Exhibit 11
KIRKPATRICK & LOCKHART LLP
1800 MASSACHUSETTS AVENUE, N.W.
WASHINGTON, D. C. 20036-1800
TELEPHONE 202-778-9000
 
 
December 9, 1998
Fidelity Income Fund
82 Devonshire Street
Boston, Massachusetts 02109 
Ladies and Gentlemen:
  You have requested our opinion regarding certain matters in
connection with the issuance of shares of Fidelity Intermediate
Government Income Fund ("Intermediate Government"), a series of
Fidelity Income Fund (the "Trust"), pursuant to a Registration
Statement to be filed by the Trust on Form N-14 ("Registration
Statement") under the Securities Act of 1933 ("1933 Act").  These
shares will be issued in connection with the proposed acquisition by
Intermediate Government of all of the assets of Spartan
Short-Intermediate Government Fund ("Spartan Short-Intermediate"), a
fund of Fidelity Fixed-Income Trust and all of the assets of Fidelity
Short-Intermediate Government Fund ("Fidelity Short-Intermediate"), a
fund of Fidelity Charles Street Trust, and the assumption by
Intermediate Government of the liabilities of Spartan
Short-Intermediate and Fidelity Short-Intermediate solely in exchange
for shares of  Intermediate Government.  
 In connection with our services as counsel for the Trust, we have
examined, among other things, originals or copies of such documents,
certificates and corporate and other records as we deemed necessary or
appropriate for purposes of this opinion.  We have assumed the
genuineness of all signatures, the authenticity of all documents
submitted to us, the conformity to original documents of all documents
presented to us as copies thereof and the authenticity of the original
documents from which any such copies were made, which assumptions we
have not independently verified.  As to various matters of fact
material to this opinion, we have relied upon statements and
certificates of officers of the Trust.  Based upon this examination,
we are of the opinion that, except as described herein,  the shares to
be issued pursuant to the Registration Statement have been duly
authorized and, when issued upon the terms provided in the
Registration Statement, subject to compliance with the 1933 Act, the
Investment Company Act of 1940, and applicable state law regulating
the offer and sale of securities, will be legally issued, fully paid,
and non-assessable, and no shareholder of Intermediate Government has
any preemptive right of subscription or purchase in respect thereof.  
We note, however, that the Trust is an entity of the type commonly
known as a "Massachusetts business trust." Under Massachusetts law,
shareholders could, under certain circumstances, be held personally
liable for the obligations of the Trust. The Declaration of Trust
states that all persons extending credit to, contracting with or
having any claim against the Trust or the Trustees shall look only to
the assets of the appropriate Series for payment under such credit,
contract or claim; and neither the Shareholders nor the Trustees, nor
any of their agents, whether past, present or future, shall be
personally liable therefor. The Declaration of Trust also requires
that every note, bond, contract or other undertaking issued by or on
behalf of the Trust or the Trustees relating to the Trust or to a
Series shall include a recitation limiting the obligation represented
thereby to the Trust or to one or more Series and its or their assets
(but the omission of such recitation shall not operate to bind any
Shareholder or Trustee). The Declaration of Trust further provides:
(1) for indemnification from the assets of the applicable Series for
all loss and expense of any shareholder or former shareholder held
personally liable solely by reason of his being or having been a
shareholder; and (2) for a Series to assume, upon request by the
shareholder, the defense of any claim made against the shareholder for
any act or obligation of the Series and satisfy any judgment thereon.
Thus, the risk of a shareholder incurring financial loss on account of
shareholder liability is limited to circumstances in which the Trust
or Series would be unable to meet its obligations.  
  We hereby consent to the reference to our firm under the caption
"Legal Matters" in the Proxy Statement and Prospectus which
constitutes a part of the Registration Statement.  We further consent
to your filing a copy of this opinion as an exhibit to the
Registration Statement.
      Very truly yours,
      
      /s/Kirkpatrick & Lockhart LLP
         Kirkpatrick & Lockhart LLP