FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY
INVESTMENT COMPANY ACT FILE NUMBER: 811-21439
EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER: Fidelity Rutland Square Trust
Fund Name: PAS U.S. Opportunity Fund of Funds
82 DEVONSHIRE STREET, BOSTON, MA 02109
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
SCOTT C.GOEBEL, SECRETARY, 82 DEVONSHIRE STREET, BOSTON, MA 02109
(NAME AND ADDRESS OF AGENT FOR SERVICE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: 617-563-7000
DATE OF FISCAL YEAR END: FEBRUARY 29
DATE OF REPORTING PERIOD: 06/30/2008
SIGNATURES
PURSUANT TO THE REQUIREMENTS OF THE INVESTMENT COMPANY ACT OF 1940, THE REGISTRANT HAS DULY CAUSED THIS REPORT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED, THERE UNTO DULY AUTHORIZED.
Fidelity Rutland Square Trust
BY: /s/ MARK OSTERHELD*
MARK OSTERHELD, PRESIDENT AND TREASURER
DATE: 08/11/2008 02:37:38 PM
*BY: /s/ CLAIRE S. WALPOLE
CLAIRE S. WALPOLE, VICE PRESIDENT, FIDELITY MANAGEMENT & RESEARCH COMPANY, PURSUANT TO A POWER OF ATTORNEY DATED JULY 6, 2007 AND FILED HEREWITH.
VOTE SUMMARY REPORT
PAS U.S. Opportunity Fund of Funds
07/01/2007- 06/30/2008
Note: The Security ID will be the CUSIP (Committee on Uniform Securities Identification Procedures) when available. When CUSIP is not available, an alternate identifier, e.g., CINS, will be provided.
| ISSUER NAME: AMERICAN CENTURY FUNDAMENTAL EQUITY MEETING DATE: 09/25/2007 | ||||
| TICKER: AFDIX SECURITY ID: 02508H600 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES E. STOWERS, JR. AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT JONATHAN S. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT THOMAS A. BROWN AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ANDREA C. HALL AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT JAMES A. OLSON AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT DONALD H. PRATT AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT GALE E. SAYERS AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT M. JEANNINE STRANDJORD AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT TIMOTHY S. WEBSTER AS A DIRECTOR | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: AMERICAN CENTURY INCOME & GROWTH MEETING DATE: 08/24/2007 | ||||
| TICKER: BIGRX SECURITY ID: 02507M303 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JONATHAN S. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT JOHN FREIDENRICH AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT RONALD J. GILSON AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT KATHRYN A. HALL AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT PETER F. PERVERE AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT MYRON S. SCHOLES AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT JOHN B. SHOVEN AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT JEANNE D. WOHLERS AS A DIRECTOR | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: AMERICAN CENTURY MID CAP VALUE MEETING DATE: 07/27/2007 | ||||
| TICKER: ACMVX SECURITY ID: 025076654 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES E. STOWERS, JR. AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT JONATHAN S. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT THOMAS A. BROWN AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ANDREA C. HALL AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT JAMES A. OLSON AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT DONALD H. PRATT AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT GALE E. SAYERS AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT M. JEANNINE STRANDJORD AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT TIMOTHY S. WEBSTER AS A DIRECTOR | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: BLACKROCK BASIC VALUE FUND, INC. MEETING DATE: 09/07/2007 | ||||
| TICKER: MDBAX SECURITY ID: 09251G101 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES H. BODURTHA AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT BRUCE R. BOND AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT DONALD W. BURTON AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT RICHARD S. DAVIS AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT STUART E. EIZENSTAT AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT LAURENCE D. FINK AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT KENNETH A. FROOT AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT HENRY GABBAY AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT ROBERT M. HERNANDEZ AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT JOHN F. O'BRIEN AS A DIRECTOR | Management | For | Proportional |
| 1. 11 | ELECT ROBERTA COOPER RAMO AS A DIRECTOR | Management | For | Proportional |
| 1. 12 | ELECT JEAN MARGO REID AS A DIRECTOR | Management | For | Proportional |
| 1. 13 | ELECT DAVID H. WALSH AS A DIRECTOR | Management | For | Proportional |
| 1. 14 | ELECT FRED G. WEISS AS A DIRECTOR | Management | For | Proportional |
| 1. 15 | ELECT RICHARD R. WEST AS A DIRECTOR | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: BLACKROCK LARGE CAP GROWTH FUND MEETING DATE: 09/07/2007 | ||||
| TICKER: MDLHX SECURITY ID: 09250J601 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT DAVID O. BEIM AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT RICHARD S. DAVIS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT RONALD W. FORBES AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT HENRY GABBAY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT DR. MATINA HORNER AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT RODNEY D. JOHNSON AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT HERBERT I. LONDON AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT CYNTHIA A. MONTGOMERY AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT JOSEPH P. PLATT, JR. AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT ROBERT C. ROBB, JR. AS A DIRECTOR | Management | For | Proportional |
| 1. 11 | ELECT TOBY ROSENBLATT AS A DIRECTOR | Management | For | Proportional |
| 1. 12 | ELECT KENNETH L. URISH AS A DIRECTOR | Management | For | Proportional |
| 1. 13 | ELECT FREDERICK W. WINTER AS A DIRECTOR | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: BLACKROCK MID-CAP VALUE EQUITY PORTFOLIO MEETING DATE: 09/07/2007 | ||||
| TICKER: BMCAX SECURITY ID: 091928788 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT DAVID O. BEIM AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT RICHARD S. DAVIS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT RONALD W. FORBES AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT HENRY GABBAY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT DR. MATINA HORNER AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT RODNEY D. JOHNSON AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT HERBERT I. LONDON AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT CYNTHIA A. MONTGOMERY AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT JOSEPH P. PLATT, JR. AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT ROBERT C. ROBB, JR. AS A DIRECTOR | Management | For | Proportional |
| 1. 11 | ELECT TOBY ROSENBLATT AS A DIRECTOR | Management | For | Proportional |
| 1. 12 | ELECT KENNETH L. URISH AS A DIRECTOR | Management | For | Proportional |
| 1. 13 | ELECT FREDERICK W. WINTER AS A DIRECTOR | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: BLACKROCK SMALL CAP GROWTH EQUITY PORTFOLIO MEETING DATE: 09/07/2007 | ||||
| TICKER: CSGEX SECURITY ID: 091928309 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT DAVID O. BEIM AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT RICHARD S. DAVIS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT RONALD W. FORBES AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT HENRY GABBAY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT DR. MATINA HORNER AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT RODNEY D. JOHNSON AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT HERBERT I. LONDON AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT CYNTHIA A. MONTGOMERY AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT JOSEPH P. PLATT, JR. AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT ROBERT C. ROBB, JR. AS A DIRECTOR | Management | For | Proportional |
| 1. 11 | ELECT TOBY ROSENBLATT AS A DIRECTOR | Management | For | Proportional |
| 1. 12 | ELECT KENNETH L. URISH AS A DIRECTOR | Management | For | Proportional |
| 1. 13 | ELECT FREDERICK W. WINTER AS A DIRECTOR | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: BLACKROCK U.S. OPPORTUNITIES PORTFOLIO MEETING DATE: 09/07/2007 | ||||
| TICKER: BMEAX SECURITY ID: 091929810 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT DAVID O. BEIM AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT RICHARD S. DAVIS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT RONALD W. FORBES AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT HENRY GABBAY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT DR. MATINA HORNER AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT RODNEY D. JOHNSON AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT HERBERT I. LONDON AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT CYNTHIA A. MONTGOMERY AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT JOSEPH P. PLATT, JR. AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT ROBERT C. ROBB, JR. AS A DIRECTOR | Management | For | Proportional |
| 1. 11 | ELECT TOBY ROSENBLATT AS A DIRECTOR | Management | For | Proportional |
| 1. 12 | ELECT KENNETH L. URISH AS A DIRECTOR | Management | For | Proportional |
| 1. 13 | ELECT FREDERICK W. WINTER AS A DIRECTOR | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: BROKERAGE & INVESTMENT MANAGEMENT PORTFOLIO MEETING DATE: 03/19/2008 | ||||
| TICKER: FSLBX SECURITY ID: 316390855 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR FUTURE SHAREHOLDER MEETINGS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: CHEMICALS PORTFOLIO MEETING DATE: 03/19/2008 | ||||
| TICKER: FSCHX SECURITY ID: 316390889 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR FUTURE SHAREHOLDER MEETINGS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: COMPUTERS PORTFOLIO MEETING DATE: 03/19/2008 | ||||
| TICKER: FDCPX SECURITY ID: 316390871 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR FUTURE SHAREHOLDER MEETINGS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: DEFENSE & AEROSPACE PORTFOLIO MEETING DATE: 03/19/2008 | ||||
| TICKER: FSDAX SECURITY ID: 316390806 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR FUTURE SHAREHOLDER MEETINGS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: ENERGY SERVICE PORTFOLIO MEETING DATE: 03/19/2008 | ||||
| TICKER: FSESX SECURITY ID: 316390764 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR FUTURE SHAREHOLDER MEETINGS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: ENVIRONMENTAL PORTFOLIO MEETING DATE: 03/19/2008 | ||||
| TICKER: FSLEX SECURITY ID: 316390574 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR FUTURE SHAREHOLDER MEETINGS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: FIDELITY DISCIPLINED EQUITY MEETING DATE: 05/14/2008 | ||||
| TICKER: FDEQX SECURITY ID: 316066208 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR FUTURE SHAREHOLDER MEETINGS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: FIDELITY EQUITY-INCOME FUND MEETING DATE: 05/14/2008 | ||||
| TICKER: FEQIX SECURITY ID: 316138106 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR FUTURE SHAREHOLDER MEETINGS. | Management | For | Proportional |
| 3 | SHAREHOLDER PROPOSAL CONCERNING BOARD OVERSIGHT PROCEDURES TO SCREEN OUT INVESTMENTS IN COMPANIES THAT SUBSTANTIALLY CONTRIBUTE TO GENOCIDE. | Shareholder | Against | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: FIDELITY FUND MEETING DATE: 05/14/2008 | ||||
| TICKER: FFIDX SECURITY ID: 316153105 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR FUTURE SHAREHOLDER MEETINGS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: FIDELITY LARGE CAP STOCK FUND MEETING DATE: 04/16/2008 | ||||
| TICKER: FLCSX SECURITY ID: 315912402 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO AMEND THE DECLARATION OF TRUST OF EACH OF FIDELITY ADVISOR SERIES I, FIDELITY ADVISOR SERIES VII, FIDELITY ADVISOR SERIES VIII, FIDELITY COMMONWEALTH TRUST, AND FIDELITY DESTINY PORTFOLIOS TO REDUCE THE REQUIRED QUORUM FOR FUTURE SHAREHOLDER MEETINGS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: FIDELITY LEVERAGED COMPANY STOCK FUND MEETING DATE: 05/14/2008 | ||||
| TICKER: FLVCX SECURITY ID: 316389873 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR FUTURE SHAREHOLDER MEETINGS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: FIDELITY TAX MANAGED STOCK FUND MEETING DATE: 04/16/2008 | ||||
| TICKER: FTXMX SECURITY ID: 316048404 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT ALBERT R. GAMPER, JR. AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT GEORGE H. HEILMEIER AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ARTHUR E. JOHNSON AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JAMES H. KEYES AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT MARIE L. KNOWLES AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT KENNETH L. WOLFE AS A DIRECTOR | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: GOLDMAN SACHS STRUCTURED U.S. EQUITY FUND MEETING DATE: 08/30/2007 | ||||
| TICKER: GSSQX SECURITY ID: 38141W620 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT ASHOK N. BAKHRU AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT JOHN P. COBLENTZ, JR. AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT DIANA M. DANIELS AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT PATRICK T. HARKER AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT JESSICA PALMER AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT ALAN A. SHUCH AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT RICHARD P. STRUBEL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT KAYSIE P. UNIACKE AS A DIRECTOR | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: INDUSTRIAL EQUIPMENT PORTFOLIO MEETING DATE: 03/19/2008 | ||||
| TICKER: FSCGX SECURITY ID: 316390533 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR FUTURE SHAREHOLDER MEETINGS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: MARSICO 21ST CENTURY FUND MEETING DATE: 11/09/2007 | ||||
| TICKER: MXXIX SECURITY ID: 573012309 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | APPROVAL OF THE NEW INVESTMENT ADVISORY AND MANAGEMENT AGREEMENT BETWEEN THE MARSICO INVESTMENT FUND ON BEHALF OF THE MARSICO 21ST CENTURY FUND AND MARSICO CAPITAL MANAGEMENT, LLC. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: MATERIALS PORTFOLIO MEETING DATE: 03/19/2008 | ||||
| TICKER: FSDPX SECURITY ID: 316390590 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR FUTURE SHAREHOLDER MEETINGS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: MEDICAL EQUIPMENT AND SYSTEMS PORTFOLIO MEETING DATE: 03/19/2008 | ||||
| TICKER: FSMEX SECURITY ID: 316390475 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR FUTURE SHAREHOLDER MEETINGS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: NATURAL RESOURCES PORTFOLIO MEETING DATE: 03/19/2008 | ||||
| TICKER: FNARX SECURITY ID: 316390491 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR FUTURE SHAREHOLDER MEETINGS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: PHARMACEUTICALS PORTFOLIO MEETING DATE: 03/19/2008 | ||||
| TICKER: FPHAX SECURITY ID: 316390442 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR FUTURE SHAREHOLDER MEETINGS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: ROYCE VALUE FUND MEETING DATE: 11/05/2007 | ||||
| TICKER: RYVFX SECURITY ID: 780905733 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | TO APPROVE THE ELIMINATION OF THE FUNDAMENTAL INVESTMENT RESTRICTION THAT LIMITS INVESTMENT IN THE SECURITIES OF FOREIGN ISSUERS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: RS CORE EQUITY CLASS A MEETING DATE: 11/20/2007 | ||||
| TICKER: GPAFX SECURITY ID: 700159106 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT K.R. FITZSIMMONS, JR. AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT C.C. MELVIN, JR. AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT GLORIA S. NELUND AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT TERRY R. OTTON AS A DIRECTOR | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: SELECT CONSUMER STAPLES MEETING DATE: 03/19/2008 | ||||
| TICKER: FDFAX SECURITY ID: 316390848 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR FUTURE SHAREHOLDER MEETINGS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: SOFTWARE AND COMPUTER SERVICES PORTFOLIO MEETING DATE: 03/19/2008 | ||||
| TICKER: FSCSX SECURITY ID: 316390822 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR FUTURE SHAREHOLDER MEETINGS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: TECHNOLOGY PORTFOLIO MEETING DATE: 03/19/2008 | ||||
| TICKER: FSPTX SECURITY ID: 316390202 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR FUTURE SHAREHOLDER MEETINGS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: THE ROYCE FUND MEETING DATE: 11/05/2007 | ||||
| TICKER: RYVPX SECURITY ID: 780905741 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | TO APPROVE THE ELIMINATION OF THE FUNDAMENTAL INVESTMENT RESTRICTION THAT LIMITS INVESTMENT IN THE SECURITIES OF FOREIGN ISSUERS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: UTILITIES GROWTH PORTFOLIO MEETING DATE: 03/19/2008 | ||||
| TICKER: FSUTX SECURITY ID: 316390509 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR FUTURE SHAREHOLDER MEETINGS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: VALUE AND RESTRUCTURING FUND MEETING DATE: 03/19/2008 | ||||
| TICKER: UMBIX SECURITY ID: 300722782 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1 | TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION PROVIDING FOR (I) SALE OF ALL ASSETS OF EXCELSIOR FUND TO, AND ASSUMPTION OF ALL OF THE LIABILITIES OF EXCELSIOR FUND BY, THE CORRESPONDING NEWLY-FORMED SERIES OF COLUMBIA FUNDS SERIES TRUST I ( COLUMBIA FUND ), AND (II) THE DISTRIBUTION OF SUCH SHARES TO SHAREHOLDERS OF THE EXCELSIOR FUND IN LIQUIDATION OF EXCELSIOR FUND. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
| ISSUER NAME: WIRELESS PORTFOLIO MEETING DATE: 03/19/2008 | ||||
| TICKER: FWRLX SECURITY ID: 316390459 | ||||
| Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
| 1. 1 | ELECT JAMES C. CURVEY AS A DIRECTOR | Management | For | Proportional |
| 1. 2 | ELECT DENNIS J. DIRKS AS A DIRECTOR | Management | For | Proportional |
| 1. 3 | ELECT EDWARD C. JOHNSON 3D AS A DIRECTOR | Management | For | Proportional |
| 1. 4 | ELECT ALAN J. LACY AS A DIRECTOR | Management | For | Proportional |
| 1. 5 | ELECT NED C. LAUTENBACH AS A DIRECTOR | Management | For | Proportional |
| 1. 6 | ELECT JOSEPH MAURIELLO AS A DIRECTOR | Management | For | Proportional |
| 1. 7 | ELECT CORNELIA M. SMALL AS A DIRECTOR | Management | For | Proportional |
| 1. 8 | ELECT WILLIAM S. STAVROPOULOS AS A DIRECTOR | Management | For | Proportional |
| 1. 9 | ELECT DAVID M. THOMAS AS A DIRECTOR | Management | For | Proportional |
| 1. 10 | ELECT MICHAEL E. WILEY AS A DIRECTOR | Management | For | Proportional |
| 2 | TO AMEND THE DECLARATION OF TRUST TO REDUCE THE REQUIRED QUORUM FOR FUTURE SHAREHOLDER MEETINGS. | Management | For | Proportional |
| Fidelity displays agenda items and descriptions as they are provided by the issuer and the vote processing agent. These descriptions may include special characters such as asterisks. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions. | ||||
POWER OF ATTORNEY
I, the undersigned Treasurer of the following investment companies:
Fidelity Rutland Square Trust Fidelity Rutland Square Trust II Fidelity Commonwealth Trust II |
plus any other investment company for which Strategic Advisers, Inc. or an affiliate acts as investment adviser and for which the undersigned individual serves as President and Treasurer (collectively, the "Funds"), hereby constitute and appoint Nicholas Steck and Claire Walpole my true and lawful attorneys-in-fact, each of them singly, with full power of substitution, and with full power to sign for me and in my name in the appropriate capacities, all Reports of the Proxy Voting Records of the Funds on Form N-PX under the Investment Company Act of 1940, as amended (the "Act"), or any successor thereto, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate to cause such Form to be completed and filed in accordance with the Act and all related requirements of the Securities and Exchange Commission. I hereby ratify and confirm all that said attorneys-in-fact or their substitute may do or cause to be done by virtue hereof. This power of attorney is effective for all documents filed on or after August 1, 2007.
WITNESS my hand on this 6th of July 2007.
/s/ Mark Osterheld
Mark Osterheld
President and Treasurer
