983.80

$ .01

Hypothetical (5% return per year before expenses)

$ 1,000.00

$ 1,025.06

$ .01

* Expenses are equal to the Fund's annualized expense ratio of .0017%; multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period).

Annual Report

Investment Changes

Quality Diversification (% of fund's net assets)

As of September 30, 2007 *

As of March 31, 2007 **

U.S.Government and
U.S.Government
Agency Obligations 4.3%

U.S.Government and
U.S.Government
Agency Obligations 7.8%

AAA 33.1%

AAA 29.0%

AA 19.3%

AA 16.6%

A 10.8%

A 10.9%

BBB 18.9%

BBB 17.6%

BB and Below 0.4%

BB and Below 0.6%

Not Rated 1.2%

Not Rated 3.0%

Short-Term
Investments and
Net Other Assets 12.0%

Short-Term
Investments and
Net Other Assets 14.5%

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 September 30, 2007

6 months ago

Years

1.9

1.9

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 September 30, 2007

6 months ago

Years

0.2

0.2

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 September 30, 2007 *

As of March 31, 2007 **

Corporate Bonds 14.2%

Corporate Bonds 14.8%

U.S.Government and
U.S.Government
Agency Obligations 4.3%

U.S.Government and
U.S.Government
Agency Obligations 7.8%

Asset-Backed
Securities 41.0%

Asset-Backed
Securities 39.7%

CMOs and Other Mortgage Related Securities 28.3%

CMOs and Other Mortgage Related Securities 23.2%

Other Investments 0.2%

Other Investments 0.0%

Short-Term
Investments and
Net Other Assets 12.0%

Short-Term
Investments and
Net Other Assets 14.5%

*Foreign investments

16.8%

**Foreign investments

15.4%

*Futures and Swaps

3.2%

**Futures and Swaps

9.3%

Annual Report

Investments September 30, 2007

Showing Percentage of Net Assets

Nonconvertible Bonds - 14.2%

Principal Amount

Value

CONSUMER DISCRETIONARY - 1.4%

Auto Components - 0.4%

DaimlerChrysler NA Holding Corp.:

6.0531% 3/13/09 (d)

$ 36,315,000

$ 36,076,592

6.1331% 3/13/09 (d)

9,650,000

9,611,053

45,687,645

Media - 0.6%

Continental Cablevision, Inc. 9% 9/1/08

17,600,000

18,160,824

Cox Communications, Inc. (Reg. S) 6.2531% 12/14/07 (d)

16,340,000

16,354,379

Time Warner, Inc. 5.73% 11/13/09 (d)

20,000,000

19,764,940

Viacom, Inc. 6.0444% 6/16/09 (d)

20,000,000

19,924,700

74,204,843

Multiline Retail - 0.4%

The May Department Stores Co. 7.9% 10/15/07

39,628,000

39,647,814

TOTAL CONSUMER DISCRETIONARY

159,540,302

CONSUMER STAPLES - 0.3%

Food & Staples Retailing - 0.3%

CVS Caremark Corp. 5.9213% 6/1/10 (d)

34,500,000

34,381,665

ENERGY - 1.0%

Energy Equipment & Services - 0.2%

Transocean, Inc. 5.8688% 9/5/08 (d)

22,600,000

22,558,981

Oil, Gas & Consumable Fuels - 0.8%

Anadarko Petroleum Corp.:

3.25% 5/1/08

7,850,000

7,747,762

6.0944% 9/15/09 (d)

21,000,000

20,878,683

6.625% 10/15/07

7,070,000

7,072,779

Enterprise Products Operating LP 4% 10/15/07

12,585,000

12,578,506

Ocean Energy, Inc. 4.375% 10/1/07

28,560,000

28,560,000

Premcor Refining Group, Inc. 9.5% 2/1/13

17,100,000

18,056,677

94,894,407

TOTAL ENERGY

117,453,388

FINANCIALS - 8.6%

Capital Markets - 2.8%

Bank of Scotland 5.995% 11/22/12 (d)

70,000,000

70,120,960

Bear Stearns Companies, Inc.:

5.5463% 2/1/12 (d)

12,240,000

11,754,525

5.76% 7/19/10 (d)

20,000,000

19,646,600

Nonconvertible Bonds - continued

Principal Amount

Value

FINANCIALS - continued

Capital Markets - continued

Credit Suisse USA, Inc. 5.59% 11/20/09 (d)

$ 20,000,000

$ 19,956,780

Lehman Brothers Holdings E-Capital Trust I 6.29% 8/19/65 (b)(d)

11,720,000

11,146,787

Lehman Brothers Holdings, Inc.:

5.45% 1/23/09 (d)

2,870,000

2,828,850

5.63% 11/16/09 (d)

25,000,000

24,393,900

5.645% 5/25/10 (d)

23,500,000

22,905,850

Merrill Lynch & Co., Inc. 5.8988% 6/5/12 (d)

37,400,000

36,710,494

Morgan Stanley:

5.61% 1/18/11 (d)

33,100,000

32,666,390

5.66% 1/9/14 (d)

5,205,000

5,045,878

Royal Bank of Scotland PLC 5.66% 7/24/14 (d)

42,690,000

42,352,749

VTB Capital SA 5.9563% 8/1/08 (a)(d)

35,000,000

34,650,000

334,179,763

Commercial Banks - 2.4%

American Express Bank FSB 5.1888% 4/26/10 (d)

25,000,000

24,701,488

Australia & New Zealand Banking Group Ltd. 5.91% 2/4/13 (d)

40,000,000

40,068,920

Barclays Bank PLC 5.705% 5/25/15 (d)

13,260,000

13,276,522

DBS Bank Ltd. (Singapore) 5.75% 5/16/17 (a)(d)

33,000,000

32,499,060

HBOS plc 5.635% 2/6/14 (d)

18,140,000

18,038,416

HSBC Holdings PLC 5.56% 10/6/16 (d)

7,800,000

7,825,506

ING Bank NV 5.61% 10/14/14 (d)

7,200,000

7,143,840

Manufacturers & Traders Trust Co. 3.85% 4/1/13 (a)(d)

7,750,000

7,678,530

PNC Funding Corp. 5.4975% 1/31/12 (d)

39,900,000

39,285,580

Santander Issuances SA Unipersonal 5.9475% 6/20/16 (a)(d)

26,900,000

26,693,166

Santander US Debt SA Unipersonal 5.42% 10/21/08 (a)(d)

15,000,000

14,974,200

Sovereign Bank 4.375% 8/1/13 (d)

11,250,000

11,107,564

UniCredit Luxembourg Finance SA 5.7% 1/13/17 (a)(d)

20,000,000

20,064,300

Wachovia Corp. 5.6713% 12/1/09 (d)

20,000,000

19,945,520

283,302,612

Consumer Finance - 1.1%

Capital One Financial Corp. 6.0038% 9/10/09 (d)

21,510,000

21,371,691

General Electric Capital Corp. 5.44% 5/10/10 (d)

40,455,000

40,234,358

MBNA Capital I 8.278% 12/1/26

6,295,000

6,552,151

Nonconvertible Bonds - continued

Principal Amount

Value

FINANCIALS - continued

Consumer Finance - continued

SLM Corp.:

5.5063% 4/18/08 (a)(d)

$ 47,500,000

$ 47,125,890

5.52% 7/26/10 (d)

20,330,000

19,137,056

134,421,146

Diversified Financial Services - 0.2%

BTM Curacao Holding NV 5.9175% 12/19/16 (a)(d)

25,000,000

24,948,875

Insurance - 0.2%

Monumental Global Funding III 5.53% 1/25/13 (a)(d)

28,880,000

28,513,253

Real Estate Investment Trusts - 0.6%

iStar Financial, Inc.:

6.0738% 3/9/10 (d)

28,000,000

26,107,200

6.2444% 3/16/09 (d)

24,395,000

23,277,807

Simon Property Group LP 6.375% 11/15/07

21,807,000

21,816,159

71,201,166

Real Estate Management & Development - 0.1%

Chelsea GCA Realty Partnership LP 7.25% 10/21/07

8,295,000

8,300,807

Thrifts & Mortgage Finance - 1.2%

Capmark Financial Group, Inc. 6.03% 5/10/10 (a)(d)

33,000,000

30,770,454

Independence Community Bank Corp. 3.5% 6/20/13 (d)

14,272,000

14,043,805

Residential Capital Corp.:

7.46% 4/17/09 (d)

12,095,000

10,280,750

8.69% 4/17/09 (a)(d)

25,811,000

18,067,700

Residential Capital LLC 7.595% 5/22/09 (d)

20,000,000

17,000,000

Washington Mutual Bank 5.4463% 5/1/09 (d)

29,600,000

28,873,675

Washington Mutual, Inc. 5.6388% 8/24/09 (d)

21,500,000

20,788,823

139,825,207

TOTAL FINANCIALS

1,024,692,829

HEALTH CARE - 0.1%

Health Care Providers & Services - 0.1%

UnitedHealth Group, Inc. 5.66% 3/2/09 (d)

15,450,000

15,449,969

INDUSTRIALS - 0.2%

Airlines - 0.0%

American Airlines, Inc. 7.25% 2/5/09

6,000,000

6,000,000

Nonconvertible Bonds - continued

Principal Amount

Value

INDUSTRIALS - continued

Building Products - 0.2%

Masco Corp. 6.0038% 3/12/10 (d)

$ 18,370,000

$ 18,127,865

Road & Rail - 0.0%

Union Pacific Corp. 5.75% 10/15/07

2,820,000

2,820,251

TOTAL INDUSTRIALS

26,948,116

INFORMATION TECHNOLOGY - 0.3%

Semiconductors & Semiconductor Equipment - 0.3%

National Semiconductor Corp. 5.9444% 6/15/10 (d)

33,665,000

33,404,096

TELECOMMUNICATION SERVICES - 1.5%

Diversified Telecommunication Services - 1.4%

AT&T, Inc. 5.6475% 5/15/08 (d)

25,000,000

25,000,500

BellSouth Corp. 5.6575% 8/15/08 (d)

17,500,000

17,483,498

Deutsche Telekom International Finance BV 5.39% 3/23/09 (d)

11,500,000

11,456,818

Telecom Italia Capital SA 5.97% 7/18/11 (d)

34,640,000

34,431,190

Telefonica Emisiones SAU:

5.69% 2/4/13 (d)

15,000,000

14,721,150

5.8875% 6/19/09 (d)

49,675,000

49,622,046

Telefonos de Mexico SA de CV 4.5% 11/19/08

10,240,000

10,148,680

162,863,882

Wireless Telecommunication Services - 0.1%

America Movil SAB de CV 5.46% 6/27/08 (a)(d)

18,494,000

18,474,581

TOTAL TELECOMMUNICATION SERVICES

181,338,463

UTILITIES - 0.8%

Electric Utilities - 0.6%

CalEnergy Generation 7.63% 10/15/07

9,080,000

9,085,185

Commonwealth Edison Co. 3.7% 2/1/08

26,070,000

25,894,158

Ohio Power Co. 5.54% 4/5/10 (d)

22,785,000

22,546,601

TXU Electric Delivery Co. 5.735% 9/16/08 (a)(d)

14,205,000

14,060,535

71,586,479

Gas Utilities - 0.1%

NiSource Finance Corp. 6.0644% 11/23/09 (d)

8,055,000

7,990,689

Nonconvertible Bonds - continued

Principal Amount

Value

UTILITIES - continued

Multi-Utilities - 0.1%

MidAmerican Energy Holdings, Co. 4.625% 10/1/07

$ 3,785,000

$ 3,785,000

Sempra Energy 4.75% 5/15/09

5,500,000

5,456,765

9,241,765

TOTAL UTILITIES

88,818,933

TOTAL NONCONVERTIBLE BONDS

(Cost $1,712,816,575)

1,682,027,761

U.S. Government Agency Obligations - 2.1%

Fannie Mae 0% 1/15/08 (b)(c)
(Cost $246,308,413)

250,000,000

246,753,729

U.S. Government Agency - Mortgage Securities - 1.2%

Fannie Mae - 0.7%

3.233% 9/1/33 (d)

7,677,352

7,558,598

3.682% 7/1/33 (d)

6,400,356

6,350,503

3.967% 5/1/34 (d)

8,645,395

8,575,086

4.238% 3/1/34 (d)

8,660,964

8,600,844

4.279% 6/1/34 (d)

21,354,562

21,210,408

4.785% 7/1/36 (d)

849,787

846,600

4.909% 7/1/35 (d)

8,804,415

8,803,042

5.222% 5/1/36 (d)

3,496,003

3,513,680

5.282% 4/1/36 (d)

9,782,433

9,954,330

5.29% 8/1/36 (d)

10,593,101

10,675,107

5.59% 10/1/35 (d)

4,117,367

4,139,237

TOTAL FANNIE MAE

90,227,435

Freddie Mac - 0.5%

3.381% 7/1/33 (d)

16,155,809

16,047,096

4.042% 4/1/34 (d)

12,992,393

12,829,852

4.909% 10/1/36 (d)

27,691,951

27,690,885

TOTAL FREDDIE MAC

56,567,833

TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES

(Cost $146,007,971)

146,795,268

Asset-Backed Securities - 41.0%

Principal Amount

Value

Accredited Mortgage Loan Trust:

Series 2004-2 Class A2, 5.4313% 7/25/34 (d)(f)

$ 8,086,612

$ 7,934,988

Series 2004-4 Class A2D, 5.4813% 1/25/35 (d)(f)

681,576

656,975

Series 2005-1 Class M1, 5.6013% 4/25/35 (d)(f)

11,280,000

10,970,375

Series 2007-1:

Class A3, 5.2613% 2/25/37 (d)(f)

14,000,000

13,744,066

Class M1, 5.3513% 2/25/37 (d)(f)

3,780,000

3,148,547

ACE Securities Corp.:

Series 2002-HE1 Class M1, 6.1063% 6/25/32 (d)(f)

1,361,205

1,319,922

Series 2006-NC2:

Class M7, 5.8813% 7/25/36 (d)(f)

4,902,000

1,846,912

Class M8, 5.9813% 7/25/36 (d)(f)

2,429,000

703,674

Class M9, 6.8313% 7/25/36 (d)(f)

1,605,000

241,841

ACE Securities Corp. Home Equity Loan Trust:

Series 2002-HE2 Class M1, 6.4063% 8/25/32 (d)(f)

17,612,931

17,358,213

Series 2003-HS1:

Class M1, 5.8813% 6/25/33 (d)(f)

361,998

350,912

Class M2, 6.8813% 6/25/33 (d)(f)

856,000

787,743

Series 2003-NC1 Class M1, 5.9113% 7/25/33 (d)(f)

1,600,000

1,549,562

Series 2004-HE1:

Class M1, 5.6313% 2/25/34 (d)(f)

4,144,280

3,932,433

Class M2, 6.2313% 2/25/34 (d)(f)

11,253,000

10,188,601

Series 2004-OP1 Class M1, 5.6513% 4/25/34 (d)(f)

4,275,940

4,059,428

Series 2005-HE1 Class M1, 5.6113% 2/25/35 (d)(f)

4,573,551

4,262,083

Series 2005-HE2:

Class M2, 5.5813% 4/25/35 (d)(f)

1,803,000

1,720,758

Class M3, 5.6113% 4/25/35 (d)(f)

1,040,000

990,556

Series 2005-HE6 Class A2B, 5.3313% 10/25/35 (d)(f)

11,903,349

11,890,326

Series 2005-HE7 Class A2B, 5.3113% 11/25/35 (d)(f)

25,000,000

24,933,600

Series 2005-SD1 Class A1, 5.5313% 11/25/50 (d)(f)

587,766

568,572

Series 2006-FM2 Class AC2, 5.2913% 8/25/36 (d)(f)

7,397,000

6,992,480

Series 2006-HE2:

Class A2C, 5.2913% 5/25/36 (d)(f)

8,845,000

8,589,326

Class M1, 5.4313% 5/25/36 (d)(f)

8,138,000

6,920,116

Class M2, 5.4513% 5/25/36 (d)(f)

8,990,000

7,271,130

Class M3, 5.4713% 5/25/36 (d)(f)

2,130,000

1,533,082

Class M4, 5.5313% 5/25/36 (d)(f)

1,800,000

1,152,850

Class M5, 5.5713% 5/25/36 (d)(f)

2,617,000

1,567,680

Series 2006-OP1:

Class M2, 5.4213% 4/25/36 (d)(f)

10,119,000

8,261,759

Class M3, 5.4413% 4/25/36 (d)(f)

4,000,000

2,925,144

Class M4, 5.5013% 4/25/36 (d)(f)

1,000,000

654,514

Class M5, 5.5213% 4/25/36 (d)(f)

950,000

583,354

Asset-Backed Securities - continued

Principal Amount

Value

ACE Securities Corp. Home Equity Loan Trust: - continued

Series 2007-HE1:

Class A2C, 5.3013% 1/25/37 (d)(f)

$ 9,000,000

$ 8,665,317

Class M1, 5.3913% 1/25/37 (d)(f)

12,575,000

10,679,457

Advanta Business Card Master Trust:

Series 2004-C1 Class C, 6.5463% 9/20/13 (d)

5,875,000

5,811,654

Series 2006-C1 Class C1, 5.9763% 10/20/14 (d)

12,805,000

12,396,538

Series 2007-A4 Class A4, 5.5263% 4/22/13 (d)

30,000,000

29,737,500

Series 2007-B1 Class B, 5.7463% 12/22/14 (d)

29,325,000

28,482,757

Aesop Funding II LLC Series 2005-1A Class A2, 5.5563% 4/20/09 (a)(d)

8,800,000

8,794,125

ALG Student Loan Trust I Series 2006-1 Class A1, 5.37% 10/28/18 (a)(d)

12,551,724

12,520,345

American Express Credit Account Master Trust:

Series 2004-C Class C, 6.2525% 2/15/12 (a)(d)

13,111,907

13,079,315

Series 2007-3 Class C, 6.0025% 10/15/12 (a)(d)

11,390,000

11,128,713

Series 2007-4 Class C, 6.0125% 12/17/12 (a)(d)

20,075,000

19,330,029

AmeriCredit Automobile Receivables Trust Series 2005-1 Class C, 4.73% 7/6/10

15,500,000

15,434,606

Americredit Automotive Receivables Trust Series 2007-DF Class A1, 5.9139% 10/6/08

11,180,000

11,180,000

Ameriquest Mortgage Securities, Inc.:

Series 2003-1 Class M1, 6.4813% 2/25/33 (d)(f)

5,837,814

5,814,767

Series 2003-10 Class M1, 5.8313% 12/25/33 (d)(f)

1,835,000

1,771,693

Series 2003-6 Class M2, 6.9813% 5/25/33 (d)(f)

2,750,000

2,417,459

Series 2004-R10 Class M1, 5.8313% 11/25/34 (d)(f)

4,665,000

4,420,899

Series 2004-R11 Class M1, 5.7913% 11/25/34 (d)(f)

4,430,000

4,367,621

Series 2004-R2:

Class M1, 5.5613% 4/25/34 (d)(f)

1,765,000

1,738,304

Class M2, 5.6113% 4/25/34 (d)(f)

1,375,000

1,338,300

Class M3, 5.6813% 4/25/34 (d)(f)

3,500,000

3,374,214

Series 2005-R1:

Class M1, 5.5813% 3/25/35 (d)(f)

5,710,000

5,521,267

Class M2, 5.6113% 3/25/35 (d)(f)

1,925,000

1,852,941

Series 2005-R10 Class A2B, 5.3513% 12/25/35 (d)(f)

9,147,100

9,072,780

Series 2005-R2 Class M1, 5.5813% 4/25/35 (d)(f)

12,500,000

12,140,088

Series 2006-M3:

Class M7, 5.9813% 10/25/36 (d)(f)

6,660,000

2,402,295

Class M9, 7.1313% 10/25/36 (d)(f)

4,270,000

1,494,500

Amortizing Residential Collateral Trust:

Series 2002-BC1 Class M2, 6.2313% 1/25/32 (d)(f)

298,347

271,570

Series 2002-BC3 Class A, 5.4613% 6/25/32 (d)(f)

1,470,061

1,456,739

Asset-Backed Securities - continued

Principal Amount

Value

ARG Funding Corp.:

Series 2005-1A Class A2, 5.5963% 4/20/09 (a)(d)

$ 11,000,000

$ 10,997,340

Series 2005-2A Class A2, 5.6063% 5/20/09 (a)(d)

5,200,000

5,197,932

Argent Securities, Inc.:

Series 2003-W3 Class M2, 7.305% 9/25/33 (d)(f)

10,034,299

9,704,341

Series 2003-W7 Class A2, 5.5213% 3/1/34 (d)(f)

329,642

330,312

Series 2004-W11 Class M2, 5.8313% 11/25/34 (d)(f)

3,860,000

3,700,763

Series 2004-W5 Class M1, 5.7313% 4/25/34 (d)(f)

3,960,000

3,853,040

Series 2004-W7:

Class M1, 5.6813% 5/25/34 (d)(f)

4,085,000

3,689,311

Class M2, 5.7313% 5/25/34 (d)(f)

3,320,000

3,109,060

Series 2006-M1 Class M7, 6.1313% 7/25/36 (d)(f)

5,600,000

1,652,230

Series 2006-M2 Class M7, 6.0313% 9/25/36 (d)(f)

11,580,000

2,501,280

Series 2006-W4:

Class A2C, 5.2913% 5/25/36 (d)(f)

10,675,000

10,499,866

Class M2, 5.4513% 5/25/36 (d)(f)

11,235,000

8,839,698

Class M3, 5.4713% 5/25/36 (d)(f)

8,990,000

6,756,884

Arran Funding Ltd. Series 2005-A Class C, 6.0725% 12/15/10 (d)

26,765,000

26,430,438

Asset Backed Funding Certificates Series 2005-HE1
Class M1, 5.5513% 12/25/34 (d)(f)

10,055,000

9,225,543

Asset Backed Funding Corp.:

Series 2006-OPT1 Class M4, 5.4913% 9/25/36 (d)(f)

13,256,000

8,638,007

Series 2006-OPT2:

Class C7, 5.2813% 10/25/36 (d)(f)

7,425,000

7,145,404

Class M1, 5.3813% 10/25/36 (d)(f)

7,345,000

6,257,940

Class M7, 5.9113% 10/25/36 (d)(f)

7,655,000

2,560,934

Asset Backed Securities Corp. Home Equity Loan Trust:

Series 2003-HE2 Class M1, 6.6525% 4/15/33 (d)(f)

9,665,494

9,696,153

Series 2003-HE3 Class M1, 6.5825% 6/15/33 (d)(f)

2,135,321

2,087,865

Series 2003-HE6 Class M1, 5.7813% 11/25/33 (d)(f)

3,475,000

3,413,903

Series 2004-HE2 Class M1, 5.6813% 4/25/34 (d)(f)

18,355,000

17,724,671

Series 2004-HE3:

Class M1, 5.6713% 6/25/34 (d)(f)

1,625,000

1,564,539

Class M2, 6.2513% 6/25/34 (d)(f)

3,750,000

3,416,141

Series 2004-HE6 Class A2, 5.4913% 6/25/34 (d)(f)

2,604,317

2,504,621

Series 2005-HE1 Class M1, 5.6313% 3/25/35 (d)(f)

4,146,582

3,970,381

Series 2005-HE2:

Class M1, 5.5813% 3/25/35 (d)(f)

8,250,000

7,891,389

Class M2, 5.6313% 3/25/35 (d)(f)

2,065,000

1,989,060

Series 2005-HE6 Class A2B, 5.3813% 7/25/35 (d)(f)

2,228,199

2,225,761

Series 2005-HE8 Class M2, 5.5813% 11/25/35 (d)(f)

2,105,000

1,978,700

Series 2006-HE2 Class M3, 5.5213% 3/25/36 (d)(f)

3,984,000

2,878,520

Asset-Backed Securities - continued

Principal Amount

Value

Asset Backed Securities Corp. Home Equity Loan Trust: - continued

Series 2006-HE4 Class M1, 5.4413% 5/25/36 (d)(f)

$ 14,283,000

$ 11,803,471

Series 2006-HE6:

Class A4, 5.2913% 11/25/36 (d)(f)

18,676,000

17,905,615

Class M7, 5.9313% 11/25/36 (d)(f)

2,420,000

900,787

Class M9, 7.2813% 11/25/36 (d)(f)

6,465,000

2,080,747

Series 2007-HE1:

Class A4, 5.2713% 12/25/36 (d)(f)

9,000,000

8,461,404

Class M1, 5.3513% 12/25/36 (d)(f)

8,250,000

6,994,144

Axon Financial Funding Ltd. Series 2007-1A Class A1, 5.95% 4/4/17 (a)(d)

20,000,000

1,000,000

Bank of America Credit Card Master Trust:

Series 2006-C4 Class C4, 5.9825% 11/15/11 (d)

46,575,000

45,800,784

Series 2006-C7 Class C7, 5.9825% 3/15/12 (d)

56,710,000

55,594,027

Series 2006-HE7 Class B4, 5.8325% 3/15/12 (d)

33,615,000

33,213,681

Series 2007-C2 Class C2, 6.0225% 9/17/12 (d)

37,725,000

36,816,476

Bayview Financial Acquisition Trust Series 2004-C
Class A1, 5.925% 5/28/44 (d)(f)

3,281,602

3,181,553

Bayview Financial Mortgage Loan Trust Series 2004-A Class A, 5.955% 2/28/44 (d)(f)

5,593,325

5,540,015

Bear Stearns Asset Backed Securities, Inc. Series 2005-3
Class A1, 5.5813% 9/25/35 (d)(f)

1,261,834

1,265,186

Bear Stearns Asset Backed Securities I Trust:

Series 2005-FR1 Class M1, 5.6313% 6/25/35 (d)(f)

6,660,000

5,868,632

Series 2005-HE2:

Class M1, 5.6313% 2/25/35 (d)(f)

16,465,000

15,894,718

Class M2, 5.8813% 2/25/35 (d)(f)

2,430,000

1,828,184

Series 2007-AQ1 Class A1, 5.2413% 11/25/36 (d)(f)

13,660,171

13,515,031

Series 2007-HE3 Class 1A1, 5.2513% 4/25/37 (d)(f)

10,996,444

10,946,619

BNC Mortgage Loan Trust:

Series 2006-2:

Class A4, 5.2913% 11/25/36 (d)(f)

6,785,000

6,452,114

Class M1, 5.3713% 11/25/36 (d)(f)

6,785,000

5,669,546

Series 2007-2 Class M1, 5.4713% 5/25/37 (d)(f)

13,765,000

11,474,201

Brazos Higher Education Authority, Inc. Series 2006-2
Class A9, 5.37% 12/26/24 (d)

19,432,118

19,309,907

C-Bass Trust Series 2007-CB1 Class M1, 5.735% 1/25/37 (d)(f)

9,885,000

8,741,276

Capital Auto Receivables Asset Trust:

Series 2005-1 Class B, 6.1275% 6/15/10 (d)

5,725,000

5,733,049

Series 2006-2 Class A2A, 5.23% 2/15/09

13,791,721

13,779,344

Asset-Backed Securities - continued

Principal Amount

Value

Capital Auto Receivables Asset Trust: - continued

Series 2006-SN1A Class A4B, 5.8625% 3/20/10 (a)(d)

$ 25,000,000

$ 24,786,655

Series 2007-SN1 Class A4, 5.8525% 2/15/11 (d)

24,810,000

24,505,690

Capital One Auto Finance Trust:

Series 2004-B Class A4, 5.8625% 8/15/11 (d)

10,800,897

10,768,964

Series 2006-C Class A3B, 5.7625% 7/15/11 (d)

14,690,000

14,620,390

Series 2007-A Class A2, 5.33% 5/17/10

14,418,731

14,417,434

Series 2007-B Class A2, 5.27% 6/15/10

15,505,000

15,502,797

Capital One Multi-Asset Execution Trust:

Series 2003-C5 Class C5, 6.9025% 10/17/11 (d)

6,000,000

5,992,938

Series 2007-C3 Class C3, 5.9013% 4/15/13 (a)(d)

33,795,000

32,864,941

Capital Trust Ltd. Series 2004-1:

Class A2, 5.9463% 7/20/39 (a)(d)

2,968,000

2,608,872

Class B, 6.2463% 7/20/39 (a)(d)

1,550,000

1,516,877

Class C, 6.5963% 7/20/39 (a)(d)

1,994,000

1,827,461

Carrington Mortgage Loan Trust:

Series 2006-FRE1:

Class M1, 5.4313% 7/25/36 (d)(f)

7,847,000

6,701,338

Class M7, 6.0813% 7/25/36 (d)(f)

3,308,000

1,526,450

Class M9, 7.0313% 7/25/36 (d)(f)

2,112,000

953,967

Series 2006-NC2:

Class M6, 5.5713% 6/25/36 (d)(f)

9,000,000

4,821,822

Class M7, 5.9813% 6/25/36 (d)(f)

2,500,000

1,183,805

Series 2006-RFC1:

Class M7, 5.9913% 5/25/36 (d)(f)

2,275,000

1,008,369

Class M8, 6.1813% 5/25/36 (d)(f)

1,485,000

587,111

Class M9, 7.0013% 5/25/36 (d)(f)

1,095,000

403,388

Series 2007-RFC1 Class A3, 5.2713% 12/25/36 (d)(f)

12,398,000

11,855,588

CDC Mortgage Capital Trust:

Series 2002-HE2 Class M1, 6.1813% 1/25/33 (d)(f)

5,855,215

5,757,169

Series 2003-HE1 Class M1, 6.4813% 8/25/33 (d)(f)

1,533,061

1,520,296

Series 2003-HE3 Class M1, 5.8313% 11/25/33 (d)(f)

1,971,336

1,923,363

Cendant Timeshare Receivables Funding LLC Series 2005 1A Class 2A2, 5.6763% 5/20/17 (a)(d)

3,304,189

3,283,740

Chase Credit Card Owner Trust Series 2003-6 Class C, 6.5525% 2/15/11 (d)

16,400,000

16,337,937

Chase Issuance Trust:

Series 2004-C3 Class C3, 6.2225% 6/15/12 (d)

3,650,000

3,558,181

Series 2006-C3 Class C3, 5.9825% 6/15/11 (d)

28,945,000

28,298,253

CIT Equipment Collateral Trust:

Series 2005-VT1 Class D, 4.51% 11/20/12

1,967,298

1,957,771

Asset-Backed Securities - continued

Principal Amount

Value

CIT Equipment Collateral Trust: - continued

Series 2006-VT2:

Class A2, 5.19% 1/20/09

$ 25,710,000

$ 25,712,679

Class B, 5.24% 4/20/14

2,491,775

2,472,107

Class C, 5.29% 4/20/14

2,716,928

2,684,793

Class D, 5.46% 4/20/14

7,313,799

7,189,883

Citibank Credit Card Issuance Trust:

Series 2006-C4 Class C4, 5.54% 1/9/12 (d)

39,960,000

38,925,344

Series 2006-C6 Class C6, 6.0825% 11/15/12 (d)

27,485,000

26,643,137

Citigroup Mortgage Loan Trust:

Series 2003-HE4 Class A, 5.5413% 12/25/33 (a)(d)(f)

3,735,238

3,675,710

Series 2006-NC2 Class A2B, 5.2913% 9/25/36 (d)(f)

35,160,000

33,528,365

Series 2006-WFH3 Class M7, 5.2813% 11/25/36 (d)(f)

6,445,000

6,038,159

Series 2006-WFHE3, Class A3, 5.2813% 10/25/36 (d)(f)

16,085,000

15,602,450

Citigroup Mortgage Loan Trust, Inc.:

Series 2006-AMC1:

Class A2B, 5.665% 9/25/36 (d)(f)

11,245,000

10,684,504

Class M7, 6.325% 9/25/36 (d)(f)

4,445,000

2,084,625

Series 2006-WFH2 Class A2A, 5.655% 8/25/36 (d)(f)

12,730,000

12,582,816

Series 2007-AHL1 Class A2B, 5.2713% 12/25/36 (d)(f)

15,000,000

14,175,000

Series 2007-AMC4 Class M1, 5.4013% 5/25/37 (d)(f)

11,110,000

9,229,510

CNH Equipment Trust Series 2007-A Class A2, 5.09% 10/15/09

42,500,000

42,520,332

CNH Wholesale Master Note Trust:

Series 2005-1:

Class A, 5.8625% 6/15/11 (d)

18,000,000

17,963,437

Class B, 6.1525% 6/15/11 (d)

2,280,000

2,276,021

Series 2006-1A:

Class A, 5.8125% 7/15/12 (a)(d)

9,000,000

8,930,301

Class B, 6.0325% 7/15/12 (a)(d)

9,000,000

8,808,921

Countrywide Asset-Backed Certificates Trust Series 2007-4 Class A1A, 5.2513% 9/25/37 (d)(f)

14,546,999

14,494,717

Countrywide Home Loan Trust Series 2006-13N Class N, 7% 8/25/37 (a)(f)

2,722,674

1,851,418

Countrywide Home Loans, Inc.:

Series 2002-6 Class AV1, 5.5613% 5/25/33 (d)(f)

504,421

504,652

Series 2003-BC1 Class M2, 7.3888% 9/25/32 (d)(f)

2,016,427

1,827,286

Series 2004-2 Class M1, 5.6313% 5/25/34 (d)(f)

22,590,000

21,971,644

Series 2004-3:

Class 3A4, 5.3813% 8/25/34 (d)(f)

91,760

88,721

Class M1, 5.6313% 6/25/34 (d)(f)

4,450,000

4,269,775

Class M4, 6.1013% 4/25/34 (d)(f)

3,606,235

3,412,912

Asset-Backed Securities - continued

Principal Amount

Value

Countrywide Home Loans, Inc.: - continued

Series 2004-4:

Class A, 5.5013% 8/25/34 (d)(f)

$ 380,448

$ 358,626

Class M2, 5.6613% 6/25/34 (d)(f)

7,905,000

7,710,774

Series 2005-1:

Class M1, 5.5513% 8/25/35 (d)(f)

3,525,000

3,426,952

Class MV1, 5.5313% 7/25/35 (d)(f)

7,675,000

7,418,770

Class MV2, 5.5713% 7/25/35 (d)(f)

9,200,000

8,910,890

Series 2005-3 Class MV1, 5.5513% 8/25/35 (d)(f)

17,050,000

16,532,072

Series 2005-AB1 Class A2, 5.3413% 8/25/35 (d)(f)

8,631,672

8,542,662

CPS Auto Receivables Trust:

Series 2004-D Class A2, 3.86% 12/15/11 (a)

2,969,749

2,925,500

Series 2006-B Class A2, 5.71% 6/15/16 (a)

2,191,800

2,193,170

Series 2006-C Class A2, 5.31% 3/15/10 (a)

10,999,722

10,995,748

Series 2006-D Class A2, 5.318% 8/15/10 (a)

16,474,950

16,480,098

Series 2007-A Class A1, 5.332% 3/17/08 (a)

1,993,188

1,993,678

Credit Suisse First Boston Mortgage Securities Corp.
Series 2003-6 Class M3, 7.0813% 2/25/34 (d)(f)

500,100

441,026

Credit-Based Asset Backed Servicing and Securitization Mortgage Loan Certificates Series 2006-SC1 Class A, 5.4013% 5/25/36 (a)(d)(f)

8,066,501

7,827,031

Credit-Based Asset Servicing & Securitization Trust
Series 2006-CB7 Class A2, 5.1913% 10/25/36 (d)(f)

7,314,309

7,256,021

DaimlerChrysler Auto Trust Series 2006-D Class A2, 5.19% 8/8/09

13,604,179

13,593,149

Discover Card Master Trust I:

Series 2003-4 Class B1, 6.0825% 5/16/11 (d)

8,155,000

8,130,595

Series 2005-1 Class B, 5.9025% 9/16/10 (d)

12,750,000

12,735,181

Series 2005-3 Class B, 5.9425% 5/15/11 (d)

18,000,000

17,592,262

Series 2006-1 Class B1, 5.9025% 8/16/11 (d)

14,629,000

14,530,074

Series 2006-2 Class B1, 5.8725% 1/17/12 (d)

18,000,000

17,833,928

Series 2007-1 Class B, 5.7944% 8/15/12 (d)

20,000,000

19,701,616

DriveTime Auto Owner Trust:

Series 2006-A Class A2, 5.422% 10/15/09 (a)

1,446,493

1,442,877

Series 2006-B Class A2, 5.32% 3/15/10 (a)

17,025,288

16,961,443

Fannie Mae subordinate REMIC pass-thru certificates
Series 2004-T5 Class AB3, 6.2899% 5/28/35 (d)

267,638

250,702

Fieldstone Mortgage Investment Corp.:

Series 2004-3 Class M5, 6.5813% 8/25/34 (d)(f)

2,000,000

1,793,174

Series 2006-3:

Class 2A3, 5.48% 11/25/36 (d)(f)

50,960,000

48,658,850

Class M1, 5.3913% 11/25/36 (d)(f)

18,925,000

16,306,953

Asset-Backed Securities - continued

Principal Amount

Value

First Franklin Mortgage Loan Trust:

Series 2004-FF2:

Class M3, 5.6813% 3/25/34 (d)(f)

$ 1,225,000

$ 1,088,813

Class M4, 6.0313% 3/25/34 (d)(f)

810,583

798,653

Series 2004-FF8 Class M3, 6.0813% 10/25/34 (d)(f)

10,000,000

9,291,820

Series 2006-FF12 Class A2, 5.1713% 9/25/36 (d)(f)

10,788,243

10,715,756

Series 2006-FF14:

Class A5, 5.2913% 10/25/36 (d)(f)

9,350,000

8,781,698

Class M1, 5.3913% 10/25/36 (d)(f)

8,319,000

7,250,616

Series 2006-FF15 Class M1, 5.3713% 11/25/36 (d)(f)

24,855,000

21,514,488

Series 2006-FF18 Class M1, 5.3613% 12/25/37 (d)(f)

13,887,000

11,992,966

Series 2006-FF6 Class M1, 5.4213% 4/25/36 (d)(f)

6,965,000

5,471,704

Series 2006-FF7 Class M1, 5.3813% 5/25/36 (d)(f)

7,000,000

5,899,509

Series 2007-FF1 Class M1, 5.3613% 1/25/38 (d)(f)

13,410,000

11,603,821

First Investors Auto Owner Trust Series 2006-A Class A3, 4.93% 2/15/11 (a)

7,020,781

6,998,422

Ford Credit Floorplan Master Owner Trust:

Series 2005-1:

Class A, 5.9025% 5/15/10 (d)

14,365,000

14,340,733

Class B, 6.1925% 5/15/10 (d)

8,020,000

8,015,492

Series 2006-3:

Class A, 5.9325% 6/15/11 (d)

7,340,000

7,205,218

Class B, 6.2025% 6/15/11 (d)

12,520,000

12,141,151

Series 2006-4 Class B, 6.3025% 6/15/13 (d)

5,315,000

5,083,210

Fosse Master Issuer PLC Series 2007-1A Class C2, 5.8989% 10/18/54 (a)(d)

9,055,000

8,443,845

Franklin Auto Trust:

Series 2006-1 Class A2, 5.2% 10/20/09

6,701,157

6,698,742

Series 2007-1 Class A2, 5.14% 5/17/10

22,795,000

22,776,160

Fremont Home Loan Trust:

Series 2004-1:

Class M1, 5.5813% 2/25/34 (d)(f)

467,888

440,107

Class M2, 5.6313% 2/25/34 (d)(f)

800,000

777,864

Series 2004-A Class M1, 5.9563% 1/25/34 (d)(f)

10,420,376

10,159,888

Series 2004-B Class M1, 5.7113% 5/25/34 (d)(f)

1,695,000

1,615,094

Series 2005-A:

Class M1, 5.5613% 1/25/35 (d)(f)

1,853,000

1,736,691

Class M2, 5.5913% 1/25/35 (d)(f)

12,075,000

11,610,257

Class M3, 5.6213% 1/25/35 (d)(f)

6,525,000

6,235,688

Class M4, 5.8113% 1/25/35 (d)(f)

2,500,000

2,392,588

Series 2006-1 Class M1, 5.4513% 4/25/36 (d)(f)

5,430,000

4,416,621

Asset-Backed Securities - continued

Principal Amount

Value

Fremont Home Loan Trust: - continued

Series 2006-A:

Class M3, 5.5113% 5/25/36 (d)(f)

$ 3,545,000

$ 2,307,448

Class M4, 5.5313% 5/25/36 (d)(f)

5,315,000

3,241,092

Class M5, 5.6313% 5/25/36 (d)(f)

2,847,000

1,257,517

Series 2006-B Class M9, 7.0313% 8/25/36 (d)(f)

2,000,000

432,000

Series 2006-D Class M1, 5.3613% 11/25/36 (d)(f)

17,340,000

15,029,584

Series 2006-E Class M1, 5.3913% 1/25/37 (d)(f)

28,410,000

24,148,557

GCO Education Loan Funding Master Trust II
Series 2007-1A Class C1L, 5.885% 9/25/30 (a)(d)

16,200,000

15,633,703

GE Business Loan Trust Series 2003-1 Class A, 6.1825% 4/15/31 (a)(d)

3,014,227

2,938,871

GE Capital Credit Card Master Note Trust:

Series 2005-2 Class B, 5.9525% 6/15/11 (d)

6,475,000

6,467,375

Series 2006-1:

Class B, 5.8625% 9/17/12 (d)

5,535,000

5,475,631

Class C, 5.9925% 9/17/12 (d)

4,305,000

4,226,101

Series 2007-1 Class C, 6.0225% 3/15/13 (d)

32,645,000

31,757,451

GE Equipment Midticket LLC Series 2006-1 Class A2, 5.1% 5/15/09

20,087,773

20,080,861

GE-WMC Mortgage Securities, LLC Series 2006-1
Class A2B, 5.2813% 8/25/36 (d)(f)

20,000,000

19,006,260

Gracechurch Card Funding PLC:

Series 11 Class C, 6.0325% 11/15/10 (d)

20,510,000

20,235,576

Series 8 Class C, 6.0825% 6/15/10 (d)

18,450,000

18,299,817

Series 9:

Class B, 5.9025% 9/15/10 (d)

3,560,000

3,531,662

Class C, 6.0625% 9/15/10 (d)

13,000,000

12,855,440

Granite Master Issuer PLC Series 2006-1A Class A4, 5.5363% 12/20/30 (a)(d)

546,990

546,289

GSAMP Trust:

Series 2002-HE Class M1, 7.3713% 11/20/32 (d)(f)

5,484,875

5,443,250

Series 2002-NC1 Class A2, 5.7713% 7/25/32 (d)(f)

54,777

52,860

Series 2003-FM1 Class M1, 6.7263% 3/20/33 (d)(f)

10,839,532

9,897,978

Series 2004-AR1 Class M1, 5.7813% 6/25/34 (d)(f)

15,085,000

14,363,846

Series 2004-FM1:

Class M1, 5.7813% 11/25/33 (d)(f)

2,476,297

2,388,565

Class M2, 6.5313% 11/25/33 (d)(f)

983,017

912,447

Series 2004-FM2:

Class M1, 5.8813% 1/25/34 (d)(f)

9,220,747

8,975,669

Class M2, 6.7813% 1/25/34 (d)(f)

1,079,234

991,105

Class M3, 7.0813% 1/25/34 (d)(f)

1,079,270

953,943

Asset-Backed Securities - continued

Principal Amount

Value

GSAMP Trust: - continued

Series 2004-HE1:

Class M1, 5.6813% 5/25/34 (d)(f)

$ 3,659,247

$ 3,399,034

Class M2, 6.2813% 5/25/34 (d)(f)

1,750,000

1,614,408

Series 2006-FM2 Class M1, 5.3913% 9/25/36 (d)(f)

13,470,000

11,266,308

Series 2006-FM3 Class ABS, 5.3313% 11/25/36 (d)(f)

34,491,000

32,906,587

Series 2007-FM2 Class M1, 5.4113% 1/25/37 (d)(f)

27,745,000

23,159,390

Series 2007-HE1 Class M1, 5.3813% 3/25/47 (d)(f)

5,636,000

5,140,466

GSR Mortgage Loan Trust:

Series 2004-OPT Class A1, 5.4713% 11/25/34 (d)(f)

443,347

443,069

Series 2005-9 Class 2A1, 5.2513% 8/25/35 (d)

2,304,474

2,301,528

Series 2005-HE2 Class M, 5.5613% 3/25/35 (d)(f)

8,690,087

8,118,340

Series 2005-MTR1 Class A1, 5.2713% 10/25/35 (d)

6,236,043

6,222,668

Series 2005-NC1 Class M1, 5.5813% 2/25/35 (d)(f)

8,694,639

8,181,177

Series 2006-FM1:

Class A2C, 5.2913% 4/25/36 (d)(f)

7,500,000

7,212,893

Class M1, 5.4313% 4/25/36 (d)(f)

9,646,000

8,006,595

Class M3, 5.4813% 4/25/36 (d)(f)

2,534,000

1,940,583

Class M5, 5.5913% 4/25/36 (d)(f)

3,500,000

2,303,602

Guggenheim Structured Real Estate Funding Ltd.:

Series 2005-1 Class C, 6.2113% 5/25/30 (a)(d)

4,542,494

4,235,875

Series 2006-3:

Class B, 5.5313% 9/25/46 (a)(d)

4,250,000

3,859,553

Class C, 5.6813% 9/25/46 (a)(d)

10,500,000

9,108,750

Helios Finance L.P. Series 2007-S1 Class B1, 6.21% 10/20/14 (a)(d)

24,230,000

23,391,872

Holmes Master Issuer PLC:

Series 2006-1A:

Class 1B, 5.45% 7/15/40 (a)(d)

14,275,000

14,261,617

Class 1C, 5.6% 7/15/40 (a)(d)

8,080,000

8,064,850

Class 2A, 5.42% 7/15/21 (a)(d)

14,275,000

14,078,719

Class 2B, 5.48% 7/15/40 (a)(d)

10,280,000

10,051,913

Class 2C, 5.75% 7/15/40 (a)(d)

4,190,000

4,042,278

Class 2M, 5.55% 7/15/40 (a)(d)

8,570,000

8,390,566

Series 2007-2A Class 1C, 5.59% 7/15/21 (d)

31,910,000

31,462,322

Home Equity Asset Trust:

Series 2002-2 Class M1, 6.3313% 6/25/32 (d)(f)

6,258,310

6,138,313

Series 2002-3 Class A5, 6.0113% 2/25/33 (d)(f)

2,763

2,754

Series 2002-5 Class M1, 6.8313% 5/25/33 (d)(f)

10,744,204

10,625,083

Series 2003-1 Class M1, 6.6313% 6/25/33 (d)(f)

6,529,228

6,407,406

Series 2003-2 Class M1, 6.4513% 8/25/33 (d)(f)

5,699,597

5,579,307

Series 2003-3 Class M1, 6.4213% 8/25/33 (d)(f)

7,951,067

7,755,200

Series 2003-4 Class M1, 6.3313% 10/25/33 (d)(f)

1,940,553

1,786,250

Asset-Backed Securities - continued

Principal Amount

Value

Home Equity Asset Trust: - continued

Series 2003-5:

Class A2, 5.4813% 12/25/33 (d)(f)

$ 226,466

$ 218,964

Class M1, 5.8313% 12/25/33 (d)(f)

3,175,000

3,112,722

Class M2, 6.8613% 12/25/33 (d)(f)

1,043,336

991,179

Series 2003-7 Class A2, 5.5113% 3/25/34 (d)(f)

11,398

11,406

Series 2003-8 Class M1, 5.8513% 4/25/34 (d)(f)

3,389,558

3,254,094

Series 2004-1 Class M1, 5.7613% 6/25/34 (d)(f)

9,439,676

9,000,486

Series 2004-3:

Class M1, 5.7013% 8/25/34 (d)(f)

1,127,871

1,062,302

Class M2, 6.3313% 8/25/34 (d)(f)

2,855,000

2,550,466

Series 2004-7 Class A3, 5.5213% 1/25/35 (d)(f)

4,215

4,125

Series 2005-1 Class M1, 5.5613% 5/25/35 (d)(f)

9,705,000

9,193,789

Series 2005-2:

Class 2A2, 5.3313% 7/25/35 (d)(f)

1,064,579

1,063,914

Class M1, 5.5813% 7/25/35 (d)(f)

10,085,000

9,578,652

Series 2005-3 Class M1, 5.5413% 8/25/35 (d)(f)

9,450,000

8,885,722

Series 2005-5 Class 2A2, 5.3813% 11/25/35 (d)(f)

8,498,616

8,454,797

Series 2006-1 Class 2A3, 5.3563% 4/25/36 (d)(f)

33,905,000

33,216,322

Series 2006-7:

Class B1, 7.0313% 1/25/37 (d)(f)

3,450,000

1,041,900

Class M4, 5.5113% 1/25/37 (d)(f)

6,740,000

3,783,607

Class M7, 5.9113% 1/25/37 (d)(f)

3,450,000

1,246,140

Series 2006-8:

Class 2A3, 5.2913% 3/25/37 (d)(f)

16,280,000

15,333,725

Class M1, 5.3713% 3/25/37 (d)(f)

10,510,000

8,966,113

Series 2007-3 Class 2A3, 5.3713% 8/25/37 (d)(f)

33,585,000

33,054,995

Household Home Equity Loan Trust Series 2004-1
Class M, 6.0163% 9/20/33 (d)(f)

2,052,118

1,992,824

HSBC Automotive Trust Series 2006-2 Class A2, 5.61% 6/17/09

836,889

837,203

HSBC Credit Card Master Note Trust I Series 2006-1 Class B, 5.8925% 6/15/12 (d)

15,473,000

15,307,086

HSBC Home Equity Loan Trust:

Series 2005-2:

Class M1, 5.9563% 1/20/35 (d)(f)

6,529,482

5,656,706

Class M2, 5.9863% 1/20/35 (d)(f)

4,899,036

4,145,275

Series 2005-3:

Class A1, 5.7975% 1/20/35 (d)(f)

3,199,551

3,129,062

Class M1, 5.9575% 1/20/35 (d)(f)

1,871,737

1,641,278

Series 2006-2:

Class M1, 6.0225% 3/20/36 (d)(f)

5,109,704

4,122,509

Class M2, 6.0425% 3/20/36 (d)(f)

8,450,534

6,638,740

Asset-Backed Securities - continued

Principal Amount

Value

HSBC Home Equity Loan Trust: - continued

Series 2006-3 Class A1V, 5.5763% 3/20/36 (d)(f)

$ 17,213,066

$ 17,164,663

HSI Asset Securitization Corp. Trust:

Series 2006-HE1 Class 2A3, 5.2913% 10/25/36 (d)(f)

14,545,000

14,354,068

Series 2006-HE2 Class M1, 5.3713% 12/25/36 (d)(f)

15,602,000

13,581,276

Series 2007-HE1:

Class 2A3, 5.3213% 1/25/37 (d)(f)

8,515,000

7,948,225

Class M1, 5.4313% 1/25/37 (d)(f)

17,440,000

14,814,321

Hyundai Auto Receivables Trust Series 2007-A Class A2B, 5.4863% 1/15/10 (d)

5,855,000

5,855,000

IXIS Real Estate Capital Trust Series 2005-HE1 Class M1, 5.6013% 6/25/35 (d)(f)

3,671,631

3,526,634

JPMorgan Mortgage Acquisition Trust:

Series 2006-CH1:

Class A4, 5.2713% 1/25/35 (d)(f)

10,175,000

9,581,991

Class M1, 5.3513% 5/25/36 (d)(f)

4,742,000

4,353,388

Series 2006-HE3:

Class A4, 5.2913% 11/25/36 (d)(f)

17,520,000

16,526,283

Class M1, 5.3813% 11/25/36 (d)(f)

14,055,000

12,382,961

Series 2006-WMC4 Class A4, 5.2813% 12/25/36 (d)(f)

12,000,000

11,538,756

Series 2007-CH1:

Class AV4, 5.2613% 11/25/36 (d)(f)

8,550,000

8,352,281

Class MV1, 5.3613% 11/25/36 (d)(f)

6,945,000

6,128,150

Keycorp Student Loan Trust:

Series 1999-A Class A2, 5.69% 12/27/09 (d)

9,291,779

9,322,675

Series 2006-A Class 2A1, 5.39% 9/27/21 (d)

10,585,619

10,587,432

Lancer Funding Ltd. Series 2006-1A Class A3, 7.05% 4/6/46 (a)(d)

4,222,263

1,477,792

Long Beach Auto Receivables Trust:

Series 2006-B Class A2, 5.34% 11/15/09

6,674,363

6,674,734

Series 2007-A Class A1, 5.335% 3/15/08

2,183,691

2,183,726

Long Beach Mortgage Loan Trust:

Series 2003-2 Class M1, 6.3613% 6/25/33 (d)(f)

17,708,812

17,512,315

Series 2003-3 Class M1, 5.8813% 7/25/33 (d)(f)

10,152,475

9,817,444

Series 2004-2:

Class M1, 5.6613% 6/25/34 (d)(f)

4,275,000

4,150,427

Class M2, 6.2113% 6/25/34 (d)(f)

3,265,000

2,996,333

Series 2005-WL1 Class M2, 5.6813% 6/25/35 (d)(f)

12,580,000

11,450,580

Series 2006-1 Class 2A2, 5.2713% 2/25/36 (d)(f)

6,550,000

6,515,206

Series 2006-6:

Class 2A3, 5.2813% 7/25/36 (d)(f)

12,915,000

12,347,954

Class M4, 5.4913% 7/25/36 (d)(f)

3,825,000

1,871,488

Asset-Backed Securities - continued

Principal Amount

Value

Long Beach Mortgage Loan Trust: - continued

Series 2006-6:

Class M5, 5.5213% 7/25/36 (d)(f)

$ 2,390,000

$ 1,233,221

Class M7, 6.0313% 7/25/36 (d)(f)

4,000,000

1,566,176

Series 2006-9:

Class 2A3, 5.2913% 11/25/36 (d)(f)

20,110,000

19,063,657

Class M4, 5.5013% 11/25/36 (d)(f)

4,170,000

2,295,039

Class M5, 5.5313% 11/25/36 (d)(f)

8,052,000

3,815,038

Class M7, 5.9313% 11/25/36 (d)(f)

3,796,000

1,454,620

Luminent Mortgage Trust Series 2006-3 Class 12A1, 5.3413% 5/25/36 (d)

7,680,299

7,514,975

MASTR Adjustable Rate Mortgages Trust Series 2007-3
Class 22A2, 5.3413% 5/25/47 (d)

9,810,000

9,605,394

MASTR Asset Backed Securities Trust:

Series 2006-AM3:

Class A3, 5.3013% 10/25/36 (d)(f)

13,660,000

13,559,681

Class M1, 5.3913% 10/25/36 (d)(f)

3,090,000

2,633,916

Series 2006-HE3 Class A2, 5.2313% 8/25/36 (d)(f)

19,310,000

18,929,844

Series 2006-NC2 Class M7, 5.8813% 9/25/36 (d)(f)

4,790,000

2,484,195

Series 2007-WMC1 Class A4, 5.2913% 1/25/37 (d)(f)

23,620,000

22,590,310

MBNA Credit Card Master Note Trust:

Series 2002-B4 Class B4, 6.2525% 3/15/10 (d)

21,135,000

21,141,032

Series 2003-B2 Class B2, 6.1425% 10/15/10 (d)

3,765,000

3,770,904

Series 2003-B3 Class B3, 6.1275% 1/18/11 (d)

1,130,000

1,129,430

Series 2003-B5 Class B5, 6.1225% 2/15/11 (d)

705,000

705,230

Series 2005-C1 Class C, 6.1625% 10/15/12 (d)

42,495,000

41,389,667

Series 2005-C2 Class C, 6.1025% 2/15/13 (d)

42,495,000

40,909,996

Series 2005-C3 Class C, 6.0225% 3/15/11 (d)

22,170,000

21,875,327

MBNA Master Credit Card Trust II Series 1998-E Class B, 5.69% 9/15/10 (d)

7,800,000

7,805,498

Meritage Mortgage Loan Trust Series 2004-1:

Class M1, 5.8813% 7/25/34 (d)(f)

6,105,633

5,972,934

Class M2, 5.9563% 7/25/34 (d)(f)

178,083

164,532

Merrill Auto Trust Securitization Series 2007-1 Class A2, 5.43% 1/15/10

29,330,000

29,329,894

Merrill Lynch Alternative Note Asset Trust Series 2007-OAR1 Class A1, 5.3013% 2/25/37 (d)

13,688,416

13,247,486

Merrill Lynch First Franklin Mortgage Loan Trust Series 2007-1:

Class A2C, 5.3813% 4/25/37 (d)(f)

16,935,000

16,635,996

Class M1, 5.5113% 4/25/37 (d)(f)

27,945,000

23,059,376

Merrill Lynch Mortgage Investment Trust Series 2006-HE3
Class A2, 5.2213% 6/25/37 (d)(f)

7,500,000

7,436,723

Asset-Backed Securities - continued

Principal Amount

Value

Merrill Lynch Mortgage Investors Trust:

Series 2003-HE1 Class M1, 5.8313% 7/25/34 (d)(f)

$ 5,426,000

$ 5,342,792

Series 2003-OPT1 Class M1, 5.7813% 7/25/34 (d)(f)

1,565,000

1,547,863

Series 2006-OPT1 Class A1A, 5.3913% 6/25/35 (d)(f)

12,052,457

11,916,867

Series 2007-HE1 Class M1, 5.5313% 2/25/37 (d)(f)

13,420,000

11,182,081

Merrill Lynch Mortgage Investors, Inc. Series 2006-FM1
Class A2B, 5.2413% 4/25/37 (d)(f)

17,890,000

17,593,706

Morgan Stanley ABS Capital I Trust:

Series 2002-HE3 Class M1, 6.2313% 12/27/32 (d)(f)

470,685

469,548

Series 2003-NC7 Class M1, 5.8313% 6/25/33 (d)(f)

4,324,183

4,253,729

Series 2003-NC8 Class M1, 5.8313% 9/25/33 (d)(f)

3,049,800

3,005,181

Series 2004-HE6 Class A2, 5.4713% 8/25/34 (d)(f)

394,533

381,403

Series 2004-NC2 Class M1, 5.6813% 12/25/33 (d)(f)

7,084,790

6,880,933

Series 2005-1 Class M2, 5.6013% 12/25/34 (d)(f)

4,425,000

4,283,298

Series 2005-HE1:

Class M1, 5.5813% 12/25/34 (d)(f)

1,100,000

1,057,311

Class M2, 5.6013% 12/25/34 (d)(f)

2,970,000

2,867,900

Series 2005-HE2:

Class M1, 5.5313% 1/25/35 (d)(f)

2,665,000

2,548,073

Class M2, 5.5713% 1/25/35 (d)(f)

1,900,000

1,835,753

Series 2005-NC1:

Class M1, 5.5713% 1/25/35 (d)(f)

2,425,000

2,319,093

Class M2, 5.6013% 1/25/35 (d)(f)

2,425,000

2,342,933

Class M3, 5.6413% 1/25/35 (d)(f)

2,425,000

2,327,224

Series 2005-NC2 Class B1, 6.3013% 3/25/35 (d)(f)

3,000,000

2,253,207

Series 2006-HE3:

Class B1, 6.0313% 4/25/36 (d)(f)

2,900,000

1,301,424

Class B3, 7.0313% 4/25/36 (d)(f)

6,450,000

1,814,849

Series 2006-NC1 Class A2, 5.2713% 12/25/35 (d)(f)

9,993,747

9,970,321

Series 2007-HE2 Class A2A, 5.1713% 1/25/37 (d)(f)

1,654,340

1,642,708

Series 2007-HE4 Class A2A, 5.2413% 2/25/37 (d)(f)

1,524,006

1,513,291

Series 2007-NC3 Class A2A, 5.1913% 5/25/37 (d)(f)

694,883

691,843

Morgan Stanley ABS Capital I, Inc.:

Series 2006-HE4:

Class M1, 5.4113% 6/25/36 (d)(f)

3,560,000

2,869,979

Class M2:

5.4313% 6/25/36 (d)(f)

6,230,000

5,083,942

5.4413% 6/25/36 (d)(f)

4,450,000

3,202,514

Class M4, 5.4813% 6/25/36 (d)(f)

1,780,000

1,151,219

Series 2006-HE5 Class AC2, 5.2713% 8/25/36 (d)(f)

8,510,000

8,248,054

Series 2006-NC4:

Class A2D, 5.3713% 6/25/36 (d)(f)

8,865,000

8,204,283

Class M2, 5.4313% 6/25/36 (d)(f)

3,000,000

2,358,000

Asset-Backed Securities - continued

Principal Amount

Value

Morgan Stanley ABS Capital I, Inc.: - continued

Series 2006-NC4:

Class M3, 5.4413% 6/25/36 (d)(f)

$ 1,000,000

$ 714,252

Class M4, 5.4813% 6/25/36 (d)(f)

2,000,000

1,191,990

Class M5, 5.5013% 6/25/36 (d)(f)

2,000,000

1,042,644

Class M6, 5.5813% 6/25/36 (d)(f)

1,000,000

443,130

Series 2006-NC5 Class A2C, 5.2813% 10/25/36 (d)(f)

7,965,000

7,670,048

Morgan Stanley Capital I Trust Series 2006-HE1 Class A3, 5.3113% 1/25/36 (d)(f)

84,755,000

83,536,647

Morgan Stanley Dean Witter Capital I Trust:

Series 2001-AM1 Class M1, 6.4063% 2/25/32 (d)(f)

592,966

587,697

Series 2001-NC4 Class M1, 6.6313% 1/25/32 (d)(f)

2,373,112

2,341,075

Series 2002-AM3 Class A3, 6.1113% 2/25/33 (d)(f)

705,709

701,189

Series 2002-HE1 Class M1, 6.0313% 7/25/32 (d)(f)

5,546,330

5,155,314

Series 2002-HE2 Class M1, 6.6313% 8/25/32 (d)(f)

6,447,627

6,370,017

Series 2002-NC1 Class M1, 6.3313% 2/25/32 (a)(d)(f)

4,692,796

4,639,495

Series 2002-NC3:

Class A3, 5.8113% 8/25/32 (d)(f)

237,036

237,036

Class M1, 6.2113% 8/25/32 (d)(f)

440,359

431,831

Series 2002-OP1 Class M1, 6.2563% 9/25/32 (d)(f)

2,417,510

2,387,869

Series 2003-NC1 Class M1, 6.7063% 11/25/32 (d)(f)

3,504,748

3,486,594

Morgan Stanley Home Equity Loans Trust:

Series 2006-3:

Class M1, 5.4213% 4/25/36 (d)(f)

4,000,000

3,414,400

Class M4, 5.5113% 4/25/36 (d)(f)

6,000,000

3,817,212

Class M5, 5.5413% 4/25/36 (d)(f)

2,000,000

1,185,796

Series 2007-2 Class A1, 5.2313% 4/25/37 (d)(f)

957,743

954,301

National Collegiate Student Loan Trust:

Series 2006-3 Class A1, 5.1613% 9/25/19 (d)

25,000,000

24,986,768

Series 2006-4 Class A1, 5.1613% 3/25/25 (d)

15,772,583

15,725,867

Navistar Financial Dealer Note Master Trust Series 2005-1 Class A, 5.2413% 2/25/13 (d)

18,350,000

17,776,698

New Century Home Equity Loan Trust:

Series 2003-6 Class M1, 5.8513% 1/25/34 (d)(f)

8,364,478

8,107,630

Series 2005-1:

Class M1, 5.5813% 3/25/35 (d)(f)

4,395,000

4,101,673

Class M2, 5.6113% 3/25/35 (d)(f)

4,395,000

4,180,792

Class M3, 5.6513% 3/25/35 (d)(f)

2,120,000

2,010,046

Series 2005-4 Class M2, 5.6413% 9/25/35 (d)(f)

9,815,000

9,254,721

Series 2005-D Class M2, 5.6013% 2/25/36 (d)(f)

2,045,000

1,893,770

Series 2006-1 Class M2, 5.4913% 5/25/36 (d)(f)

5,550,000

4,418,860

Asset-Backed Securities - continued

Principal Amount

Value

Nissan Auto Lease Trust Series 2005-A Class A4, 5.8025% 8/15/11 (d)

$ 17,595,000

$ 17,557,435

Nomura Home Equity Loan Trust:

Series 2006-HE1 Class A1, 5.2113% 2/25/36 (d)(f)

454,299

453,731

Series 2006-HE2 Class A2, 5.2513% 3/25/36 (d)(f)

7,500,000

7,426,170

Series 2006-HE3:

Class M7, 5.9313% 7/25/36 (d)(f)

4,553,000

2,153,146

Class M8, 6.0813% 7/25/36 (d)(f)

3,193,000

952,117

Class M9, 6.9813% 7/25/36 (d)(f)

4,611,000

2,035,318

Series 2007-2 Class 2A3, 5.3213% 2/25/37 (d)(f)

11,553,000

11,092,682

Nomura Home Equity Loan, Inc. Series 2006-AF1 Class A1, 6.032% 10/25/36 (f)

3,872,723

3,875,144

NovaStar Home Equity Loan Series 2004-1 Class M1, 5.5813% 6/25/34 (d)(f)

4,025,000

3,489,933

NovaStar Home Equity Loan Trust Series 2006-2:

Class A2A, 5.1813% 6/25/36 (d)(f)

1,150,075

1,148,817

Class M1, 5.4013% 6/25/36 (d)(f)

9,100,000

7,373,985

NovaStar Mortgage Funding Trust Series 2007-1 Class A2C, 5.3113% 3/25/37 (d)(f)

13,845,000

12,808,785

Ocala Funding LLC:

Series 2005-1A Class A, 6.9963% 3/20/10 (a)(d)

3,675,000

3,583,125

Series 2006-1A Class A, 6.8963% 3/20/11 (a)(d)

8,090,000

7,119,200

Option One Mortgage Loan Trust Series 2004-3 Class M3, 5.7813% 11/25/34 (d)(f)

2,365,000

2,292,451

Ownit Mortgage Loan Asset-Backed Certificates Series 2006-2 Class A2A, 5.2113% 1/25/37 (d)(f)

2,469,870

2,460,223

Ownit Mortgage Loan Trust:

Series 2006-5 Class AC2, 5.2813% 7/25/37 (d)(f)

5,000,000

4,707,815

Series 2006-7:

Class A2C, 5.2913% 10/25/37 (d)(f)

12,205,000

11,684,384

Class M1, 5.3813% 10/25/37 (d)(f)

6,670,000

5,761,139

Park Place Securities, Inc.:

Series 2004-WCW1:

Class M1, 5.7613% 9/25/34 (d)(f)

3,745,000

3,538,497

Class M2, 5.8113% 9/25/34 (d)(f)

1,755,000

1,679,747

Class M3, 6.3813% 9/25/34 (d)(f)

3,355,000

3,136,865

Class M4, 6.5813% 9/25/34 (d)(f)

4,700,000

4,390,453

Series 2004-WCW2 Class M3, 5.6813% 7/25/35 (d)(f)

2,755,000

2,617,479

Series 2004-WHQ2 Class M1, 5.7213% 2/25/35 (d)(f)

8,000,000

7,389,344

Series 2004-WWF1:

Class M2, 5.8113% 2/25/35 (d)(f)

11,060,000

10,571,546

Class M3, 5.8713% 2/25/35 (d)(f)

1,370,000

1,311,280

Asset-Backed Securities - continued

Principal Amount

Value

Park Place Securities, Inc.: - continued

Series 2005-WCH1:

Class M2, 5.6513% 1/25/35 (d)(f)

$ 4,175,000

$ 3,985,246

Class M3, 5.6913% 1/25/35 (d)(f)

3,290,000

3,139,969

Class M4, 5.9613% 1/25/35 (d)(f)

10,150,000

9,547,120

Class M5, 6.0113% 1/25/35 (d)(f)

7,095,000

6,368,671

Series 2005-WHQ2:

Class M7, 6.3813% 5/25/35 (d)(f)

12,030,000

9,529,180

Class M9, 7.0113% 5/25/35 (d)(f)

3,475,000

1,563,750

PASA Funding Ltd. Series 2007-1A Class X, 5.6475% 4/7/17 (a)(d)

13,275,000

12,953,519

People's Choice Financial Realty Mortgage Securities Trust Series 2006-1:

Class M4, 5.4913% 9/25/36 (d)(f)

10,020,000

5,805,147

Class M5, 5.5213% 9/25/36 (d)(f)

4,995,000

2,642,605

Pinnacle Capital Asset Trust Series 2006-A Class A2, 5.37% 1/26/09 (a)

11,072,565

11,075,768

Providian Master Note Trust:

Series 2005-2 Class C2, 6.2525% 11/15/12 (a)(d)

21,450,000

21,098,220

Series 2006-C1A Class C1, 6.3025% 3/16/15 (a)(d)

24,985,000

23,946,561

Residential Asset Mortgage Products, Inc.:

Series 2003-RS9:

Class MII1, 5.7913% 10/25/33 (d)(f)

3,695,405

3,539,843

Class MII2, 6.9313% 10/25/33 (d)(f)

907,988

792,123

Series 2004-RS10 Class MII2, 6.3813% 10/25/34 (d)(f)

5,500,000

5,055,677

Series 2005-SP2 Class 1A1, 5.2813% 5/25/44 (d)(f)

596,171

595,891

Series 2007-RZ1 Class A2, 5.2913% 2/25/37 (d)

20,285,000

19,818,946

Salomon Brothers Mortgage Securities VII, Inc.Series 2003-HE1 Class A, 5.5313% 4/25/33 (d)(f)

35,133

34,337

Santander Drive Auto Receivables Trust Series 2007-1
Class A2, 5.2% 12/15/10

20,000,000

19,973,294

Saxon Asset Securities Trust:

Series 2004-1 Class M1, 5.9263% 3/25/35 (d)(f)

13,000,000

12,690,002

Series 2007-1 Class A2C, 5.2813% 2/25/37 (d)(f)

8,500,000

8,008,598

Securitized Asset Backed Receivables LLC Trust:

Series 2004-NC1 Class M1, 5.6513% 2/25/34 (d)(f)

2,878,804

2,662,448

Series 2006-NC1:

Class A2, 5.2913% 3/25/36 (d)(f)

10,000,000

9,817,190

Class M1, 5.4313% 3/25/36 (d)(f)

10,000,000

8,046,560

Series 2007-NC2:

Class A2B, 5.2713% 1/25/37 (d)(f)

9,000,000

8,478,279

Asset-Backed Securities - continued

Principal Amount

Value

Securitized Asset Backed Receivables LLC Trust: - continued

Series 2007-NC2:

Class M1, 5.3613% 1/25/37 (d)(f)

$ 6,590,000

$ 5,493,095

SG Mortgage Securities Trust Series 2006-OPT2 Class M1, 5.3713% 10/25/36 (d)(f)

12,160,000

10,858,150

Sierra Receivables Funding Co. Series 2007-1A Class A2, 5.7375% 3/20/19 (a)(d)

14,465,645

14,183,112

SLC Student Loan Trust Series 2007-1 Class C, 5.7075% 8/15/35 (d)

7,765,000

7,765,000

SLM Private Credit Student Loan Trust Series 2004-A Class C, 6.6444% 6/15/33 (d)

8,751,000

8,847,256

Soundview Home Equity Loan Trust:

Series 2006-EQ2 Class M1, 5.3613% 1/25/37 (d)(f)

14,835,000

12,627,552

Series 2006-NLC1 Class M1, 5.3813% 11/25/36 (a)(d)(f)

7,085,000

5,923,060

Sovereign Dealer Floor Plan Master LLC Series 2006-1:

Class B, 5.9325% 8/15/11 (a)(d)

10,755,000

10,483,329

Class C, 6.1325% 8/15/11 (a)(d)

4,905,000

4,713,165

Specialty Underwriting & Residential Finance Trust:

Series 2003-BC3 Class M2, 6.7313% 8/25/34 (d)(f)

3,299,354

3,103,712

Series 2003-BC4 Class M1, 5.7313% 11/25/34 (d)(f)

1,810,000

1,657,788

Series 2006-BC5 Class M1, 5.3713% 11/25/37 (d)(f)

3,335,000

2,921,854

Series 2007-BC1 Class M1, 5.3813% 1/25/38 (d)(f)

10,850,000

8,837,499

Structured Asset Corp. Trust Series 2006-BC6:

Class A4, 5.3013% 1/25/37 (d)(f)

19,340,000

18,324,650

Class M1, 5.4013% 1/25/37 (d)(f)

18,820,000

16,092,248

Structured Asset Investment Loan Trust:

Series 2003-BC9 Class M1, 5.8313% 8/25/33 (d)(f)

9,005,000

8,828,475

Series 2004-8 Class M5, 6.2813% 9/25/34 (d)(f)

2,395,000

2,277,092

Series 2005-1 Class M4, 5.8913% 2/25/35 (a)(d)(f)

3,990,000

3,800,176

Structured Asset Securities Corp.:

Series 2004-GEL1 Class A, 5.4913% 2/25/34 (d)(f)

918,801

885,638

Series 2005-5N Class 3A1A, 5.4313% 11/25/35 (d)

8,701,303

8,493,757

Series 2006-BC3:

Class M1, 5.3813% 10/25/36 (d)(f)

19,402,000

16,220,072

Class M7, 5.9313% 10/25/36 (d)(f)

10,000,000

3,620,000

Series 2006-OPT1:

Class M1, 5.4313% 4/25/36 (d)(f)

5,000,000

4,110,638

Class M2, 5.4713% 4/25/36 (d)(f)

4,000,000

3,166,400

Class M3, 5.5313% 4/25/36 (d)(f)

6,027,000

3,757,657

Series 2007-BC1 Class M1, 5.3613% 2/25/37 (d)(f)

52,512,000

42,708,430

Asset-Backed Securities - continued

Principal Amount

Value

Superior Wholesale Inventory Financing Trust:

Series 2004-A10:

Class A, 5.8525% 9/15/11 (d)

$ 33,435,000

$ 32,908,185

Class B, 6.0325% 9/15/11 (d)

27,050,000

26,221,621

Series 2007-AE1:

Class A, 5.8525% 1/15/12 (d)

6,730,000

6,555,392

Class B, 6.0525% 1/15/12 (d)

5,605,000

5,432,340

Class C, 6.3525% 1/15/12 (d)

6,965,000

6,703,892

Superior Wholesale Inventory Financing Trust VII
Series 2003-A8 Class CTFS, 6.2025% 3/15/11 (a)(d)

42,165,000

41,916,146

Superior Wholesale Inventory Financing Trust XII
Series 2005-A12:

Class A, 5.9325% 6/15/10 (d)

18,990,000

18,737,078

Class B, 6.2325% 6/15/10 (d)

8,785,000

8,746,346

Class C, 6.9525% 6/15/10 (d)

20,700,000

20,203,293

Swift Master Auto Receivables Trust Series 2007-1 Class A, 5.8525% 6/15/12 (d)

19,765,000

19,262,989

Terwin Mortgage Trust:

Series 2003-4HE Class A1, 5.5613% 9/25/34 (d)(f)

198,204

193,187

Series 2003-6HE Class A1, 5.6013% 11/25/33 (d)(f)

250,816

247,250

Series 2005-14HE Class AF1, 5.2713% 8/25/36 (d)(f)

282,773

282,685

Thornburg Mortgage Securities Trust Series 2006-6 Class A1, 5.2413% 12/25/36 (d)

34,304,643

33,875,245

Triad Auto Receivables Owner Trust:

Series 2006-B Class A2, 5.36% 11/12/09

1,586,106

1,586,396

Series 2006-C Class A2, 5.4% 1/12/10

10,015,621

10,016,946

Turquoise Card Backed Securities PLC:

Series 2006-1A Class C, 6.0825% 5/16/11 (a)(d)

17,300,000

16,691,040

Series 2006-2:

Class B, 5.9025% 10/17/11 (d)

23,555,000

22,982,614

Class C, 6.1025% 10/17/11 (d)

22,130,000

21,176,197

Series 2007-1 Class C, 6.1225% 6/15/12 (d)

25,235,000

24,328,130

UPFC Auto Receivables Trust:

Series 2006-A Class A2, 5.46% 6/15/09

1,381,035

1,380,808

Series 2007-A Class A2, 5.46% 6/15/10

17,755,000

17,784,788

Wachovia Auto Loan Owner Trust Series 2006-1 Class A2, 5.28% 4/20/10 (a)

12,139,110

12,132,224

Wachovia Bank Commercial Mortgage Trust Series 2007-WHL8 Class LXR2, 6.5525% 6/15/20 (d)

13,927,722

13,454,604

WaMu Asset Holdings Corp. Series 2006-8 Class N1, 6.048% 10/25/46 (a)(f)

5,214,761

2,607,380

Asset-Backed Securities - continued

Principal Amount

Value

WaMu Asset-Backed Certificates:

Series 2006-HE3:

Class M4, 5.5113% 10/25/36 (d)(f)

$ 3,542,000

$ 2,226,576

Class M7, 5.9313% 10/25/36 (d)(f)

2,564,000

1,117,191

Series 2006-HE5 Class M1, 5.3813% 10/25/36 (d)(f)

16,630,000

14,554,543

WaMu Master Note Trust:

Series 2006-A3A Class A3, 5.7825% 9/16/13 (a)(d)

34,760,000

34,237,773

Series 2006-C2A Class C2, 6.2525% 8/15/15 (a)(d)

48,150,000

42,906,176

Series 2006-C3A Class C3A, 6.1325% 10/15/13 (a)(d)

33,700,000

32,910,460

Series 2007-C1 Class C1, 6.1525% 5/15/14 (a)(d)

29,325,000

27,506,264

Wells Fargo Home Equity Trust Series 2004-3 Class A, 4.5% 11/27/34 (a)(f)

44,512

0

WFS Financial Owner Trust Series 2005-1 Class C, 3.82% 8/17/12

924,140

913,022

Whinstone Capital Management Ltd. Series 1A Class B3, 6.255% 10/25/44 (a)(d)

27,331,734

26,782,366

World Omni Auto Receivables Trust Series 2007-B Class A2B, 5.8225% 2/16/10 (d)

3,525,000

3,525,000

TOTAL ASSET-BACKED SECURITIES

(Cost $5,256,054,065)

4,873,346,938

Collateralized Mortgage Obligations - 17.0%

Private Sponsor - 16.0%

ACE Securities Corp. Home Equity Loan Trust floater
Series 2007-WM1:

Class A2C, 5.3013% 11/25/36 (c)(d)(f)

9,016,000

8,527,162

Class M1, 5.3813% 11/25/36 (d)(f)

8,781,000

7,200,420

American Home Mortgage Assets Trust floater Series 2006-1 Class 2A1, 5.3213% 5/25/46 (d)

7,406,847

7,236,989

American Home Mortgage Investment Trust floater
Series 2005-4 Class 1A1, 5.4213% 3/25/35 (d)

8,117,062

7,875,588

Argent Securities, Inc. floater Series 2006-W5:

Class M1, 5.4213% 6/25/36 (d)(f)

3,000,000

2,503,386

Class M2, 5.4413% 6/25/36 (d)(f)

4,000,000

3,138,188

Class M3, 5.4613% 6/25/36 (d)(f)

2,000,000

1,510,424

Class M4, 5.5013% 6/25/36 (d)(f)

2,000,000

1,217,700

Arkle Master Issuer PLC floater:

Series 2006-1A:

Class 1C, 5.77% 2/17/52 (a)(d)

6,275,000

6,251,469

Class 3C, 5.91% 2/17/52 (a)(d)

4,605,000

4,455,959

Collateralized Mortgage Obligations - continued

Principal Amount

Value

Private Sponsor - continued

Arkle Master Issuer PLC floater: - continued

Series 2006-2A:

Class 1B, 5.6% 2/17/52 (a)(d)

$ 5,185,000

$ 5,161,708

Class 1C, 5.76% 2/17/52 (a)(d)

6,225,000

6,173,692

Class 1M, 5.67% 2/17/52 (a)(d)

2,590,000

2,579,074

Class 2B, 5.64% 2/17/52 (a)(d)

16,205,000

15,812,536

Class 2C, 5.9% 2/17/52 (a)(d)

19,805,000

18,984,176

Class 2M, 5.72% 2/17/52 (a)(d)

11,020,000

10,770,758

Series 2007-1A Class 1C, 5.78% 2/17/52 (a)(c)(d)

31,310,000

30,697,383

Arran Residential Mortgages Funding No. 1 PLC floater
Series 2006-1A Class DB, 5.79% 4/12/56 (a)(d)

11,365,000

10,753,107

Banc of America Mortgage Securities, Inc.:

Series 2003-K Class 1A1, 6.0108% 12/25/33 (d)

953,622

961,882

Series 2004-B Class 1A1, 6.0362% 3/25/34 (d)

1,184,816

1,182,414

Series 2004-C Class 1A1, 5.9228% 4/25/34 (d)

2,825,748

2,816,286

Bear Stearns Adjustable Rate Mortgage Trust floater
Series 2005-6 Class 1A1, 5.0858% 8/25/35 (d)

10,495,789

10,422,774

Bear Stearns Alt-A Trust floater:

Series 2005-1 Class A1, 5.4113% 1/25/35 (d)

37,706,192

37,541,156

Series 2005-2 Class 1A1, 5.3813% 3/25/35 (d)

5,652,884

5,606,511

Series 2005-5 Class 1A1, 5.3513% 7/25/35 (d)

7,195,154

7,151,558

Citigroup Mortgage Loan Trust Series 2004-UST1
Class A3, 4.2294% 8/25/34 (d)

41,996,444

41,500,407

Countrywide Alternative Loan Trust:

floater Series 2006-OA16 Class A1A, 5.2013% 9/25/46 (d)

2,368,947

2,367,123

planned amortization class Series 2003-5T2 Class A2, 5.5313% 5/25/33 (d)

1,314,414

1,312,930

Credit Suisse First Boston Adjustable Rate Mortgage Trust floater:

Series 2004-1 Class 9A2, 5.5313% 1/25/34 (d)

697,894

683,404

Series 2004-2 Class 7A3, 5.5313% 2/25/35 (d)

1,739,393

1,736,011

Series 2004-4 Class 5A2, 5.5313% 3/25/35 (d)

512,564

501,055

Series 2005-1 Class 5A2, 5.4613% 5/25/35 (d)

6,416,530

6,228,512

Series 2005-10:

Class 5A1, 5.3913% 1/25/36 (d)

7,196,409

6,976,315

Class 5A2, 5.4513% 1/25/36 (d)

3,238,384

3,191,247

Series 2005-2:

Class 6A2, 5.4113% 6/25/35 (d)

1,623,816

1,577,066

Class 6M2, 5.6113% 6/25/35 (c)(d)

10,145,000

10,106,732

Series 2005-3 Class 8A2, 5.3713% 7/25/35 (d)

5,890,619

5,789,700

Series 2005-4 Class 7A2, 5.3613% 8/25/35 (d)

1,953,871

1,926,882

Series 2005-8 Class 7A2, 5.4113% 11/25/35 (d)

4,291,865

4,195,727

Collateralized Mortgage Obligations - continued

Principal Amount

Value

Private Sponsor - continued

Credit Suisse First Boston Mortgage Securities Corp. floater:

Series 2004-AR2 Class 6A1, 5.5313% 3/25/34 (d)

$ 237,665

$ 236,465

Series 2004-AR3 Class 6A2, 5.5013% 4/25/34 (d)

570,190

568,491

Series 2004-AR4 Class 5A2, 5.5013% 5/25/34 (d)

294,418

294,499

Series 2004-AR5 Class 11A2, 5.5013% 6/25/34 (d)

417,257

412,491

Series 2004-AR6 Class 9A2, 5.5013% 10/25/34 (d)

2,149,255

2,149,297

Series 2004-AR7 Class 6A2, 5.5113% 8/25/34 (d)

815,183

815,274

Series 2004-AR8 Class 8A2, 5.5113% 9/25/34 (d)

346,313

346,242

CWALT, Inc. floater Series 2005-56 Class 3A1, 5.4213% 11/25/35 (d)

2,501,480

2,448,553

Deutsche Alt-A Securities Mortgage Loan Trust floater
Series 2007-BAR1 Class A3, 5.2913% 3/25/37 (d)

23,625,000

23,342,601

DSLA Mortgage Loan Trust Series 2006-AR2 Class 2AB1, 5.5925% 9/19/36 (d)

8,672,750

8,604,714

DT Auto Owner Trust sequential payer Series 2007-A
Class A2, 5.53% 8/15/10 (a)

27,280,000

27,207,538

First Franklin Mortgage Loan Trust floater Series 2006-FF13:

Class M7, 5.8813% 10/25/36 (d)(f)

11,342,000

3,569,781

Class M8, 6.0813% 10/25/36 (d)(f)

4,935,000

1,416,296

First Horizon Mortgage pass-thru Trust floater Series 2004-FL1 Class 2A1, 5.6934% 12/25/34 (d)

506,372

501,878

Fosse Master Issuer PLC floater Series 2006-1A:

Class A1, 5.6438% 10/18/31 (a)(d)

6,804,455

6,785,317

Class B1, 5.45% 10/18/54 (a)(d)

8,520,000

8,437,463

Class B2, 5.52% 10/18/54 (a)(d)

19,660,000

18,962,070

Class C2, 5.83% 10/18/54 (a)(d)

6,590,000

5,967,908

Class M1, 5.53% 10/18/54 (a)(d)

4,915,000

4,870,458

Class M2, 5.61% 10/18/54 (a)(d)

11,300,000

10,933,236

Gracechurch Mortgage Financing PLC floater
Series 2006-1:

Class A4, 5.56% 11/20/56 (a)(d)

53,320,000

52,584,184

Class D2, 5.98% 11/20/56 (a)(d)

19,270,000

18,050,594

Gracechurch Mortgage Funding PLC floater
Series 1A:

Class A2B, 5.43% 10/11/41 (a)(d)

23,036,809

22,770,503

Class CB, 5.63% 10/11/41 (a)(d)

2,100,000

2,018,247

Class DB, 5.82% 10/11/41 (a)(d)

21,420,000

20,049,405

Collateralized Mortgage Obligations - continued

Principal Amount

Value

Private Sponsor - continued

Granite Master Issuer PLC floater:

Series 2005-1:

Class A3, 5.6675% 12/21/24 (d)

$ 12,276,250

$ 12,278,939

Class A4, 5.6875% 12/20/54 (d)

68,495,000

67,473,921

Series 2005-2 Class C1, 6.01% 12/20/54 (d)

20,975,000

18,625,805

Series 2005-4 Class A3, 5.58% 12/20/54 (d)

32,406,121

32,278,441

Series 2006-1A:

Class A5, 5.58% 12/20/54 (a)(d)

9,000,000

8,901,825

Class C2, 6.11% 12/20/54 (a)(d)

55,570,000

47,786,456

Series 2006-2 Class C1, 5.83% 12/20/54 (d)

36,815,000

32,369,950

Series 2006-3 Class C2, 5.86% 12/20/54 (d)

7,730,000

6,706,769

Series 2006-4:

Class B1, 5.6775% 12/20/54 (d)

20,680,000

20,411,872

Class C1, 5.9675% 12/20/54 (d)

12,645,000

11,303,328

Class M1, 5.7575% 12/20/54 (d)

5,445,000

5,086,412

Series 2007-1:

Class 1C1, 5.8875% 12/20/54 (d)

12,775,000

11,408,202

Class 1M1, 5.7375% 12/20/54 (d)

8,310,000

7,760,837

Class 2B1, 5.7075% 12/20/54 (d)

8,860,000

8,594,200

Class 2C1, 6.0175% 12/20/54 (d)

5,830,000

4,999,225

Class 2M1, 5.8375% 12/20/54 (d)

10,670,000

9,282,900

Series 2007-2 Class 2C1, 5.79% 12/17/54 (d)

14,785,000

12,573,435

Granite Mortgages PLC floater:

Series 2003-1 Class 1C, 6.81% 1/20/43 (d)

9,785,000

8,771,630

Series 2003-3 Class 1C, 6.81% 1/20/44 (d)

4,590,000

4,067,890

Series 2004-3 Class 2A1, 5.7275% 9/20/44 (d)

9,016,772

8,935,845

GSAMP Trust floater Series 2006-HE3 Class M2, 5.4313% 5/25/36 (d)(f)

10,800,000

8,874,166

Harborview Mortgage Loan Trust floater Series 2005-2
Class 2A1A, 5.7225% 5/19/35 (d)

3,895,767

3,814,804

Holmes Financing No. 10 PLC floater Series 10A:

Class 2A, 5.39% 7/15/40 (a)(d)

9,360,000

9,342,459

Class 2C, 5.71% 7/15/40 (a)(d)

10,255,000

10,141,170

Holmes Financing No. 9 PLC floater Class 2A, 5.42% 7/15/13 (d)

47,220,000

46,891,704

Home Equity Loan Trust floater Series 2007-FRE1 Class 2AV1, 5.2613% 4/25/37 (d)(f)

16,984,469

16,902,196

Homestar Mortgage Acceptance Corp. floater Series 2004-5 Class A1, 5.5813% 10/25/34 (d)

1,253,222

1,251,536

HSI Asset Securitization Corp. Trust floater Series 2007-OPT1 Class M1, 5.3613% 12/25/36 (d)(f)

10,960,000

9,351,138

Collateralized Mortgage Obligations - continued

Principal Amount

Value

Private Sponsor - continued

Impac CMB Trust floater:

Series 2004-11 Class 2A2, 5.5013% 3/25/35 (d)

$ 2,471,258

$ 2,434,675

Series 2004-6 Class 1A2, 5.5213% 10/25/34 (d)

796,367

787,125

Series 2005-1:

Class M1, 5.5913% 4/25/35 (d)

1,673,794

1,623,952

Class M2, 5.6313% 4/25/35 (d)

2,923,666

2,785,965

Class M3, 5.6613% 4/25/35 (d)

477,108

452,231

Class M4, 5.8813% 4/25/35 (d)

281,573

216,811

Class M5, 5.9013% 4/25/35 (d)

281,573

211,180

Class M6, 5.9513% 4/25/35 (d)

450,513

315,359

Series 2005-2 Class 1A2, 5.4413% 4/25/35 (d)

8,264,069

8,126,318

Series 2005-3 Class A1, 5.3713% 8/25/35 (d)

5,539,743

5,441,992

Series 2005-4 Class 1B1, 6.805% 5/25/35 (d)

1,791,556

1,455,919

Series 2005-6 Class 1M3, 5.7413% 10/25/35 (d)

1,605,167

1,611,712

Series 2005-7:

Class M1, 5.6113% 11/25/35 (d)

1,046,949

1,013,212

Class M2, 5.6513% 11/25/35 (d)

785,953

752,812

Class M3, 5.7513% 11/25/35 (d)

3,923,833

3,021,351

Class M4, 5.7913% 11/25/35 (d)

1,879,762

1,409,821

JPMorgan Mortgage Trust Series 2005-A8 Class 2A3, 4.9512% 11/25/35 (d)

2,155,000

2,115,843

Kildare Securities Ltd. floater Series 2007-1 Class A2, 5.7838% 12/10/43 (a)(d)

14,660,000

14,594,223

Lehman Structured Securities Corp. floater Series 2005-1
Class A2, 5.895% 9/26/45 (a)(d)

5,132,346

5,127,062

Lehman XS Trust floater:

Series 2006-12N Class A1A1, 5.2113% 8/25/46 (d)

9,315,123

9,243,601

Series 2006-GP1 Class A1, 5.2213% 5/25/46 (d)

6,467,294

6,440,814

MASTR Adjustable Rate Mortgages Trust floater Series 2005-1 Class 1A1, 5.4013% 3/25/35 (d)

814,781

812,159

MASTR Asset Backed Securities Trust floater Series 2007-HE1 Class M1, 5.4313% 5/25/37 (d)(f)

4,860,000

3,989,360

Merrill Lynch Floating Trust floater Series 2006-1:

Class B, 5.9225% 6/15/22 (a)(d)

1,350,000

1,341,832

Class C, 5.9425% 6/15/22 (a)(d)

8,760,000

8,707,903

Class D, 5.9525% 6/15/22 (a)(d)

3,370,000

3,350,305

Class E, 5.9625% 6/15/22 (a)(d)

5,390,000

5,312,852

Class F, 5.9925% 6/15/22 (a)(d)

9,720,000

9,526,688

Class G, 6.0625% 6/15/22 (a)(d)

2,020,000

1,963,442

Class H, 6.0825% 6/15/22 (a)(d)

4,045,000

3,904,694

Class J, 6.1225% 6/15/22 (a)(d)

4,720,000

4,528,406

Class TM, 6.2525% 6/15/22 (a)(d)

46,194,375

46,448,218

Collateralized Mortgage Obligations - continued

Principal Amount

Value

Private Sponsor - continued

Merrill Lynch Mortgage Investors Trust floater:

Series 2003-A Class 2A1, 5.5213% 3/25/28 (d)

$ 2,024,408

$ 1,978,976

Series 2003-B Class A1, 5.4713% 4/25/28 (d)

2,233,440

2,169,224

Series 2003-D Class A, 5.4413% 8/25/28 (d)

1,989,924

1,961,228

Series 2003-E Class A2, 5.7613% 10/25/28 (d)

3,682,846

3,635,642

Series 2003-F Class A2, 5.7713% 10/25/28 (d)

2,972,151

2,946,249

Series 2004-A Class A2, 5.345% 4/25/29 (d)

2,834,704

2,803,692

Series 2004-B Class A2, 5.65% 6/25/29 (d)

3,012,006

2,989,243

Series 2004-C Class A2, 5.68% 7/25/29 (d)

2,755,545

2,733,035

Series 2004-D Class A2, 5.455% 9/25/29 (d)

2,311,304

2,299,393

Series 2004-E:

Class A2B, 5.455% 11/25/29 (d)

5,171,553

5,118,576

Class A2D, 5.645% 11/25/29 (d)

468,777

466,389

Series 2004-G Class A2, 5.6934% 11/25/29 (d)

2,473,380

2,451,428

Series 2005-A Class A2, 5.6813% 2/25/30 (d)

2,867,555

2,814,625

Series 2005-B Class A2, 5.61% 7/25/30 (d)

7,417,255

7,305,527

Series 2006-MLN1 Class M4, 5.4913% 7/25/37 (d)(f)

9,575,000

5,302,444

Morgan Stanley ABS Capital I floater Series 2007-NC2 Class M1, 5.5013% 2/25/37 (d)(f)

7,645,000

6,215,263

MortgageIT Trust floater:

Series 2004-2:

Class A1, 5.5013% 12/25/34 (d)

2,803,863

2,789,350

Class A2, 5.5813% 12/25/34 (d)

3,793,164

3,780,563

Series 2005-2 Class 1A1, 5.3913% 5/25/35 (d)

2,850,727

2,820,602

Nomura Home Equity Loan, Inc. floater Series 2006-FM2:

Class M1, 5.4213% 7/25/36 (d)(f)

21,055,000

17,976,927

Class M7, 5.9313% 7/25/36 (d)(f)

5,710,000

2,067,020

Opteum Mortgage Acceptance Corp. floater:

Series 2005-3 Class APT, 5.4213% 7/25/35 (d)

27,493,633

27,361,334

Series 2005-5 Class 1A1B, 5.3313% 12/25/35 (d)

7,595,000

7,556,357

Option One Mortgage Loan Trust floater Series 2007-CP1 Class M1, 5.4313% 3/25/37 (d)(f)

16,810,000

13,949,728

Permanent Financing No. 3 PLC floater Series 2006-3
Class 3A, 5.9038% 9/10/33 (d)

48,844,000

48,822,509

Permanent Financing No. 5 PLC floater Series 3 Class C, 6.5438% 6/10/42 (d)

10,700,000

10,504,318

Permanent Financing No. 6 PLC floater Series 6 Class 2C, 6.1738% 6/10/42 (d)

5,350,000

5,329,235

Permanent Financing No. 8 PLC floater:

Class 2A, 5.7938% 6/10/14 (d)

50,005,000

49,965,246

Class 2C, 6.1238% 6/10/42 (d)

25,555,000

25,342,101

Collateralized Mortgage Obligations - continued

Principal Amount

Value

Private Sponsor - continued

Permanent Financing No. 8 PLC floater: - continued

Class 3C, 6.2438% 6/10/42 (d)

$ 14,115,000

$ 13,651,873

Permanent Financing No. 9 PLC floater:

Series 2006-9A Class 3A, 5.8238% 6/10/33 (a)(d)

42,330,000

41,872,667

Series 9A:

Class 2C, 6.1038% 6/10/42 (a)(d)

5,665,000

5,544,187

Class 3C, 6.2238% 6/10/42 (a)(d)

4,880,000

4,660,600

Permanent Master Issuer PLC floater:

Series 2006-1:

Class 1C, 5.56% 7/17/42 (d)

6,835,000

6,836,596

Class 2C, 5.76% 7/17/42 (d)

25,200,000

24,433,686

Series 2007-1 Class 4A, 5.44% 10/15/33 (d)

58,330,000

57,523,296

RESI Finance LP/RESI Finance DE Corp. floater:

Series 2003-B:

Class B4, 7.57% 7/10/35 (a)(d)

11,511,971

11,563,457

Class B5, 8.17% 7/10/35 (a)(d)

10,867,301

10,870,697

Series 2003-CB1 Class B3, 7.27% 6/10/35 (a)(d)

10,327,370

10,280,470

Series 2004-A:

Class B4, 7.02% 2/10/36 (a)(d)

5,672,325

5,620,428

Class B5, 7.52% 2/10/36 (a)(d)

3,781,550

3,719,159

Series 2004-B:

Class B4, 6.92% 2/10/36 (a)(d)

2,461,242

2,374,332

Class B5, 7.37% 2/10/36 (a)(d)

1,798,600

1,693,383

Class B6, 7.82% 2/10/36 (a)(d)

567,979

527,530

Series 2004-C:

Class B4, 6.77% 9/10/36 (a)(d)

3,155,293

3,021,800

Class B5, 7.17% 9/10/36 (a)(d)

3,537,752

3,302,607

Class B6, 7.57% 9/10/36 (a)(d)

669,304

615,943

Residential Accredit Loans, Inc. floater Series 2006-QO7 Class 3A1, 5.2313% 9/25/46 (d)

17,600,051

17,490,051

Residential Asset Mortgage Products, Inc.:

sequential payer Series 2003-SL1 Class A31, 7.125% 4/25/31

2,393,722

2,430,170

Series 2005-AR5 Class 1A1, 4.7763% 9/19/35 (d)

3,001,024

2,976,199

Residential Funding Securities Corp. floater Series 2003-RP2 Class A1, 5.5813% 6/25/33 (a)(d)(f)

3,651,549

3,567,107

ResMAE Mortgage Loan Trust floater Series 2006-1 Class A2A, 5.2313% 2/25/36 (a)(d)(f)

4,051,356

4,005,779

Securitized Asset Backed Receivables LLC Trust floater Series 2006-FR3 Class A1, 5.1813% 5/25/36 (d)(f)

1,424,396

1,420,167

Collateralized Mortgage Obligations - continued

Principal Amount

Value

Private Sponsor - continued

Sequoia Mortgage Trust floater:

Series 2003-5 Class A2, 5.72% 9/20/33 (d)

$ 4,615,722

$ 4,615,978

Series 2004-1 Class A, 5.6825% 2/20/34 (d)

1,424,723

1,405,565

Series 2004-10 Class A4, 5.7006% 11/20/34 (d)

2,199,099

2,184,771

Series 2004-12 Class 1A2, 5.69% 1/20/35 (d)

7,268,328

7,174,997

Series 2004-3 Class A, 5.5706% 5/20/34 (d)

2,105,860

2,096,619

Series 2004-4 Class A, 5.6206% 5/20/34 (d)

7,705,421

7,575,285

Series 2004-5 Class A3, 5.6409% 6/20/34 (d)

2,870,157

2,851,150

Series 2004-6:

Class A3A, 5.6975% 6/20/35 (d)

2,382,055

2,368,296

Class A3B, 5.84% 7/20/34 (d)

195,037

193,710

Series 2004-7:

Class A3A, 5.7038% 8/20/34 (d)

2,495,129

2,486,554

Class A3B, 5.9288% 7/20/34 (d)

307,431

306,844

Series 2004-8 Class A2, 5.755% 9/20/34 (d)

5,676,445

5,636,862

Series 2005-1 Class A2, 5.6325% 2/20/35 (d)

4,092,763

3,978,995

Series 2005-2 Class A2, 5.6288% 3/20/35 (d)

6,097,484

6,028,023

Series 2005-3 Class A1, 5.52% 5/20/35 (d)

2,421,721

2,391,358

Soundview Home Equity Loan Trust floater Series 2006-EQ1:

Class M2, 5.4513% 9/25/36 (d)(f)

6,015,000

4,839,374

Class M7, 5.9313% 9/25/36 (d)(f)

3,090,000

1,226,199

Structured Adjustable Rate Mortgage Loan Trust floater
Series 2001-14 Class A1, 5.4413% 7/25/35 (d)

16,013,690

15,723,312

Structured Asset Securities Corp. floater:

Series 2004-NP1 Class A, 5.5313% 9/25/33 (a)(d)

848,506

834,236

Series 2006-BC5 Class M1, 5.3713% 12/25/36 (d)(f)

30,560,000

26,147,992

Series 2007-GEL1 Class A2, 5.3213% 1/25/37 (a)(d)(f)

9,000,000

8,637,192

Series 2007-MLN1 Class M1, 5.4813% 1/25/37 (a)(d)(f)

6,730,000

5,572,427

TBW Mortgage-Backed pass-thru certificates floater
Series 2006-4 Class A3, 5.3213% 9/25/36 (d)

21,260,000

21,096,585

Thornburg Mortgage Securities Trust floater:

Series 2004-3 Class A, 5.5013% 9/25/34 (d)

9,647,932

9,628,474

Series 2005-3:

Class A2, 5.3713% 10/25/35 (d)

8,982,926

8,961,204

Class A4, 5.4013% 10/25/35 (d)

51,712,945

51,521,348

Wachovia Mortgage Loan Trust LLC Series 2005-B Class 2A4, 5.1677% 10/20/35 (d)

1,720,000

1,711,400

WaMu Mortgage pass-thru certificates floater:

Series 2005-AR6 Class 2A-1A, 5.3613% 4/25/45 (d)

1,905,513

1,868,256

Collateralized Mortgage Obligations - continued

Principal Amount

Value

Private Sponsor - continued

WaMu Mortgage pass-thru certificates floater: - continued

Series 2006-AR11 Class C1B1, 5.2113% 9/25/46 (d)

$ 6,012,044

$ 5,997,436

Series 2006-AR5 Class A1B1, 5.2113% 6/25/46 (d)

939,367

938,483

Series 2006-AR7 Class C1B1, 5.1913% 7/25/46 (d)

3,138,686

3,126,456

Wells Fargo Mortgage Backed Securities Trust
Series 2005-AR12 Class 2A1, 4.3184%
7/25/35 (d)

10,780,522

10,716,823

TOTAL PRIVATE SPONSOR

1,894,524,420

U.S. Government Agency - 1.0%

Fannie Mae:

floater:

Series 2000-38 Class F, 6.1138% 11/18/30 (d)

563,570

565,890

Series 2000-40 Class FA, 5.6313% 7/25/30 (d)

1,272,922

1,277,279

Series 2002-89 Class F, 5.4313% 1/25/33 (d)

1,883,866

1,878,330

planned amortization class Series 2003-24 Class PB, 4.5% 12/25/12 (c)

2,309,307

2,300,400

target amortization class Series G94-2 Class D, 6.45% 1/25/24

2,287,442

2,343,442

Fannie Mae subordinate REMIC pass-thru certificates
floater:

Series 2001-34 Class FR, 6.0138% 8/18/31 (d)

1,454,335

1,458,220

Series 2001-38 Class QF, 6.1113% 8/25/31 (d)

5,302,118

5,413,464

Series 2001-44 Class FB, 5.4313% 9/25/31 (d)

1,199,188

1,197,997

Series 2001-46 Class F, 6.0138% 9/18/31 (d)

3,453,660

3,461,614

Series 2002-11 Class QF, 5.6313% 3/25/32 (d)

2,515,193

2,522,219

Series 2002-17 Class JF, 6.1313% 4/25/32 (d)

5,776,433

5,899,202

Series 2002-36 Class FT, 5.6313% 6/25/32 (d)

847,895

849,835

Series 2002-64 Class FE, 5.9638% 10/18/32 (d)

1,160,823

1,161,864

Series 2002-65 Class FA, 5.4313% 10/25/17 (d)

335,937

336,364

Series 2002-74 Class FV, 5.5813% 11/25/32 (d)

4,672,136

4,682,800

Series 2002-77 Class FY, 5.5313% 12/25/17 (d)

15,799,669

15,848,966

Series 2003-11:

Class DF, 5.5813% 2/25/33 (d)

1,590,621

1,592,243

Class EF, 5.5813% 2/25/33 (d)

764,170

765,399

Series 2003-119 Class FK, 5.6313% 5/25/18 (d)

2,500,000

2,519,297

Series 2003-131 Class FM, 5.5313% 12/25/29 (d)

1,994,453

2,000,022

Series 2003-63 Class F1, 5.4313% 11/25/27 (d)

3,374,510

3,367,077

Collateralized Mortgage Obligations - continued

Principal Amount

Value

U.S. Government Agency - continued

Freddie Mac floater:

Series 2510 Class FE, 6.1525% 10/15/32 (d)

$ 3,679,657

$ 3,684,201

Series 3033 Class TF, 0% 9/15/35 (d)

573,374

529,602

Freddie Mac Manufactured Housing participation certificates guaranteed floater Series 2338 Class FJ, 5.9525% 7/15/31 (d)

3,056,808

3,051,163

Freddie Mac Multi-class participation certificates guaranteed:

floater:

Series 2395 Class FA, 6.3525% 6/15/29 (d)

703,075

708,317

Series 2453 Class NF, 6.1525% 2/15/17 (d)

13,270,291

13,314,227

Series 2474 Class FJ, 6.1025% 7/15/17 (d)

2,466,410

2,474,578

Series 2526 Class FC, 6.1525% 11/15/32 (d)

1,329,954

1,332,664

Series 2538 Class FB, 6.1525% 12/15/32 (d)

4,110,299

4,113,367

Series 2551 Class FH, 6.2025% 1/15/33 (d)

1,577,888

1,580,728

Series 2554 Class FJ, 6.2025% 3/15/28 (d)

6,984,410

7,013,664

Series 2732 Class JF, 6.2525% 11/15/33 (d)

3,876,987

3,891,014

Series 2861:

Class GF, 6.0525% 1/15/21 (d)

2,589,302

2,593,260

Class JF, 6.0525% 4/15/17 (d)

4,497,118

4,507,022

Series 3066 Class HF, 0% 1/15/34 (d)

244,656

250,753

Series 3094 Class UF, 0% 9/15/34 (d)

888,586

861,893

planned amortization class:

Series 2136 Class PE, 6% 1/15/28 (c)

1,985,395

1,984,654

Series 2776 Class UJ, 4.5% 5/15/20 (e)

654,631

2,982

Ginnie Mae guaranteed REMIC pass-thru securities floater:

Series 2001-46 Class FB, 6.1025% 5/16/23 (d)

1,667,925

1,669,781

Series 2001-50 Class FV, 5.9525% 9/16/27 (d)

5,312,662

5,303,320

Series 2002-24 Class FX, 6.3025% 4/16/32 (d)

1,415,740

1,423,430

Series 2002-31 Class FW, 6.1525% 6/16/31 (d)

1,941,737

1,944,657

TOTAL U.S. GOVERNMENT AGENCY

123,677,201

TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS

(Cost $2,112,515,075)

2,018,201,621

Commercial Mortgage Securities - 12.3%

Banc of America Large Loan, Inc. floater:

Series 2003-BBA2 Class K, 8.3525% 11/15/15 (a)(d)

1,085,092

1,086,951

Series 2005-MIB1:

Class B, 6.0125% 3/15/22 (a)(d)

6,455,500

6,424,464

Class C, 6.0625% 3/15/22 (a)(d)

4,095,000

4,074,541

Commercial Mortgage Securities - continued

Principal Amount

Value

Banc of America Large Loan, Inc. floater: - continued

Series 2005-MIB1:

Class D, 6.1125% 3/15/22 (a)(d)

$ 4,145,000

$ 4,095,280

Class E, 6.1525% 3/15/22 (a)(d)

3,205,000

3,145,237

Class F, 6.2225% 3/15/22 (a)(d)

4,035,000

3,960,923

Class G, 6.2825% 3/15/22 (a)(d)

2,615,000

2,554,679

Series 2006-BIX1:

Class A1, 5.8225% 10/15/19 (a)(d)

1,445,103

1,444,334

Class A2, 5.8625% 10/15/19 (a)(d)

2,500,000

2,492,430

Class B, 5.8925% 10/15/19 (a)(d)

2,445,000

2,432,398

Class C, 5.9325% 10/15/19 (a)(d)

5,500,000

5,452,631

Class D, 5.9625% 10/15/19 (a)(d)

6,720,000

6,638,978

Class E, 5.9925% 10/15/19 (a)(d)

6,490,000

6,410,089

Class F, 6.0625% 10/15/19 (a)(d)

10,705,000

10,539,728

Class G, 6.0825% 10/15/19 (a)(d)

7,300,000

7,164,540

Class JCA, 6.3525% 10/15/19 (a)(d)

839,715

818,027

Class JCP, 6.2525% 10/15/19 (a)(d)

677,308

660,379

Class KCA, 6.4025% 10/15/19 (a)(d)

575,306

563,497

Class KCP, 6.3025% 10/15/19 (a)(d)

985,475

962,935

Class LCA, 6.5025% 10/15/19 (a)(d)

669,460

655,724

Class LCP, 6.4025% 10/15/19 (a)(d)

3,645,786

3,570,949

Bayview Commercial Asset Trust floater:

Series 2003-2:

Class A, 5.7113% 12/25/33 (a)(d)

6,208,102

6,108,909

Class M1, 5.9813% 12/25/33 (a)(d)

1,010,269

1,008,686

Series 2004-1:

Class A, 5.4913% 4/25/34 (a)(d)

13,222,886

13,200,160

Class B, 7.0313% 4/25/34 (a)(d)

1,455,731

1,440,491

Class M1, 5.6913% 4/25/34 (a)(d)

1,213,109

1,207,801

Class M2, 6.3313% 4/25/34 (a)(d)

1,091,798

1,085,657

Series 2004-2:

Class A, 5.5613% 8/25/34 (a)(d)

13,433,645

13,404,259

Class M1, 5.7113% 8/25/34 (a)(d)

2,422,659

2,406,760

Series 2004-3:

Class A1, 5.5013% 1/25/35 (a)(d)

22,125,439

22,004,441

Class A2, 5.5513% 1/25/35 (a)(d)

3,129,652

3,103,734

Class M1, 5.6313% 1/25/35 (a)(d)

3,743,872

3,688,299

Class M2, 6.1313% 1/25/35 (a)(d)

2,420,850

2,371,298

Series 2005-2A:

Class A1, 5.4413% 8/25/35 (a)(d)

13,784,612

13,731,859

Class M1, 5.5613% 8/25/35 (a)(d)

943,406

920,410

Class M2, 5.6113% 8/25/35 (a)(d)

1,552,991

1,506,402

Commercial Mortgage Securities - continued

Principal Amount

Value

Bayview Commercial Asset Trust floater: - continued

Series 2005-2A:

Class M3, 5.6313% 8/25/35 (a)(d)

$ 859,951

$ 822,597

Class M4, 5.7413% 8/25/35 (a)(d)

791,010

748,246

Series 2005-3A:

Class A1, 5.4513% 11/25/35 (a)(d)

7,066,303

6,953,562

Class A2, 5.5313% 11/25/35 (a)(d)

4,840,666

4,765,030

Class M1, 5.5713% 11/25/35 (a)(d)

687,161

658,815

Class M2, 5.6213% 11/25/35 (a)(d)

965,843

931,284

Class M3, 5.6413% 11/25/35 (a)(d)

862,768

817,473

Class M4, 5.7313% 11/25/35 (a)(d)

1,076,552

990,428

Series 2005-4A:

Class A2, 5.5213% 1/25/36 (a)(d)

17,076,633

16,748,443

Class B1, 6.5313% 1/25/36 (a)(d)

1,383,539

1,297,068

Class M1, 5.5813% 1/25/36 (a)(d)

5,471,154

5,334,375

Class M2, 5.6013% 1/25/36 (a)(d)

1,657,926

1,602,230

Class M3, 5.6313% 1/25/36 (a)(d)

2,376,636

2,288,255

Class M4, 5.7413% 1/25/36 (a)(d)

1,243,444

1,181,078

Class M5, 5.7813% 1/25/36 (a)(d)

1,243,444

1,175,249

Class M6, 5.8313% 1/25/36 (a)(d)

1,326,340

1,244,066

Series 2006-1:

Class A2, 5.4913% 4/25/36 (a)(d)

2,706,629

2,661,190

Class M1, 5.5113% 4/25/36 (a)(d)

827,026

792,911

Class M2, 5.5313% 4/25/36 (a)(d)

873,807

828,751

Class M3, 5.5513% 4/25/36 (a)(d)

751,841

705,791

Class M4, 5.6513% 4/25/36 (a)(d)

426,043

396,220

Class M5, 5.6913% 4/25/36 (a)(d)

413,513

369,060

Class M6, 5.7713% 4/25/36 (a)(d)

910,563

783,085

Series 2006-2A:

Class A1, 5.3613% 7/25/36 (a)(d)

24,611,069

24,155,395

Class A2, 5.4113% 7/25/36 (a)(d)

2,049,520

2,011,600

Class B1, 6.0013% 7/25/36 (a)(d)

736,480

633,373

Class B3, 7.8313% 7/25/36 (a)(d)

1,228,870

1,095,792

Class M1, 5.4413% 7/25/36 (a)(d)

2,150,523

2,048,830

Class M2, 5.4613% 7/25/36 (a)(d)

1,515,045

1,436,489

Class M3, 5.4813% 7/25/36 (a)(d)

1,186,785

1,115,743

Class M4, 5.5513% 7/25/36 (a)(d)

799,607

746,861

Class M5, 5.6013% 7/25/36 (a)(d)

984,779

896,675

Class M6, 5.6713% 7/25/36 (a)(d)

1,557,130

1,371,363

Series 2006-3A:

Class A1, 5.3813% 10/25/36 (a)(d)

13,843,334

13,521,045

Class B1, 5.9313% 10/25/36 (a)(d)

1,347,662

1,195,208

Class B2, 6.4813% 10/25/36 (a)(d)

880,106

760,467

Commercial Mortgage Securities - continued

Principal Amount

Value

Bayview Commercial Asset Trust floater: - continued

Series 2006-3A:

Class B3, 7.7313% 10/25/36 (a)(d)

$ 1,576,857

$ 1,345,749

Class M4, 5.5613% 10/25/36 (a)(d)

1,347,662

1,239,849

Class M5, 5.6113% 10/25/36 (a)(d)

1,711,623

1,564,530

Class M6, 5.6913% 10/25/36 (a)(d)

3,346,236

3,030,435

Series 2006-4A:

Class A1, 5.3613% 12/25/36 (a)(d)

14,001,316

13,911,582

Class A2, 5.4013% 12/25/36 (a)(d)

31,227,290

30,955,744

Class B1, 5.8313% 12/25/36 (a)(d)

1,028,555

856,272

Class B2, 6.3813% 12/25/36 (a)(d)

963,691

871,218

Class B3, 7.5813% 12/25/36 (a)(d)

1,783,755

1,545,178

Class M1, 5.4213% 12/25/36 (a)(d)

2,256,334

2,217,054

Class M2, 5.4413% 12/25/36 (a)(d)

1,431,637

1,346,633

Class M3, 5.4713% 12/25/36 (a)(d)

1,450,169

1,248,744

Class M4, 5.5313% 12/25/36 (a)(d)

1,737,423

1,651,095

Class M5, 5.5713% 12/25/36 (a)(d)

1,593,796

1,323,959

Class M6, 5.6513% 12/25/36 (a)(d)

1,431,637

1,361,357

Series 2007-1:

Class A2, 5.4013% 3/25/37 (a)(d)

5,492,503

5,312,280

Class B1, 5.8013% 3/25/37 (a)(d)

1,753,125

1,550,694

Class B2, 6.2813% 3/25/37 (a)(d)

1,268,218

1,090,469

Class B3, 8.4813% 3/25/37 (a)(d)

3,622,814

3,147,886

Class M1, 5.4013% 3/25/37 (a)(d)

1,478,033

1,413,370

Class M2, 5.4213% 3/25/37 (a)(d)

1,109,691

1,048,138

Class M3, 5.4513% 3/27/37 (a)(d)

983,801

924,312

Class M4, 5.5013% 3/25/37 (a)(d)

741,348

681,693

Class M5, 5.5513% 3/25/37 (a)(d)

1,230,917

1,124,751

Class M6, 5.6313% 3/25/37 (a)(d)

1,725,149

1,562,069

Series 2007-2A:

Class A1, 5.4013% 7/25/37 (a)(d)

4,801,013

4,690,740

Class A2, 5.4513% 7/25/37 (a)(d)

4,495,718

4,351,012

Class B1, 6.7313% 7/25/37 (a)(d)

1,329,511

1,221,696

Class B2, 7.3813% 7/25/37 (a)(d)

1,152,243

1,035,218

Class B3, 8.4813% 7/25/37 (a)(d)

1,295,042

1,140,042

Class M1, 5.5013% 7/25/37 (a)(d)

1,511,704

1,449,346

Class M2, 5.5413% 7/25/37 (a)(d)

768,162

727,714

Class M3, 5.6213% 7/25/37 (a)(d)

778,010

734,733

Class M4, 5.7813% 7/25/37 (a)(d)

1,654,503

1,535,586

Class M5, 5.8813% 7/25/37 (a)(d)

1,462,462

1,351,864

Class M6, 6.1313% 7/25/37 (a)(d)

1,856,392

1,713,682

Commercial Mortgage Securities - continued

Principal Amount

Value

Bayview Commercial Asset Trust floater: - continued

Series 2007-3:

Class A2, 5.4213% 7/25/37 (a)(d)

$ 8,889,407

$ 8,822,736

Class B1, 6.0813% 7/25/37 (a)(d)

1,356,578

1,322,663

Class B2, 6.7313% 7/25/37 (a)(d)

3,534,745

3,446,377

Class B3, 9.1313% 7/25/37 (a)(d)

1,805,586

1,751,419

Class M1, 5.4413% 7/25/37 (a)(d)

1,170,287

1,158,584

Class M2, 5.4713% 7/25/37 (a)(d)

1,251,491

1,238,976

Class M3, 5.5013% 7/25/37 (a)(d)

2,049,197

2,026,143

Class M4, 5.6313% 7/25/37 (a)(d)

3,219,484

3,171,192

Class M5, 5.7313% 7/25/37 (a)(d)

1,614,519

1,582,228

Class M6, 5.9313% 7/25/37 (a)(d)

1,227,607

1,203,055

Series 2007-4A:

Class B1, 7.6813% 9/25/37 (a)(d)

1,630,013

1,562,775

Class B2, 8.5813% 9/25/37 (a)(d)

6,141,532

5,799,909

Class M1, 6.455% 9/25/37 (a)(d)

1,516,061

1,492,609

Class M2, 6.1813% 9/25/37 (a)(d)

1,516,061

1,482,660

Class M4, 6.7313% 9/25/37 (a)(d)

4,013,102

3,892,709

Class M5, 6.8813% 9/25/37 (a)(d)

4,013,102

3,884,557

Class M6, 7.0813% 9/25/37 (a)(d)

4,019,047

3,874,613

Bear Stearns Commercial Mortgage Securities, Inc. floater Series 2006-BBA7:

Class G, 6.1925% 3/15/19 (a)(d)

5,540,000

5,484,166

Class H, 6.4025% 3/15/19 (a)(d)

3,727,000

3,585,916

Class J, 6.6025% 3/15/19 (a)(d)

2,800,000

2,682,790

Class X1A, 1.8157% 3/15/19 (a)(d)(e)

266,134,629

665,337

Bear Stearns Commercial Mortgage Securities Trust floater Series 2007-BBA8:

Class D, 5.8613% 3/15/22 (a)(d)

2,770,000

2,693,825

Class E, 6.0525% 3/15/22 (a)(d)

14,385,000

13,971,431

Class F, 6.1025% 5/15/22 (a)(d)

8,820,000

8,555,400

Class G, 6.1525% 3/15/22 (a)(d)

2,268,750

2,189,344

Class H, 6.3025% 3/15/22 (a)(d)

2,770,000

2,659,200

Class J, 6.4525% 3/15/22 (a)(d)

2,770,000

2,645,350

Class MS-6, 6.6525% 3/15/22 (a)(d)

5,510,000

5,358,475

Class MS5, 6.4025% 3/15/22 (a)(d)

9,920,000

9,684,400

Class X-1M, 1.12% 3/15/22 (a)(e)

293,081,824

2,747,642

Citigroup Commercial Mortgage Trust:

floater Series 2006-FL2:

Class A1, 5.8225% 11/15/36 (a)(d)

2,529,334

2,523,187

Class A2, 5.8625% 11/15/36 (a)(d)

14,180,000

14,108,071

Class B, 5.8925% 11/15/36 (a)(d)

3,055,000

3,039,519

Class C, 5.9225% 11/15/36 (a)(d)

3,055,000

3,039,521

Commercial Mortgage Securities - continued

Principal Amount

Value

Citigroup Commercial Mortgage Trust: - continued

floater Series 2006-FL2:

Class CNP-1, 6.5525% 8/16/21 (a)(d)

$ 3,235,000

$ 3,212,886

Class D, 5.9625% 11/15/36 (a)(d)

2,445,000

2,424,262

Class E, 5.9925% 11/15/36 (a)(d)

1,835,000

1,812,422

Class F, 6.0625% 8/16/21 (a)(d)

3,055,000

3,007,860

Class G, 6.0825% 11/15/36 (a)(d)

3,055,000

2,998,337

Class H, 6.1225% 11/15/36 (a)(d)

2,445,000

2,394,869

Series 2007-FL3A Class A2, 5.8925% 4/15/22 (a)(d)

15,118,000

15,042,410

Commercial Mortgage pass-thru certificates floater:

Series 2005-F10A:

Class B, 5.9825% 4/15/17 (a)(d)

21,395,000

21,317,180

Class C, 6.0225% 4/15/17 (a)(d)

7,621,000

7,581,787

Class D, 6.0625% 4/15/17 (a)(d)

6,190,000

6,158,625

Class E, 6.1225% 4/15/17 (a)(d)

1,821,000

1,808,277

Class F, 6.1625% 4/15/17 (a)(d)

1,035,000

1,024,976

Class G, 6.3025% 4/15/17 (a)(d)

1,035,000

1,024,980

Class H, 6.3725% 4/15/17 (a)(d)

1,035,000

1,024,084

Class J, 6.6025% 4/15/17 (a)(d)

855,000

845,248

Series 2005-FL11:

Class B, 6.0025% 11/15/17 (a)(d)

20,141,663

20,049,933

Class C, 6.0525% 11/15/17 (a)(d)

14,306,518

14,243,146

Class D, 6.0925% 11/15/17 (a)(d)

770,256

764,281

Class E, 6.1425% 11/15/17 (a)(d)

2,918,295

2,908,861

Class F, 6.2025% 11/15/17 (a)(d)

2,650,695

2,633,730

Class G, 6.2525% 11/15/17 (a)(d)

1,721,324

1,703,190

Series 2006-CN2A:

Class A2FL, 5.55% 2/5/19 (a)(d)

5,000,000

4,927,060

Class AJFL, 5.59% 2/5/19 (d)

8,865,000

8,746,623

Series 2006-FL12:

Class AJ, 5.8825% 12/15/20 (a)(d)

33,605,000

33,173,633

Class CA1, 6.3025% 12/15/20 (a)(d)

434,441

422,715

Class CA2, 6.3525% 12/15/20 (a)(d)

676,675

647,494

Class CA3, 6.4025% 12/15/20 (a)(d)

771,463

735,361

Class CA4, 6.5025% 12/15/20 (a)(d)

851,769

812,607

Class CN1, 6.2525% 12/15/20 (a)(d)

2,257,661

2,158,360

Class CN2, 6.3025% 12/15/20 (a)(d)

1,215,784

1,162,831

Class CN3, 6.4025% 12/15/20 (a)(d)

1,171,916

1,112,313

Series 2007-FL14:

Class F, 6.2525% 6/15/22 (a)(d)

24,628,289

24,412,791

Class G, 6.3025% 6/15/22 (a)(d)

3,740,567

3,701,115

Class H, 6.4525% 6/15/22 (a)(d)

3,740,567

3,681,391

Commercial Mortgage Securities - continued

Principal Amount

Value

Commercial Mortgage pass-thru certificates floater: - continued

Series 2007-FL14:

Class MLK1, 6.5525% 6/15/22 (a)(d)

$ 10,315,000

$ 10,308,151

Class MLK2, 6.7525% 6/15/22 (a)(d)

5,730,000

5,722,838

Class MLK3, 6.9525% 6/15/22 (a)(d)

6,880,000

6,868,978

Credit Suisse First Boston Mortgage Capital Certificates floater Series 2007-TF2A Class B, 6.1025% 4/15/22 (a)(d)

33,900,000

33,222,000

Credit Suisse First Boston Mortgage Securities Corp. floater:

Series 2006-TF2A:

Class A2, 7.2525% 7/15/19 (a)(d)

13,314,486

13,081,482

Class SHDC, 6.7525% 7/15/19 (a)(d)

6,361,978

6,201,006

Series 2006-TFL2:

Class A2, 5.9225% 10/15/21 (a)(d)

54,990,000

54,689,249

Class SHDD, 7.1025% 7/15/19 (a)(d)

3,578,613

3,542,826

Credit Suisse Mortgage Capital Certificates floater:

Series 200-TFL1 Class B, 5.9025% 2/15/22 (a)(d)

11,225,000

11,000,500

Series 2007-TFL1:

Class C:

5.9225% 2/15/22 (a)(d)

12,085,000

11,813,088

6.0225% 2/15/22 (a)(d)

4,315,000

4,185,550

Class F, 6.0725% 2/15/22 (a)(d)

8,630,000

8,349,525

Crown Castle Towers LLC/Crown Atlantic Holdings Sub LLC/Crown Communication, Inc. Series 2006-1A Class AFL, 5.9225% 11/15/36 (a)(d)

8,960,000

8,876,314

CSMC Commercial Mortgage Trust floater Series 2006-TFLA:

Class D, 6.0325% 4/15/21 (a)(d)

2,700,000

2,680,431

Class E, 6.0825% 4/15/21 (a)(d)

2,700,000

2,680,434

Class G, 6.1725% 4/15/21 (a)(d)

2,700,000

2,670,015

Class H, 6.4825% 4/15/21 (a)(d)

2,700,000

2,667,648

Class J, 6.5525% 4/15/21 (a)(d)

1,800,000

1,773,799

Class K, 6.9525% 4/15/21 (a)(d)

8,995,000

8,850,761

Greenwich Capital Commercial Funding Corp. floater
Series 2006-FL4:

Class A2, 5.47% 11/5/21 (a)(d)

30,649,000

30,474,316

Class B, 5.52% 11/5/21 (a)(d)

11,265,000

11,134,492

GS Mortgage Securities Corp. II floater:

Series 2006-FL8A:

Class A2, 5.9375% 6/6/20 (a)(d)

22,040,000

22,020,014

Class C, 6.0375% 6/6/20 (a)(d)

1,310,000

1,305,631

Class D, 6.0775% 6/6/20 (a)(d)

3,595,000

3,553,656

Class E, 6.1675% 6/6/20 (a)(d)

7,163,000

6,954,336

Class F, 6.2375% 6/6/20 (a)(d)

5,168,000

4,974,203

Commercial Mortgage Securities - continued

Principal Amount

Value

GS Mortgage Securities Corp. II floater: - continued

Series 2007-EOP:

Class C, 6.1175% 3/1/20 (a)(d)

$ 8,685,000

$ 8,511,300

Class D, 6.1675% 3/1/20 (a)(d)

27,595,000

27,043,100

Class E, 6.2375% 3/1/20 (a)(d)

4,340,000

4,231,500

Class F, 6.2775% 3/1/20 (a)(d)

2,175,000

2,109,750

Class G, 6.3175% 3/1/20 (a)(d)

1,080,000

1,062,055

Class H, 6.4475% 3/1/20 (a)(d)

1,755,000

1,693,575

Class J:

6.6475% 3/1/20 (a)(d)

2,520,000

2,431,800

6.8475% 3/1/20 (a)(d)

1,755,000

1,681,761

Hilton Hotel Pool Trust floater Series 2000-HLTA:

Class A2, 6.065% 10/3/15 (a)(d)

32,100,000

31,943,856

Class B, 6.162% 10/3/15 (a)(d)

4,375,000

4,320,889

JPMorgan Chase Commercial Mortgage Securities Trust floater Series 2006-FLA2:

Class A2, 5.8825% 11/15/18 (a)(d)

25,413,000

25,255,460

Class B, 5.9225% 11/15/18 (a)(d)

6,422,429

6,363,455

Class C, 5.9625% 11/15/18 (a)(d)

4,562,064

4,487,870

Class D, 5.9825% 11/15/18 (a)(d)

1,602,887

1,576,272

Class E, 6.0325% 11/15/18 (a)(d)

2,407,958

2,357,946

Class F, 6.0825% 11/15/18 (a)(d)

3,611,937

3,521,975

Class G, 6.1125% 11/15/18 (a)(d)

3,140,499

3,046,356

Class H, 6.2525% 11/15/18 (a)(d)

2,407,958

2,320,780

LB-UBS Commercial Mortgage Trust sequential payer
Series 2003-C3 Class A2, 3.086% 5/15/27

14,650,000

14,465,117

Lehman Brothers Floating Rate Commercial Mortgage Trust floater:

Series 2003-LLFA:

Class J, 7.85% 12/16/14 (a)(d)

1,480,000

1,467,483

Class K1, 8.35% 12/16/14 (a)(d)

4,805,000

4,670,595

Series 2006-LLFA:

Class D, 5.9825% 9/15/21 (a)(d)

3,203,103

3,162,222

Class E, 6.0425% 9/15/21 (a)(d)

11,553,714

11,231,578

Class F, 6.0925% 9/15/21 (a)(d)

7,570,970

7,362,756

Class G, 6.1325% 9/15/21 (a)(d)

14,883,625

14,355,150

Class H, 6.1525% 9/15/21 (a)(d)

4,006,227

3,825,052

Merrill Lynch/Countrywide Commercial Mortgage Trust floater Series 2006-4 Class A2FL, 5.9263% 12/12/49 (d)

19,160,000

18,759,840

Morgan Stanley Capital I Trust:

floater:

Series 2007-XCLA Class A1, 5.9525% 7/17/17 (a)(d)

25,495,280

25,112,851

Series 2007-XLCA Class B, 6.2525% 7/17/17 (a)(d)

14,450,231

14,233,477

Commercial Mortgage Securities - continued

Principal Amount

Value

Morgan Stanley Capital I Trust: - continued

floater:

Series 2007-XLFA:

Class A2, 5.8525% 10/15/20 (a)(d)

$ 20,205,000

$ 19,901,925

Class B, 5.8825% 10/15/20 (a)(d)

7,215,000

7,070,700

Class C, 5.9125% 10/15/20 (a)(d)

5,410,000

5,235,955

Class D, 5.9425% 10/15/20 (a)(d)

4,325,000

4,182,042

Class E, 6.0025% 10/15/20 (a)(d)

5,410,000

5,193,981

Class F, 6.0525% 10/15/20 (a)(d)

3,250,000

3,130,166

Class G, 6.0925% 10/15/20 (a)(d)

4,013,000

3,852,480

Class H, 6.1825% 10/15/20 (a)(d)

2,525,000

2,411,375

Class J, 6.3325% 10/15/20 (a)(d)

2,885,000

2,755,175

Class MHRO, 6.4425% 10/15/20 (a)(d)

890,014

845,513

Class MJPM, 6.7525% 10/15/20 (a)(d)

315,675

299,892

Class MSTR, 6.4525% 10/15/20 (a)(d)

500,000

472,500

Class NHRO, 6.6425% 10/15/20 (a)(d)

1,378,380

1,309,461

Class NSTR, 6.6025% 10/15/20 (a)(d)

465,000

439,425

Series 2007-XLC1:

Class C, 6.3525% 7/17/17 (a)(d)

19,724,002

19,428,142

Class D, 6.4525% 7/17/17 (a)(d)

9,280,270

9,048,263

Class E, 6.5525% 7/17/17 (a)(d)

7,541,933

7,391,095

Morgan Stanley Capital I, Inc. floater:

Series 2005-XLF:

Class D, 6.0125% 8/15/19 (a)(d)

1,053,237

1,051,320

Class E, 6.0325% 8/15/19 (a)(d)

1,745,000

1,742,720

Class F, 6.0725% 8/15/19 (a)(d)

1,220,000

1,218,593

Class G, 6.1225% 8/15/19 (a)(d)

870,000

864,112

Class H, 6.1425% 8/15/19 (a)(d)

695,000

687,644

Class J, 6.2125% 8/15/19 (a)(d)

525,000

523,151

Series 2006-XLF:

Class C, 6.9525% 7/15/19 (a)(d)

5,095,000

4,942,150

Class D, 6.0025% 7/15/19 (a)(d)

14,105,000

14,092,930

Class E, 6.0425% 7/15/19 (a)(d)

25,995,000

25,952,056

Class F, 6.0725% 7/15/19 (a)(d)

4,796,000

4,767,919

Class G, 6.1125% 7/15/19 (a)(d)

5,085,000

5,043,468

STRIPS III Ltd./STRIPS III Corp. floater Series 2004-1A Class A, 5.6163% 3/24/18 (a)(d)

3,457,491

3,452,088

Wachovia Bank Commercial Mortgage Trust floater:

Series 2005-WL5A Class K, 6.9525% 1/15/18 (a)(d)

8,777,000

8,777,888

Series 2006-WL7A:

Class E, 6.0325% 9/15/21 (a)(d)

9,585,000

9,462,064

Class F, 6.0925% 8/11/18 (a)(d)

11,680,000

11,496,202

Commercial Mortgage Securities - continued

Principal Amount

Value

Wachovia Bank Commercial Mortgage Trust floater: - continued

Series 2006-WL7A:

Class G, 6.1125% 8/11/18 (a)(d)

$ 11,065,000

$ 10,504,874

Class J, 6.3525% 8/11/18 (a)(d)

2,460,000

2,363,674

Class X1A, 0.5372% 9/15/21 (a)(d)(e)

451,830,039

853,145

Series 2007-WHL8:

Class AP1, 6.4525% 6/15/20 (d)

1,360,000

1,311,702

Class AP2, 6.5525% 6/15/20 (d)

2,360,000

2,262,030

Class F, 6.2325% 6/15/20 (d)

20,430,000

19,145,411

Class LXR1, 6.4525% 6/15/20 (d)

5,467,776

5,315,159

TOTAL COMMERCIAL MORTGAGE SECURITIES

(Cost $1,493,263,311)

1,463,726,493

Foreign Government and Government Agency Obligations - 0.2%

United Mexican States 5.94% 1/13/09 (d)
(Cost $18,662,165)

18,571,000

18,645,284

Commercial Paper - 0.2%

Sprint Nextel Corp. 5.61% 11/9/07 (d)
(Cost $28,000,000)

28,000,000

28,005,180

Cash Equivalents - 12.5%

Maturity Amount

Investments in repurchase agreements in a joint trading account at 5.13%, dated 9/28/07 due 10/1/07 (Collateralized by U.S. Government Obligations) #

$ 688,294

688,000

With:

Barclays Capital, Inc. at:

5.33%, dated 9/28/07 due 10/1/07 (Collateralized by Corporate Obligations valued at $135,660,001, 0%- 7.63%, 9/1/12 - 9/15/27)

133,059,074

133,000,000

5.36%, dated 9/28/07 due 10/1/07 (Collateralized by Equity Securities valued at $210,000,010)

200,089,333

200,000,000

Citigroup Global Markets, Inc. at 5.37%, dated 9/28/07 due 10/1/07 (Collateralized by Corporate Obligations valued at $483,480,000, 5.64%, 11/12/47)

474,212,115

474,000,000

Cash Equivalents - continued

Maturity Amount

Value

With: - continued

Lehman Brothers, Inc. at 5.37%, dated 9/28/07 due 10/1/07 (Collateralized by Corporate Obligations valued at $497,700,589, 1.33%- 11%, 12/15/07 - 12/1/38)

$ 474,212,115

$ 474,000,000

Merrill Lynch, Pierce, Fenner & Smith at 5.37%, dated 9/28/07 due 10/1/07 (Collateralized by Equity Securities valued at $211,175,534)

201,089,948

201,000,000

TOTAL CASH EQUIVALENTS

(Cost $1,482,688,000)

1,482,688,000

TOTAL INVESTMENT PORTFOLIO - 100.7%

(Cost $12,496,315,575)

11,960,190,274

NET OTHER ASSETS - (0.7)%

(84,757,405)

NET ASSETS - 100%

$ 11,875,432,869

Futures Contracts

Expiration Date

Underlying Face Amount at Value

Unrealized Appreciation/
(Depreciation)

Sold

Eurodollar Contracts

20 Eurodollar 90 Day Index Contracts

Dec. 2007

$ 19,757,750

$ 19,870

20 Eurodollar 90 Day Index Contracts

March 2008

19,774,000

2,620

13 Eurodollar 90 Day Index Contracts

June 2008

12,857,813

1,036

12 Eurodollar 90 Day Index Contracts

Sept. 2008

11,870,700

(1,698)

5 Eurodollar 90 Day Index Contracts

Dec. 2008

4,946,063

(3,208)

3 Eurodollar 90 Day Index Contracts

March 2009

2,967,113

(1,525)

TOTAL EURODOLLAR CONTRACTS

$ 17,095

Swap Agreements

Expiration Date

Notional
Amount

Value

Credit Default Swaps

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 (f)

Dec. 2034

$ 3,000,000

$ (859,895)

Receive monthly notional amount multiplied by 1.32% and pay Goldman Sachs upon credit event of Securitized Asset Backed Receivables LLC Trust, par value of the notional amount of Securitized Asset Backed Receivables LLC Trust Series 2006-OP1 Class B2, 6.72% 10/25/35 (f)

Nov. 2035

7,900,000

(3,742,276)

Receive from JPMorgan Chase, Inc. upon credit event of Long Beach Mortgage Loan Trust, par value of the notional amount of Long Beach Mortgage Loan Trust Series 2006-6 Class M9, 7.405% 7/25/36, and pay monthly notional amount multiplied by 2.45% (f)

July 2036

4,000,000

3,173,967

Receive monthly notional amount multiplied by 3.05% 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 2006-HE3 Class B3, 7.22% 4/25/36 (f)

May 2036

5,300,000

(4,274,518)

Receive monthly notional amount multiplied by .42% and pay Bank of America upon credit event of Bear Stearns Asset Backed Securities, par value of the notional amount of Bear Stearns Asset Backed Securities Series 2005-HE2 Class M3, 6.175% 2/25/35 (f)

March 2035

6,900,000

(1,895,209)

Swap Agreements - continued

Expiration Date

Notional
Amount

Value

Credit Default Swaps - continued

Receive monthly notional amount multiplied by .42% and pay Bank of America upon credit event of Fremont Home Loan Trust, par value of the notional amount of Fremont Home Loan Trust Series 2005-B Class M7, 6.055% 4/25/35 (f)

May 2035

$ 6,900,000

$ (2,255,362)

Receive monthly notional amount multiplied by .52% and pay Bank of America upon credit event of Ameriquest Mortgage Securities, Inc., par value of the notional amount of Ameriquest Mortgage Securities, Inc. Series 2004-R8 Class M6, 6.835% 9/25/34 (f)

Oct. 2034

9,900,000

(1,407,303)

Receive monthly notional amount multiplied by .8% and pay Deutsche Bank upon credit event of Park Place Securities, Inc., par value of the notional amount of Park Place Securities, Inc. Series 2005-WCH1 Class M6, 6.365% 1/25/35 (f)

Feb. 2035

3,000,000

(607,684)

Receive monthly notional amount multiplied by .85% and pay Deutsche Bank upon credit event of Park Place Securities, Inc., par value of the notional amount of Park Place Securities, Inc. Series 2005-WHQ2 Class M6, 6.105% 5/25/35 (f)

June 2035

3,000,000

(909,112)

Receive monthly notional amount multiplied by 1.85% and pay Citibank upon credit event of Carrington Mortgage Loan Trust, par value of the notional amount of Carrington Mortgage Loan Trust Series 2006-NC2 Class M9, 7.02% 6/25/36 (f)

July 2036

5,500,000

(3,710,827)

Receive monthly notional amount multiplied by 1.9% 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 2006-HE3 Class B3, 7.2225% 4/25/36 (f)

May 2036

4,100,000

(3,447,461)

Swap Agreements - continued

Expiration Date

Notional
Amount

Value

Credit Default Swaps - continued

Receive monthly notional amount multiplied by 3.5% and pay Goldman Sachs upon credit event of Merrill Lynch Mortgage Investors, Inc., par value of the notional amount of Merrill Lynch Mortgage Investors, Inc. Series 2006-HE5 Class B3, 7.32% 8/25/37 (f)

Sept. 2037

$ 20,000,000

$ (14,455,666)

Receive monthly notional amount multiplied by 3.6% and pay Goldman Sachs upon credit event of Nomura Home Equity Loan, Inc., par value of the notional amount of Nomura Home Equity Loan, Inc. Series 2006-HE3 Class M9, 7.17% 7/25/36 (f)

August 2036

20,000,000

(12,847,210)

Receive monthly notional amount multiplied by 3.66% and pay Deutsche Bank upon credit event of Park Place Securities, Inc., par value of the notional amount of Park Place Securities, Inc. Series 2005-WHQ2 Class M9, 7.2% 5/25/35 (f)

June 2035

7,900,000

(3,378,192)

Receive monthly notional amount multiplied by 3.7% and pay Goldman Sachs upon credit event of Long Beach Mortgage Loan Trust, par value of the notional amount of Long Beach Mortgage Loan Trust Series 2006-6 Class M9, 7.22% 7/25/36 (f)

August 2036

20,000,000

(15,869,834)

Receive monthly notional amount multiplied by 3.8% and pay Goldman Sachs upon credit event of Long Beach Mortgage Loan Trust, par value of the notional amount of Long Beach Mortgage Loan Trust Series 2006-8 Class M9, 7.12% 9/25/36 (f)

Oct. 2036

20,000,000

(16,062,236)

Receive monthly notional amount multiplied by 3.83% and pay Morgan Stanley, Inc. upon credit event of Park Place Securities, Inc., par value of the notional amount of Park Place Securities, Inc. Series 2005-WHQ2 Class M9, 7.2% 5/25/35 (f)

June 2035

2,700,000

(1,147,566)

Swap Agreements - continued

Expiration Date

Notional
Amount

Value

Credit Default Swaps - continued

Receive quarterly notional amount multiplied by .48% and pay Goldman Sachs upon credit event of TXU Energy Co. LLC, par value of the notional amount of TXU Energy Co. LLC 7% 3/15/13

Sept. 2008

$ 13,540,000

$ (141,367)

Receive quarterly notional amount multiplied by .78% and pay Goldman Sachs upon credit event of TXU Energy Co. LLC, par value of the notional amount of TXU Energy Co. LLC 7% 3/15/13

Dec. 2008

10,650,000

(115,081)

TOTAL CREDIT DEFAULT SWAPS

174,290,000

(83,952,832)

Total Return Swaps

Receive monthly notional amount multiplied by the nominal spread appreciation of the Lehman Brothers CMBS AAA 8.5+ Index adjusted by a modified duration factor plus 25 basis points and pay monthly notional amount multiplied by the nominal spread depreciation of the Lehman Brothers CMBS AAA 8.5+ Index adjusted by a modified duration factor with Lehman Brothers, Inc.

April 2008

86,000,000

214,666

Receive monthly notional amount multiplied by the nominal spread appreciation of the Lehman Brothers CMBS U.S. Aggregate Index adjusted by a modified duration factor and pay monthly notional amount multiplied by the nominal spread depreciation of the Lehman Brothers CMBS U.S. Aggregate Index adjusted by a modified duration factor with Lehman Brothers, Inc.

Dec. 2007

35,500,000

75,485

Receive monthly notional amount multiplied by the nominal spread appreciation of the Lehman Brothers CMBS U.S. Aggregate Index adjusted by a modified duration factor plus 15 basis points and pay monthly notional amount multiplied by the nominal spread depreciation of the Lehman Brothers CMBS U.S. Aggregate Index adjusted by a modified duration factor with Lehman Brothers, Inc.

May 2008

65,225,000

146,027

Swap Agreements - continued

Expiration Date

Notional
Amount

Value

Total Return Swaps - continued

Receive monthly notional amount multiplied by the nominal spread appreciation of the Lehman Brothers CMBS AAA 8.5+ Index adjusted by a modified duration factor plus 25 basis points and pay monthly notional amount multiplied by the nominal spread depreciation of the Lehman Brothers CMBS AAA 8.5+ Index adjusted by a modified duration factor with Lehman Brothers, Inc.

March 2008

$ 30,000,000

$ 189,997

Receive monthly a return equal to Lehman Brothers U.S. ABS AA Floating Home Equities Index and pay monthly a floating rate based on 1-month LIBOR minus 15 basis points with Lehman Brothers, Inc.

Oct. 2007

105,000,000

6,342,669

TOTAL TOTAL RETURN SWAPS

321,725,000

6,968,844

$ 496,015,000

$ (76,983,988)

Legend

(a) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $3,061,535,190 or 25.8% of net assets.

(b) 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 $528,488.

(c) 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 $70,510,880

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

(e) 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.

(f) Security or a portion of the security backed by subprime mortgage loans. At period end, the value of these securities, exclusive of the value of credit default swaps, amounted to $2,671,497,240 or 22.5% of net assets.

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

Repurchase Agreement / Counterparty

Value

$688,000 due 10/01/07 at 5.13%

BNP Paribas Securities Corp.

$ 40,633

Banc of America Securities LLC

47,559

Bank of America, NA

192,837

Barclays Capital, Inc.

137,740

Bear Stearns & Co., Inc.

70,885

Countrywide Securities Corp.

68,870

Societe Generale, New York Branch

46,832

UBS Securities LLC

82,644

$ 688,000

Other Information

Distribution of investments by country of issue, as a percentage of total net assets, is as follows:

United States of America

83.2%

United Kingdom

12.4%

Cayman Islands

1.7%

Others (individually less than 1%)

2.7%

100.0%

At September 30, 2007, the fund had a capital loss carryforward of approximately $3,902,385 all of which will expire on September 30, 2011.

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

Annual Report

Financial Statements

Statement of Assets and Liabilities

September 30, 2007

Assets

Investment in securities, at value (including repurchase agreements of $1,482,688,000) -
See accompanying schedule:

Unaffiliated issuers (cost $12,496,315,575)

$ 11,960,190,274

Cash

683

Receivable for investments sold

11,685,380

Receivable for swap agreements

310,844

Interest receivable

40,339,792

Receivable for daily variation on futures contracts

9,713

Other receivables

26,959

Total assets

12,012,563,645

Liabilities

Distributions payable

$ 60,063,089

Swap agreements, at value

76,983,988

Other payables and accrued expenses

83,699

Total liabilities

137,130,776

Net Assets

$ 11,875,432,869

Net Assets consist of:

Paid in capital

$ 12,589,797,108

Distributions in excess of net investment income

(28,192,275)

Accumulated undistributed net realized gain (loss) on investments

(70,239,213)

Net unrealized appreciation (depreciation) on investments

(615,932,751)

Net Assets, for 125,324,592 shares outstanding

$ 11,875,432,869

Net Asset Value, offering price and redemption price per share ($11,875,432,869 ÷ 125,324,592 shares)

$ 94.76

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

Annual Report

Financial Statements - continued

Statement of Operations

Year ended September 30, 2007

Investment Income

Interest (including $705,960 from affiliated interfund lending)

$ 748,940,332

Expenses

Custodian fees and expenses

$ 191,211

Independent trustees' compensation

43,058

Audit

62,129

Legal

25,485

Insurance

38,781

Miscellaneous

2,036

Total expenses before reductions

362,700

Expense reductions

(155,465)

207,235

Net investment income

748,733,097

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers

(53,340,576)

Futures contracts

(34,836)

Swap agreements

(42,028,281)

Total net realized gain (loss)

(95,403,693)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(539,573,808)

Futures contracts

(295,218)

Swap agreements

(79,836,008)

Total change in net unrealized appreciation (depreciation)

(619,705,034)

Net gain (loss)

(715,108,727)

Net increase (decrease) in net assets resulting from operations

$ 33,624,370

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

Annual Report

Statement of Changes in Net Assets

Year ended
September 30,
2007

Year ended
September 30,
2006

Increase (Decrease) in Net Assets

Operations

Net investment income

$ 748,733,097

$ 372,834,059

Net realized gain (loss)

(95,403,693)

2,565,009

Change in net unrealized appreciation (depreciation)

(619,705,034)

(1,779,496)

Net increase (decrease) in net assets resulting
from operations

33,624,370

373,619,572

Distributions to shareholders from net investment income

(748,108,709)

(372,786,549)

Distributions to shareholders from net realized gain

(1,637,496)

-

Total distributions

(749,746,205)

(372,786,549)

Affiliated share transactions
Proceeds from sales of shares

9,139,746,269

4,705,265,575

Cost of shares redeemed

(5,104,891,873)

(2,809,950,462)

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

4,034,854,396

1,895,315,113

Total increase (decrease) in net assets

3,318,732,561

1,896,148,136

Net Assets

Beginning of period

8,556,700,308

6,660,552,172

End of period (including distributions in excess of net investment income of $28,192,275 and undistributed net investment income of $757,517, respectively)

$ 11,875,432,869

$ 8,556,700,308

Other Information

Shares

Sold

92,037,768

47,302,203

Redeemed

(52,715,331)

(28,248,537)

Net increase (decrease)

39,322,437

19,053,666

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

Annual Report

Financial Statements - continued

Statement of Cash Flows

Year ended
September 30,
2007

Cash flows from operating activities:

Net increase in net assets resulting from operations

$ 33,624,370

Adjustments to reconcile net increase in net assets resulting from operations to net cash used in operating activities:

Increase in receivable for investments sold

(11,157,639)

Increase in receivable for swap agreements

(275,229)

Decrease in interest receivable

332,155

Increase in other assets

(1,427)

Decrease in payable for investments purchased

(186,541,623)

Increase in other payables and accrued expenses

10,378

Purchases of long-term investments

(8,008,044,021)

Proceeds from sales of long-term investments

4,117,619,412

Proceeds from maturities/sales of short-term investments - net

57,246,300

Net amortization/accretion of premium/discount

10,235,566

Net realized loss on investments

53,340,576

Change in net unrealized appreciation (depreciation) on investments and swap agreements

616,569,233

Net cash used in operating activities

(3,317,041,949)

Cash flows from financing activities:

Cash Distributions Paid

(728,255,852)

Proceeds from sales of shares

9,139,746,269

Cost of shares redeemed

(5,104,891,873)

Net cash provided by financing activities

3,306,598,544

Net decrease in cash and cash equivalents

(10,443,405)

Cash, beginning of year

10,444,088

Cash, end of year

$ 683

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

Annual Report

Financial Highlights

Years ended September 30,

2007

2006

2005

2004

2003

Selected Per-Share Data

Net asset value,
beginning of period

$ 99.49

$ 99.49

$ 99.52

$ 99.49

$ 99.15

Income from Investment Operations

Net investment income B

5.595

4.999

3.167

1.764

1.917

Net realized and
unrealized gain (loss)

(4.714)

(.015)

(.059)

-E

.450

Total from investment
operations

.881

4.984

3.108

1.764

2.367

Distributions from net
investment income

(5.597)

(4.984)

(3.138)

(1.734)

(2.027)

Distributions from net
realized gain

(.014)

-

-

-

-

Total distributions

(5.611)

(4.984)

(3.138)

(1.734)

(2.027)

Net asset value,
end of period

$ 94.76

$ 99.49

$ 99.49

$ 99.52

$ 99.49

Total ReturnA

.83%

5.13%

3.17%

1.79%

2.36%

Ratios to Average Net AssetsD

Expenses before
reductionsC

-%

-%

-%

-%

-%

Expenses net of fee
waivers, if anyC

-%

-%

-%

-%

-%

Expenses net of all
reductionsC

-%

-%

-%

-%

-%

Net investment income

5.69%

5.03%

3.18%

1.77%

1.94%

Supplemental Data

Net assets, end of period (000 omitted)

$ 11,875,433

$ 8,556,700

$ 6,660,552

$ 5,495,704

$ 4,987,445

Portfolio turnover rate

41%

41%

49%

50%

58%

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

B Calculated based on average shares outstanding during the period.

C Amount represents less than .01%.

D 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.

E Amount represents less than $.001 per share.

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

Annual Report

Notes to Financial Statements

For the period ended September 30, 2007

1. Organization.

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

2. 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. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued and net asset value per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments. Debt securities, including restricted securities, for which quotations are readily available, are valued by independent pricing services or by dealers who make markets in such securities. Pricing services consider yield or price of bonds of comparable quality, coupon, maturity and type as well as available dealer supplied prices. A significant portion of the Fund's securities, including subprime mortgage securities, are valued at period-end by a single source or dealer.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. Factors used in the determination of fair value may include current market trading activity, interest rates, credit quality and default rates. The frequency of when fair value pricing is used is unpredictable. The value of securities used for NAV calculation under fair value pricing may differ from published prices for the same securities. Investments in open-end mutual 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.

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 for processing shareholder transactions 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. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities.

Annual Report

Notes to Financial Statements - continued

2. Significant Accounting Policies - continued

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 all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements.

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

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, capital loss carryforwards 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

$ 12,023,315

Unrealized depreciation

(633,677,064)

Net unrealized appreciation (depreciation)

(621,653,749)

Capital loss carryforward

(3,902,385)

Cost for federal income tax purposes

$ 12,581,844,023

The tax character of distributions paid was as follows:

September 30, 2007

September 30, 2006

Ordinary Income

$ 749,746,205

$ 372,786,549

New Accounting Pronouncements. In July 2006, Financial Accounting Standards Board Interpretation No. 48, Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement 109 (FIN 48), was issued and is effective on the last business day of the semiannual reporting period for fiscal years beginning after December 15, 2006. FIN 48 sets forth a threshold for financial statement recognition, measurement and disclosure of a tax position taken or expected to be taken on a tax return. Management

Annual Report

2. Significant Accounting Policies - continued

New Accounting Pronouncements - continued

has concluded that the adoption of FIN 48 will not result in a material impact on the Fund's net assets, results of operations and financial statement disclosures.

In addition, in September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. Management is currently evaluating the impact the adoption of SFAS 157 will have on the Fund's financial statement disclosures.

3. Operating Policies.

Repurchase Agreements. Fidelity Management & Research Company (FMR) has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts 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.

Futures Contracts. The Fund may use futures contracts to manage its exposure to the bond market and to fluctuations in interest rates. 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 or hedge other fund investments. 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. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Securities deposited to meet margin requirements are identified in the Schedule of Investments. Futures contracts involve, to varying degrees, risk of loss in excess of any futures variation margin reflected in the Statement of Assets and Liabilities.

Annual Report

Notes to Financial Statements - continued

3. Operating Policies - continued

Futures Contracts - continued

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. Losses may arise from changes in the value of the underlying instruments or if the counterparties do not perform under the contract's terms. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded.

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.

Swap Agreements. The Fund may invest in swaps for the purpose of managing its exposure to interest rate, credit or market risk.

Total return swaps are agreements to exchange the return generated by one instrument or index for the return generated by another instrument, for example, the agreement to pay interest in exchange for a market-linked return based on a notional amount. To the extent the total return of the index exceeds the offsetting interest obligation, a fund will receive a payment from the counterparty. To the extent it is less, a fund will make a payment to the counterparty.

Credit default swaps involve the exchange of a fixed rate premium for protection against the loss in value of an underlying debt instrument in the event of a defined credit event (such as payment default or bankruptcy). Under the terms of the swap, one party acts as a "guarantor" receiving a periodic payment that is a fixed percentage applied to a notional principal amount. In return the party agrees to purchase the notional amount of the underlying instrument, at par, if a credit event occurs during the term of the swap. The Fund may enter into credit default swaps in which either it or its counterparty act as guarantors. By acting as the guarantor of a swap, a fund assumes the market and credit risk of the underlying instrument including liquidity and loss of value.

Swaps are marked-to-market daily based on dealer-supplied valuations and changes in value are recorded as unrealized appreciation (depreciation). Periodic payments and premiums received or made by the Fund are recorded in the accompanying Statement of Operations as realized gains or losses, respectively. Gains or losses are realized upon early termination of the swap agreement. Collateral, in the form of cash or securities, may be required to be held in segregated accounts with a fund's custodian in compliance with swap contracts. Risks may exceed amounts recognized on the Statement of Assets

Annual Report

3. Operating Policies - continued

Swap Agreements - continued

and Liabilities. These risks include changes in the returns of the underlying instruments, failure of the counterparties to perform under the contracts' terms and the possible lack of liquidity with respect to the swap agreements. Details of swap agreements open at period end are included in the Fund's Schedule of Investments under the caption "Swap Agreements."

Mortgage Dollar Rolls. To earn additional income, the Fund may employ trading strategies which involve the sale and simultaneous agreement to repurchase similar securities ("mortgage dollar rolls") or the purchase and simultaneous agreement to sell similar securities ("reverse mortgage dollar rolls"). The securities traded are mortgage securities and bear the same interest rate but may be collateralized by different pools of mortgages. During the period between the sale and repurchase in a mortgage dollar roll transaction, a fund will not be entitled to receive interest and principal payments on the securities sold but will invest the proceeds of the sale in other securities which may enhance the yield and total return. In addition, the difference between the sale price and the future purchase price is recorded as an adjustment to investment income. During the period between the purchase and subsequent sale in a reverse mortgage dollar roll transaction a fund is entitled to interest and principal payments on the securities purchased. The price differential between the purchase and sale is recorded as an adjustment to investment income. Losses may arise due to changes in the value of the securities or if the counterparty does not perform under the terms of the agreement. If the counterparty files for bankruptcy or becomes insolvent, a fund's right to repurchase or sell securities may be limited.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $7,804,484,448 and $3,551,623,508, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee and Expense Contract. Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR, provides the Fund with investment management services. The Fund does not pay any fees for these services. FIMM and FMR have entered into a service agreement under which FMR pays FIMM a portion of the management fees it receives from the Investing Funds. In addition, under an expense contract, FMR also pays Fidelity Service Company, Inc. (FSC), an affiliate of FMR, the fees for maintaining the accounting records of the Fund.

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Management Fee and Expense Contract - continued

Effective April 1, 2007, the expense contract was amended whereby FMR will pay all other expenses of the Fund, excluding custody fees, the compensation of the independent Trustees and certain exceptions such as interest expense.

Other Affiliated Transactions. During the period, certain investment companies managed by FMR or its affiliates (the Investing Funds) purchased shares of the Fund by transferring securities of equal value, including accrued interest, as noted in the following table. This is considered taxable to each Investing Fund for federal income tax purposes.

Fund

Shares of Ultra-Short Central Fund Purchased

Value of Ultra-Short
Shares Purchased

FA Investment Grade Bond

4,112,534

$ 407,305,368

Intermediate Bond

2,198,475

217,736,973

FA Mortgage Securities

39,625

3,924,438

FA Intermediate Bond

569,139

56,367,554

FA Balanced

107,962

10,692,539

US Bond Index

677,127

67,062,702

FA Total Bond

349,241

34,588,841

VIP Investment Grade Central Fund

793,730

78,603,082

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Lender

$ 13,881,224

5.38%

6. Expense Reductions.

FMR has voluntarily agreed to reimburse a portion of the Fund's operating expenses. For the period, the reimbursement reduced the expenses by $23,257.

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 $131,912 and $296, respectively.

Annual Report

7. 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 mutual funds managed by FMR or an FMR affiliate were the owners of record of all of the outstanding shares of the Fund.

8. Credit Risk.

The Fund invests a significant portion of its assets in securities of issuers that hold mortgage securities, including securities backed by subprime mortgage loans. The value and related income of these securities is sensitive to changes in economic conditions, including delinquencies and/or defaults. Continuing shifts in the market's perception of credit quality on securities backed by subprime mortgage loans have resulted in increased volatility of market price and periods of illiquidity that have adversely impacted the valuation of certain issuers held by the Fund.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Garrison Street Trust and Shareholders of Fidelity Ultra-Short Central Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Ultra-Short Central Fund (the Fund), a fund of Fidelity Garrison Street Trust, including the schedule of investments, as of September 30, 2007, and the related statements of operations and cash flows for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with 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 September 30, 2007, by correspondence with the custodians. 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 Ultra-Short Central Fund as of September 30, 2007, the results of its operations and its cash flows 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 five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

Boston, Massachusetts

November 29, 2007

Annual Report

Trustees and Officers

The Trustees, Members of the Advisory Board, 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 370 funds advised by FMR or an affiliate. Mr. Curvey oversees 340 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 and Advisory Board Members hold office without limit in time, except that any officer and Advisory Board Member 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

Edward C. Johnson 3d (77)

Year of Election or Appointment: 1986

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as President (2006-present), Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman (2001-present) and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of Fidelity International Limited (FIL).

James C. Curvey (72)

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) or Member of the Advisory Board (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. Mr. Curvey joined Fidelity in 1982 and served in numerous senior management positions, including President and Chief Operating Officer of FMR LLC (1997-2000) and President of Fidelity Strategic Investments (2000-2002). In addition, he serves as a member of the Board of Directors of Geerlings & Wade, Inc. (wine distribution).

* 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. FMR Corp. merged with FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

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

Dennis J. Dirks (59)

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of Manhattan College (2005-present) and a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Albert R. Gamper, Jr. (65)

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 (1989-2002). He currently serves as a member of the Board of Directors of Public Service Enterprise Group (utilities, 2001-present), Chairman of the Board of Governors, Rutgers University (2004-present), and Chairman of the Board of Saint Barnabas Health Care System.

George H. Heilmeier (71)

Year of Election or Appointment: 2004

Dr. Heilmeier is Chairman Emeritus of Telcordia Technologies (communication software and systems), where prior to his retirement, he served as company Chairman and Chief Executive Officer. He currently serves on the Boards of Directors of The Mitre Corporation (systems engineering and information technology support for the government), and HRL Laboratories (private research and development, 2004-present). He is Chairman of the General Motors Science & Technology Advisory Board and a Life Fellow of the Institute of Electrical and Electronics Engineers (IEEE). Dr. Heilmeier is a member of the Defense Science Board and the National Security Agency Advisory Board. He is also a member of the National Academy of Engineering, the American Academy of Arts and Sciences, and the Board of Overseers of the School of Engineering and Applied Science of the University of Pennsylvania. Previously, Dr. Heilmeier served as a Director of TRW Inc. (automotive, space, defense, and information technology, 1992-2002), Compaq (1994-2002), Automatic Data Processing, Inc. (ADP) (technology-based business outsourcing, 1995-2002), INET Technologies Inc. (telecommunications network surveillance, 2001-2004), and Teletech Holdings (customer management services). He is the recipient of the 2005 Kyoto Prize in Advanced Technology for his invention of the liquid crystal display, and a member of the Consumer Electronics Hall of Fame.

James H. Keyes (67)

Year of Election or Appointment: 2007

Prior to his retirement in 2003, Mr. Keyes was Chairman, President, and Chief Executive Officer of Johnson Controls, Inc. (automotive supplier, 1993-2003). He currently serves as a member of the boards of LSI Logic Corporation (semiconductor technologies), Navistar International Corporation (manufacture and sale of trucks, buses, and diesel engines, 2002-present), and Pitney Bowes, Inc. (integrated mail, messaging, and document management solutions).

Marie L. Knowles (60)

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. She currently serves as a Director of Phelps Dodge Corporation (copper mining and manufacturing) and McKesson Corporation (healthcare service, 2002-present). Ms. Knowles is a Trustee of the Brookings Institution and the Catalina Island Conservancy and also serves as a member of the Advisory Board for the School of Engineering of the University of Southern California.

Ned C. Lautenbach (63)

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach has been a partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm) since September 1998. Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Sony Corporation (2006-present) and Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations.

Cornelia M. Small (63)

Year of Election or Appointment: 2005

Ms. Small is a member (2000-present) and Chairperson (2002-present) of the Investment Committee, and a member (2002-present) of the Board of Trustees of Smith College. Previously, she served as Chief Investment Officer (1999-2000), Director of Global Equity Investments (1996-1999), and a member of the Board of Directors of Scudder, Stevens & Clark (1990-1997) and Scudder Kemper Investments (1997-1999). In addition, Ms. Small served as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy.

William S. Stavropoulos (68)

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company. Since joining The Dow Chemical Company in 1967, Mr. Stavropoulos served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), and Chairman of the Executive Committee (2000-2004). Currently, he is a Director of NCR Corporation (data warehousing and technology solutions), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate, 2002-present), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc., a private equity investment firm. He also serves as a member of the Board of Trustees of the American Enterprise Institute for Public Policy Research. In addition, Mr. Stavropoulos is a member of The Business Council, J.P. Morgan International Council and the University of Notre Dame Advisory Council for the College of Science.

Kenneth L. Wolfe (68)

Year of Election or Appointment: 2005

Prior to his retirement in 2001, Mr. Wolfe was Chairman and Chief Executive Officer of Hershey Foods Corporation (1993-2001). He currently serves as a member of the boards of Adelphia Communications Corporation (2003-present), Bausch & Lomb, Inc., and Revlon Inc. (2004-present).

Advisory Board Members and Executive Officers**:

Correspondence intended for Mr. Mauriello and Mr. Wiley may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235. Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (63)

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity Garrison Street Trust. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund.

Joseph Mauriello (63)

Year of Election or Appointment: 2007

Member of the Advisory Board of Fidelity Garrison Street Trust. Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd., (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc., (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Michael E. Wiley (57)

Year of Election or Appointment: 2007

Member of the Advisory Board of Fidelity Garrison Street Trust. Mr. Wiley also serves as Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-present) and a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present), and an Advisory Director of Riverstone Holdings (private investment firm). Previously, Mr. Wiley served as Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Kimberley H. Monasterio (43)

Year of Election or Appointment: 2007

President and Treasurer of Ultra-Short Central. Ms. Monasterio also serves as President and Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2004-present). Previously, Ms. Monasterio served as Deputy Treasurer of the Fidelity funds (2004-2006). Before joining Fidelity Investments, Ms. Monasterio served as Treasurer (2000-2004) and Chief Financial Officer (2002-2004) of the Franklin Templeton Funds and Senior Vice President of Franklin Templeton Services, LLC (2000-2004).

Boyce I. Greer (51)

Year of Election or Appointment: 2006

Vice President of Ultra-Short Central. Mr. Greer also serves as Vice President of certain Asset Allocation Funds (2005-present), Fixed-Income Funds (2006-present), and Money Market Funds (2006-present). Mr. Greer is also a Trustee of other investment companies advised by FMR (2003-present). Mr. Greer is an Executive Vice President of FMR (2005-present) and FMR Co., Inc. (2005-present), and Senior Vice President of Fidelity Investments Money Management, Inc. (2006-present). Previously, Mr. Greer served as Vice President of certain Fidelity Equity Funds (2005-2007), a Director and Managing Director of Strategic Advisers, Inc. (2002-2005), and Executive Vice President (2000-2002) and Money Market Group Leader (1997-2002) of the Fidelity Investments Fixed Income Division. Mr. Greer also served as Vice President of Fidelity's Money Market Funds (1997-2002), Senior Vice President of FMR (1997-2002), and Vice President of FIMM (1998-2002).

David L. Murphy (59)

Year of Election or Appointment: 2005

Vice President of Ultra-Short Central. Mr. Murphy also serves as Vice President of Fidelity's Money Market Funds (2002-present) and Fixed-Income Funds (2005-present). Mr. Murphy serves as Senior Vice President (2000-present) and Head (2004-present) of the Fidelity Investments Fixed Income Division. Mr. Murphy is also a Senior Vice President of Fidelity Investments Money Management, Inc. (2003-present) and an Executive Vice President of FMR (2005-present). Previously, Mr. Murphy served as Money Market Group Leader (2002-2004), Bond Group Leader (2000-2002), and Vice President of certain Asset Allocation Funds (2003-2007), Balanced Funds (2005-2007), Fidelity's Taxable Bond Funds (2000-2002) and Fidelity's Municipal Bond Funds (2001-2002).

Thomas J. Silvia (46)

Year of Election or Appointment: 2005

Vice President of Ultra-Short Central. Mr. Silvia also serves as Vice President of Fidelity's Fixed-Income Funds (2005-present) and Senior Vice President and Bond Group Leader of the Fidelity Investments Fixed-Income Division (2005-present). Previously, Mr. Silvia served as Vice President of certain Balanced Funds (2005-2007), certain Asset Allocation Funds (2005-2007), a Director of Fidelity's Taxable Bond portfolio managers (2002-2004) and a portfolio manager in the Bond Group (1997-2004).

Eric D. Roiter (58)

Year of Election or Appointment: 2001

Secretary of Ultra-Short Central. He also serves as Secretary of other Fidelity funds; Vice President, General Counsel, and Secretary of FMR Co., Inc. (2001-present) and FMR; Assistant Secretary of Fidelity Management & Research (U.K.) Inc. (2001-present), Fidelity Research & Analysis Company (2001-present), and Fidelity Investments Money Management, Inc. (2001-present). Mr. Roiter is an Adjunct Member, Faculty of Law, at Boston College Law School (2003-present). Previously, Mr. Roiter served as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (1998-2005).

Scott C. Goebel (39)

Year of Election or Appointment: 2007

Assistant Secretary of Ultra-Short Central. Mr. Goebel also serves as Assistant Secretary of other Fidelity funds (2007-present), and is an employee of FMR.

R. Stephen Ganis (41)

Year of Election or Appointment: 2006

Anti-Money Laundering (AML) officer of Ultra-Short Central. Mr. Ganis also serves as AML officer of other Fidelity funds (2006-present) and FMR LLC (2003-present). Before joining Fidelity Investments, Mr. Ganis practiced law at Goodwin Procter, LLP (2000-2002).

Joseph B. Hollis (59)

Year of Election or Appointment: 2006

Chief Financial Officer of Ultra-Short Central. Mr. Hollis also serves as Chief Financial Officer of other Fidelity funds. Mr. Hollis is President of Fidelity Pricing and Cash Management Services (FPCMS) (2005-present). Mr. Hollis also serves as President and Director of Fidelity Service Company, Inc. (2006-present). Previously, Mr. Hollis served as Senior Vice President of Cash Management Services (1999-2002) and Investment Management Operations (2002-2005).

Kenneth A. Rathgeber (60)

Year of Election or Appointment: 2004

Chief Compliance Officer of Ultra-Short Central. Mr. Rathgeber also serves as Chief Compliance Officer of other Fidelity funds (2004-present) and Executive Vice President of Risk Oversight for Fidelity Investments (2002-present). He is Chief Compliance Officer of FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present). Previously, Mr. Rathgeber served as Executive Vice President and Chief Operating Officer for Fidelity Investments Institutional Services Company, Inc. (1998-2002).

Bryan A. Mehrmann (46)

Year of Election or Appointment: 2005

Deputy Treasurer of Ultra-Short Central. Mr. Mehrmann also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Kenneth B. Robins (38)

Year of Election or Appointment: 2005

Deputy Treasurer of Ultra-Short Central. Mr. Robins also serves as Deputy Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (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) and a Senior Manager (1999-2000). In addition, Mr. Robins served as Assistant Chief Accountant, United States Securities and Exchange Commission (2000-2002).

Robert G. Byrnes (40)

Year of Election or Appointment: 2005

Assistant Treasurer of Ultra-Short Central. Mr. Byrnes also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Byrnes served as Vice President of FPCMS (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (53)

Year of Election or Appointment: 2004

Assistant Treasurer of Ultra-Short Central. Mr. Lydecker also serves as Assistant Treasurer of other Fidelity funds (2004) and is an employee of FMR.

Paul M. Murphy (60)

Year of Election or Appointment: 2007

Assistant Treasurer of Ultra-Short Central. Mr. Murphy also serves as Assistant Treasurer of other Fidelity funds (2007-present) and is an employee of FMR (2007-present). 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 Group (FPCMS) (1994-2007).

Gary W. Ryan (49)

Year of Election or Appointment: 2005

Assistant Treasurer of Ultra-Short Central. Mr. Ryan also serves as Assistant Treasurer of other Fidelity funds (2005-present) and is an employee of FMR (2005-present). Previously, Mr. Ryan served as Vice President of Fund Reporting in FPCMS (1999-2005).

** FMR Corp. merged with FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions

The fund designates $587,379,020 of distributions paid during the period January 1, 2007 to September 30, 2007 as qualifying to be taxed as interest-related dividends for nonresident alien shareholders.

The fund will notify shareholders in January 2008 of amounts for use in preparing 2007 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Ultra-Short Central Fund

Each year, typically in June, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly each month except August and takes into account throughout the year matters bearing on Advisory Contracts. The Board, acting directly and through its separate committees, considers at each of its meetings factors that are relevant to the annual renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has adopted a written charter outlining the structure and purposes of the committee. One such committee, the Fixed-Income Contract Committee, meets periodically as needed throughout the year to consider matters specifically related to the annual renewal of Advisory Contracts. The committee requests and receives information on, and makes recommendations to the Independent Trustees concerning, the approval and annual review of the Advisory Contracts.

At its June 2007 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the Advisory Contracts for the fund. In reaching its determination, the Board considered all factors it believed relevant and ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board also approved amendments to the fund's agreements with foreign sub-advisers to clarify that each sub-adviser provides services as an independent contractor.

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, Fidelity Investments Money Management, Inc., 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. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. In addition, the Board considered the trading resources that are an integrated part of the fixed-income portfolio management investment process.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory and administrative services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency and pricing and bookkeeping services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. The Board reviewed the fund's absolute investment performance, as well as the fund's relative investment performance, but did not consider performance to be a material factor in its decision to renew the fund's Advisory Contracts. The Board noted that the fund is designed to offer a liquid investment option for other investment companies and accounts managed by Fidelity Management & Research Company (FMR) or its affiliates and ultimately to enhance the performance of those investment companies and accounts.

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

Competitiveness of Management Fee and Total Fund Expenses. The Board considered that FMR pays the fund's management fee on behalf of the fund. The Board also noted that FMR bears all expenses of the fund, except expenses related to the fund's investment activities (primarily custody expenses). Based on its review, the Board concluded that the fund's net management fee and total expenses were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Annual Report

Costs of the Services and Profitability. The Board considered the level of Fidelity's profits in respect of all the Fidelity funds, as well as the profitability of each fund that invests in this fund.

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

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

The Board concluded that the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund were not relevant to the renewal of the Advisory Contracts because the fund pays no advisory fees and FMR bears all expenses of the fund, except expenses related to the fund's investment activities.

Economies of Scale. The Board concluded that the realization of economies of scale was not relevant to the renewal of the Advisory Contracts because the fund pays no advisory fees and FMR bears all expenses of the fund, except expenses related to the fund's investment activities.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on several topics, including (i) Fidelity's fund profitability methodology, profitability by investment discipline, and profitability trends within certain funds; (ii) Fidelity's compensation structure relative to competitors and its effect on profitability; (iii) funds and accounts managed by Fidelity other than the Fidelity funds, including fee arrangements; (iv) the total expenses of certain funds and classes relative to competitors; (v) fund performance trends; (vi) fall-out benefits received by certain Fidelity affiliates; and (vii) Fidelity's fee structures.

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

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Item 2. Code of Ethics

As of the end of the period, September 30, 2007, Fidelity Garrison Street Trust (the trust) has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its President and Treasurer and its Chief Financial Officer. A copy of the code of ethics is filed as an exhibit to this Form N-CSR.

Item 3. Audit Committee Financial Expert

The Board of Trustees of the trust has determined that 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

(a) Audit Fees.

For the fiscal years ended September 30, 2007 and September 30, 2006, the aggregate Audit Fees billed by Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu, and their respective affiliates (collectively, "Deloitte Entities") for professional services rendered for the audits of the financial statements, or services that are normally provided in connection with statutory and regulatory filings or engagements for those fiscal years, for Fidelity Money Market Central Fund and Fidelity Ultra-Short Central Fund (the funds) and for all funds in the Fidelity Group of Funds are shown in the table below.

Fund

2007A

2006A

Fidelity Money Market Central Fund

$32,000

$30,000

Fidelity Ultra-Short Central Fund

$129,000

$97,000

All funds in the Fidelity Group of Funds audited by Deloitte Entities

$7,300,000

$6,400,000

A

Aggregate amounts may reflect rounding.

(b) Audit-Related Fees.

In each of the fiscal years ended September 30, 2007 and September 30, 2006 the aggregate Audit-Related Fees billed by Deloitte Entities for services rendered for assurance and related services to each fund that are reasonably related to the performance of the audit or review of the fund's financial statements, but not reported as Audit Fees, are shown in the table below.

Fund

2007A

2006A

Fidelity Money Market Central Fund

$0

$0

Fidelity Ultra-Short Central Fund

$0

$0

A

Aggregate amounts may reflect rounding.

In each of the fiscal years ended September 30, 2007 and September 30, 2006, the aggregate Audit-Related Fees that were billed by Deloitte Entities that were required to be approved by the Audit Committee for services 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") for assurance and related services that relate directly to the operations and financial reporting of each fund that are reasonably related to the performance of the audit or review of the fund's financial statements, but not reported as Audit Fees, are shown in the table below.

Billed By

2007A

2006A

Deloitte Entities

$0

$0

A

Aggregate amounts may reflect rounding.

Fees included in the audit-related category comprise assurance and related services (e.g., due diligence services) that are traditionally performed by the independent registered public accounting firm. These audit-related services include due diligence related to mergers and acquisitions, accounting consultations and audits in connection with acquisitions, internal control reviews, attest services that are not required by statute or regulation and consultation concerning financial accounting and reporting standards.

(c) Tax Fees.

In each of the fiscal years ended September 30, 2007 and September 30, 2006, the aggregate Tax Fees billed by Deloitte Entities for professional services rendered for tax compliance, tax advice, and tax planning for each fund is shown in the table below.

Fund

2007A

2006A

Fidelity Money Market Central Fund

$4,200

$3,500

Fidelity Ultra-Short Central Fund

$5,200

$2,000

A

Aggregate amounts may reflect rounding.

In each of the fiscal years ended September 30, 2007 and September 30, 2006, the aggregate Tax Fees billed by Deloitte Entities that were required to be approved by the Audit Committee for professional services rendered on behalf of the Fund Service Providers for tax compliance, tax advice, and tax planning that relate directly to the operations and financial reporting of each fund is shown in the table below.

Billed By

2007A

2006A

Deloitte Entities

$0

$0

A

Aggregate amounts may reflect rounding.

Fees included in the Tax Fees category comprise all services performed by professional staff in the independent registered public accounting firm's tax division except those services related to the audit. Typically, this category would include fees for tax compliance, tax planning, and tax advice. Tax compliance, tax advice, and tax planning services include preparation of original and amended tax returns, claims for refund and tax payment-planning services, assistance with tax audits and appeals, tax advice related to mergers and acquisitions and requests for rulings or technical advice from taxing authorities.

(d) All Other Fees.

In each of the fiscal years ended September 30, 2007 and September 30, 2006, the aggregate Other Fees billed by Deloitte Entities for all other non-audit services rendered to the funds is shown in the table below.

Fund

2007A

2006A

Fidelity Money Market Central Fund

$0

$0

Fidelity Ultra-Short Central Fund

$0

$0

A

Aggregate amounts may reflect rounding.

In each of the fiscal years ended September 30, 2007 and September 30, 2006, the aggregate Other Fees billed by Deloitte Entities that were required to be approved by the Audit Committee for all other non-audit services rendered on behalf of the Fund Service Providers that relate directly to the operations and financial reporting of each fund is shown in the table below.

Billed By

2007A

2006A

Deloitte Entities

$180,000

$255,000

A

Aggregate amounts may reflect rounding.

Fees included in the All Other Fees category include services related to internal control reviews, strategy and other consulting, financial information systems design and implementation, consulting on other information systems, and other tax services unrelated to the fund.

(e) (1)

Audit Committee Pre-Approval Policies and Procedures:

The trust's Audit Committee must pre-approve all audit and non-audit services provided by the independent registered public accounting firm relating to the operations or financial reporting of the funds. 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 trust's 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. Non-audit services provided by a fund audit firm for a Fund Service Provider that do not relate directly to the operations and financial reporting of a Fidelity fund (Non-Covered Service) but that are expected to exceed $50,000 are also subject to pre-approval by the Audit Committee.

All Covered Services, as well as Non-Covered Services that are expected to exceed $50,000, 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. Neither pre-approval nor advance notice of Non-Covered Service engagements for which fees are not expected to exceed $50,000 is required; such engagements are to be reported to the Audit Committee monthly.

(e) (2)

Services approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X:

Audit-Related Fees:

There were no amounts that were approved by the Audit Committee pursuant to the de minimis exception for the fiscal years ended September 30, 2007 and September 30, 2006 on behalf of each fund.

There were no amounts that were required to be approved by the Audit Committee pursuant to the de minimis exception for the fiscal years ended September 30, 2007 and September 30, 2006 on behalf of the Fund Service Providers that relate directly to the operations and financial reporting of each fund.

Tax Fees:

There were no amounts that were approved by the Audit Committee pursuant to the de minimis exception for the fiscal years ended September 30, 2007 and September 30, 2006 on behalf of each fund.

There were no amounts that were required to be approved by the Audit Committee pursuant to the de minimis exception for the fiscal years ended September 30, 2007 and September 30, 2006 on behalf of the Fund Service Providers that relate directly to the operations and financial reporting of each fund.

All Other Fees:

There were no amounts that were approved by the Audit Committee pursuant to the de minimis exception for the fiscal years ended September 30, 2007 and September 30, 2006 on behalf of each fund.

There were no amounts that were required to be approved by the Audit Committee pursuant to the de minimis exception for the fiscal years ended September 30, 2007 and September 30, 2006 on behalf of the Fund Service Providers that relate directly to the operations and financial reporting of each fund.

(f) Not Applicable.

(g) For the fiscal years ended September 30, 2007 and September 30, 2006, the aggregate fees billed by Deloitte Entities of $595,000A and $800,000A for non-audit services rendered on behalf of 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 Fund Service Providers relating to Covered Services and Non-Covered Services are shown in the table below.

2007A

2006A

Covered Services

$190,000

$270,000

Non-Covered Services

$405,000

$530,000

A

Aggregate amounts may reflect rounding.

(h) The trust's Audit Committee has considered Non-Covered Services that were not pre-approved that were provided by Deloitte Entities to Fund Service Providers to be compatible with maintaining the independence of Deloitte Entities in its audit of the funds, taking into account representations from Deloitte Entities, in accordance with Independence Standards Board Standard No.1, regarding its independence from the funds and their related entities.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Schedule of Investments

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 Garrison Street Trust

By:

/s/Kimberley Monasterio

Kimberley Monasterio

President and Treasurer

Date:

December 5, 2007

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/Kimberley Monasterio

Kimberley Monasterio

President and Treasurer

Date:

December 5, 2007

By:

/s/Joseph B. Hollis

Joseph B. Hollis

Chief Financial Officer

Date:

December 5, 2007