Fidelity Beacon Street Trust Sample Contracts

AMENDED and RESTATED GENERAL DISTRIBUTION AGREEMENT between FIDELITY BEACON STREET TRUST and FIDELITY DISTRIBUTORS CORPORATION
General Distribution Agreement • December 28th, 2007 • Fidelity Beacon Street Trust • Massachusetts

Agreement made this 1st day of May, 2006, between Fidelity Beacon Street Trust, a Delaware statutory trust having its principal place of business in Boston, Massachusetts and which may issue one or more series of beneficial interest ("Issuer"), with respect to shares of Fidelity Tax Managed Stock Fund, a series of the Issuer, and Fidelity Distributors Corporation, a Massachusetts corporation having its principal place of business in Boston, Massachusetts ("Distributors").

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MANAGEMENT CONTRACT between FIDELITY BEACON STREET TRUST: FIDELITY TAX MANAGED STOCK FUND and FIDELITY MANAGEMENT & RESEARCH COMPANY
Management Contract • December 28th, 2007 • Fidelity Beacon Street Trust • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 1st day of August, 2007, by and between Fidelity Beacon Street Trust, a Delaware business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Fund"), on behalf of Fidelity Tax Managed Stock Fund, (hereinafter called the "Portfolio"), and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the "Adviser") as set forth in its entirety below.

SUB-ADVISORY AGREEMENT between FIDELITY MANAGEMENT & RESEARCH COMPANY and FIDELITY MANAGEMENT & RESEARCH (U.K.) INC.
Sub-Advisory Agreement • December 30th, 2008 • Fidelity Beacon Street Trust • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 17th day of July, 2008, by and between Fidelity Management & Research Company, a Massachusetts corporation with principal offices at 82 Devonshire Street, Boston, Massachusetts (hereinafter called the "Advisor"), and Fidelity Management & Research (U.K.) Inc. (hereinafter called the "Sub-Advisor").

SUB-ADVISORY AGREEMENT between FMR CO., INC. and FIDELITY MANAGEMENT & RESEARCH COMPANY
Sub-Advisory Agreement • December 28th, 2001 • Fidelity Beacon Street Trust • Massachusetts

AGREEMENT made this 19th day of July, 2001, by and between FMR Co., Inc., a Massachusetts corporation with principal offices at 82 Devonshire Street, Boston, Massachusetts (hereinafter called the ´´Sub-Adviser") and Fidelity Management & Research Company, a Massachusetts corporation with principal offices at 82 Devonshire Street, Boston, Massachusetts (hereinafter called the ´´Adviser").

GENERAL DISTRIBUTION AGREEMENT between FIDELITY BEACON STREET TRUST and FIDELITY DISTRIBUTORS CORPORATION
General Distribution Agreement • August 6th, 2001 • Fidelity Beacon Street Trust • Massachusetts

Agreement made this 19th day of July, 2001, between Fidelity Beacon Street Trust, a Delaware business trust having its principal place of business in Boston, Massachusetts and which may issue one or more series of beneficial interest ("Issuer"), with respect to shares of Fidelity Advisor Tax Managed Stock Fund, a series of the Issuer, and Fidelity Distributors Corporation, a Massachusetts corporation having its principal place of business in Boston, Massachusetts ("Distributors").

MANAGEMENT CONTRACT between FIDELITY ADVISOR SERIES VIII: FIDELITY ADVISOR OVERSEAS FUND and FIDELITY MANAGEMENT & RESEARCH COMPANY
Management Contract • December 27th, 2001 • Fidelity Beacon Street Trust • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 1st day of May 2001, by and between Fidelity Advisor Series VIII, a Massachusetts business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Fund"), on behalf of Fidelity Advisor Overseas Fund (hereinafter called the "Portfolio"), and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the "Adviser") as set forth in its entirety below.

MANAGEMENT CONTRACT between FIDELITY ADVISOR SERIES VIII: FIDELITY ADVISOR LATIN AMERICA FUND and FIDELITY MANAGEMENT & RESEARCH COMPANY
Fidelity Beacon Street Trust • December 27th, 2001 • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 1st day of March 2001, by and between Fidelity Advisor Series VIII, a Massachusetts business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Fund"), on behalf of Fidelity Advisor Latin America Fund (hereinafter called the "Portfolio"), and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the "Adviser") as set forth in its entirety below.

Exhibit 5(b) FORM OF SUB-ADVISORY AGREEMENT BETWEEN FIDELITY MANAGEMENT & RESEARCH COMPANY AND FIDELITY MANAGEMENT & RESEARCH (U.K.) INC. AND FIDELITY BEACON STREET TRUST ON BEHALF OF FIDELITY TAX MANAGED STOCK FUND AGREEMENT made this ___ day of...
Fidelity Beacon Street Trust • July 22nd, 1998 • Massachusetts

Exhibit 5(b) FORM OF SUB-ADVISORY AGREEMENT BETWEEN FIDELITY MANAGEMENT & RESEARCH COMPANY AND FIDELITY MANAGEMENT & RESEARCH (U.K.) INC. AND FIDELITY BEACON STREET TRUST ON BEHALF OF FIDELITY TAX MANAGED STOCK FUND AGREEMENT made this ___ day of ____, 1998, by and between Fidelity Management & Research Company, a Massachusetts corporation with principal offices at 82 Devonshire Street, Boston, Massachusetts (hereinafter called the "Advisor"); Fidelity Management & Research (U.K.) Inc. (hereinafter called the "Sub-Advisor"); and Fidelity Beacon Street Trust, a Delaware business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Trust") on behalf of Fidelity Tax Managed Stock Fund (hereinafter called the "Portfolio"). WHEREAS the Trust and the Advisor have entered into a Management Contract on behalf of the Portfolio, pursuant to which the Advisor is to act as investment manager of the Portfolio; and WHEREAS the Sub-Advisor and its subsidi

Form of SUB-ADVISORY AGREEMENT between FIDELITY MANAGEMENT & RESEARCH COMPANY and FIDELITY MANAGEMENT & RESEARCH (Far East) INC. and FIDELITY BEACON STREET TRUST ON BEHALF OF FIDELITY ADVISOR TAX MANAGED STOCK FUND
Fidelity Beacon Street Trust • May 17th, 2001 • Massachusetts

AGREEMENT made this ___ day of _____________, 200_, by and between Fidelity Management & Research Company, a Massachusetts corporation with principal offices at 82 Devonshire Street, Boston, Massachusetts (hereinafter called the "Advisor"); Fidelity Management & Research (Far East) Inc. (hereinafter called the "Sub-Advisor"); and Fidelity Beacon Street Trust, a Delaware business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Trust") on behalf of Fidelity Advisor Tax Managed Stock Fund (hereinafter called the "Portfolio").

Form of RESEARCH AGREEMENT Between FIDELITY MANAGEMENT & RESEARCH (Far East), INC. and FIDELITY INVESTMENTS JAPAN LIMITED
Research Agreement • May 17th, 2001 • Fidelity Beacon Street Trust • Massachusetts

AGREEMENT made this ___ day of _______ 200_, by and between Fidelity Management & Research (Far East), Inc., a Massachusetts corporation (the "Sub-Advisor"); and Fidelity Investments Japan Limited, a Japanese corporation (the "Japan Sub-Advisor").

FORM OF SELLING DEALER AGREEMENT
Selling Dealer Agreement • December 28th, 2006 • Fidelity Beacon Street Trust • Massachusetts

We at Fidelity Distributors Corporation invite you (______________________________) to distribute shares of the mutual funds, or the separate series or classes of the mutual funds, listed on Schedule A attached to this Agreement (the "Portfolios"). We may periodically change the list of Portfolios by giving you written notice of the change. We are the Portfolios' principal underwriter and, as agent for the Portfolios, we offer to sell Portfolio shares to you on the following terms:

Form of FIDELITY GROUP REPO CUSTODIAN AGREEMENT FOR JOINT TRADING ACCOUNT
Repo Custodian Agreement • May 17th, 2001 • Fidelity Beacon Street Trust • New York

AGREEMENT dated as of ______, among THE BANK OF NEW YORK, a banking corporation organized under the laws of the State of New York ("Repo Custodian"), J.P. MORGAN SECURITIES INC. ("Seller") and each of the entities listed on Schedule A-1, A-2, A-3 and A-4 (collectively, the "Funds" and each a "Fund") hereto, acting on behalf of itself or (i) in the case of the Funds listed on Schedule A-1 or A-2 hereto which are portfolios or series, acting through the series company listed on Schedule A-1 or A-2 hereto, (ii) in the case of the accounts listed on Schedule A-3 hereto, acting through Fidelity Management & Research Company, and (iii) in the case of the commingled or individual accounts listed on Schedule A-4 hereto, acting through Fidelity Management Trust Company (collectively, the "Funds" and each, a "Fund").

Form of CUSTODIAN AGREEMENT Dated as of: _______________ Between Each of the Investment Companies Listed on Appendix "A" Attached Hereto and State Street Bank and Trust Company
Custodian Agreement • May 17th, 2001 • Fidelity Beacon Street Trust

AGREEMENT made as of the ____ day of ________, _____ between each of the Investment Companies listed on Appendix "A" hereto, as the same may be amended from time to time (each a "Fund" and collectively the "Funds") and State Street Bank and Trust Company (the "Custodian").

Form of JOINT TRADING ACCOUNT CUSTODY AGREEMENT Between THE BANK OF NEW YORK and FIDELITY FUNDS Dated as of: _________
Custody Agreement • May 17th, 2001 • Fidelity Beacon Street Trust

AGREEMENT dated as of ___________ by and between The Bank of New York (hereinafter referred to as the "Custodian") and each of the entities listed on Schedules A-1, A-2, A-3 and A-4 hereto, acting on behalf of itself or, (i) in the case of a series company, on behalf of one or more of its portfolios or series listed on Schedule A-1 or A-2 hereto, (ii) in the case of the accounts listed on Schedule A-3 hereto, acting through Fidelity Management & Research Company, and (iii) in the case of the commingled or individual accounts listed on Schedule A-4 hereto, acting through Fidelity Management Trust Company (collectively, the "Funds" and each, a "Fund").

FORM OF BANK AGENCY AGREEMENT
Bank Agency Agreement • December 28th, 2006 • Fidelity Beacon Street Trust • Massachusetts

We at Fidelity Distributors Corporation offer to make available to your customers shares of the mutual funds, or the separate series or classes of the mutual funds, listed on Schedule A attached to this Agreement (the "Portfolios"). We may periodically change the list of Portfolios by giving you written notice of the change. We are the Portfolios' principal underwriter and act as agent for the Portfolios. You (____________________________________) are a division or affiliate of a bank (____________________________________) and desire to make Portfolio shares available to your customers on the following terms:

AMENDED AND RESTATED SUB-RESEARCH AGREEMENT between FIDELITY INTERNATIONAL INVESTMENT ADVISORS (U.K.) LIMITED and FIDELITY INTERNATIONAL INVESTMENT ADVISORS
Sub-Research Agreement • December 30th, 2008 • Fidelity Beacon Street Trust • Massachusetts

AGREEMENT as of this 1st day of August, 2007, by and between Fidelity International Investment Advisors (U.K.) Limited, 27-28 Lovat Lane, London, England (hereinafter called the "U.K. Sub-Advisor") and Fidelity International Investment Advisors, a Bermuda company with principal offices at Pembroke Hall, Pembroke, Bermuda (hereinafter called the "Sub-Advisor").

GENERAL RESEARCH SERVICES AGREEMENT
General Research • June 29th, 2006 • Fidelity Beacon Street Trust • Massachusetts

This AGREEMENT is effective as of January 20, 2006, by and among Fidelity Management & Research Company ("FMR"), a Massachusetts corporation with its principal offices at 82 Devonshire Street, Boston, Massachusetts, FMR Co., Inc. ("FMR Co"), a Massachusetts corporation with its principal offices at 82 Devonshire Street, Boston, Massachusetts, Fidelity Investments Money Management Inc. ("FIMM"), a New Hampshire corporation with its principal offices at One Spartan Way, Merrimack, New Hampshire and Fidelity Research & Analysis Company ("FRAC"), a Massachusetts corporation with its principal offices at 82 Devonshire Street, Boston, Massachusetts.

Exhibit 5(a) FORM OF MANAGEMENT CONTRACT between FIDELITY Beacon Street TRUST: FIDELITY TAX MANAGED STOCK FUND and FIDELITY MANAGEMENT & RESEARCH COMPANY AGREEMENT made this __ day of ____ 1998, by and between Fidelity Beacon Street Trust, a Delaware...
Fidelity Beacon Street Trust • July 22nd, 1998

Exhibit 5(a) FORM OF MANAGEMENT CONTRACT between FIDELITY Beacon Street TRUST: FIDELITY TAX MANAGED STOCK FUND and FIDELITY MANAGEMENT & RESEARCH COMPANY AGREEMENT made this __ day of ____ 1998, by and between Fidelity Beacon Street Trust, a Delaware business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Fund"), on behalf of Fidelity Tax Managed Stock Fund, (hereinafter called the "Portfolio"), and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the "Adviser") as set forth in its entirety below. 1. (a) Investment Advisory Services. The Adviser undertakes to act as investment adviser of the Portfolio and shall, subject to the supervision of the Fund's Board of Trustees, direct the investments of the Portfolio in accordance with the investment objective, policies and limitations as provided in the Portfolio's Prospectus or other governing instruments, as amended from time to time, the Investment

AMENDED AND RESTATED SUB-RESEARCH AGREEMENT between FIDELITY INVESTMENTS JAPAN LIMITED and FIDELITY INTERNATIONAL INVESTMENT ADVISORS
Sub-Research Agreement • December 30th, 2008 • Fidelity Beacon Street Trust • Massachusetts

AGREEMENT as of this 1st day of August, 2007, by and between Fidelity International Investment Advisors, a Bermuda company with principal offices at Pembroke Hall, 42 Crow Lane, Pembroke, HM 19, Bermuda (hereinafter called the "Sub-Advisor"), and Fidelity Investments Japan Limited, a Japanese company with principal offices at Shiroyama JT Trust Tower, 3-1, Toranomon 4-chome, Minato-Ku, Tokyo, Japan, Japan (hereinafter called the "Japan Sub-Advisor").

Form of AMENDED AND RESTATED SUB-ADVISORY AGREEMENT Between FIDELITY MANAGEMENT & RESEARCH (Far East), INC. and FIDELITY INVESTMENTS JAPAN LIMITED
Sub-Advisory Agreement • August 6th, 2001 • Fidelity Beacon Street Trust • Massachusetts

AGREEMENT made this __ day of _________, 2001, by and between Fidelity Management & Research (Far East), Inc., a Massachusetts corporation (the "Sub-Advisor"); and Fidelity Investments Japan Limited, a Japanese corporation (the "Japan Sub-Advisor").

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Exhibit 6(a) FORM OF GENERAL DISTRIBUTION AGREEMENT between FIDELITY BEACON STREET TRUST and FIDELITY DISTRIBUTORS CORPORATION Agreement made this _ day of , 1998, between Fidelity Beacon Street Trust, a Delaware business trust having its principal...
Fidelity Beacon Street Trust • July 22nd, 1998

Exhibit 6(a) FORM OF GENERAL DISTRIBUTION AGREEMENT between FIDELITY BEACON STREET TRUST and FIDELITY DISTRIBUTORS CORPORATION Agreement made this _ day of , 1998, between Fidelity Beacon Street Trust, a Delaware business trust having its principal place of business in Boston, Massachusetts and which may issue one or more series of beneficial interest ("Issuer"), with respect to shares of Fidelity Tax Managed Stock Fund, a series of the Issuer, and Fidelity Distributors Corporation, a Massachusetts corporation having its principal place of business in Boston, Massachusetts ("Distributors"). In consideration of the mutual promises and undertakings herein contained, the parties agree as follows: 1. Sale of Shares - The Issuer grants to Distributors the right to sell shares on behalf of the Issuer during the term of this Agreement and subject to the registration requirements of the Securities Act of 1933, as amended ("1933 Act"), and of the laws governing the sale of securities in the var

AGREEMENT AND PLAN OF REORGANIZATION
Agreement and Plan of Reorganization • June 29th, 2009 • Fidelity Beacon Street Trust • Delaware

THIS AGREEMENT AND PLAN OF REORGANIZATION (the Agreement) is made as of January 14, 2009, by and between Fidelity Beacon Street Trust, a Delaware statutory trust, on behalf of its series Fidelity Advisor Tax Managed Stock Fund (the Acquired Fund) and Fidelity Tax Managed Stock Fund (the Acquiring Fund). Fidelity Beacon Street Trust may be referred to herein as the "Trust." The Trust is a duly organized statutory trust under the laws of the State of Delaware with its principal place of business at 82 Devonshire Street, Boston, Massachusetts 02109. The Acquiring Fund and the Acquired Fund may be referred to herein collectively as the "Funds" or each individually as the "Fund."

Exhibit g(1) Form of FIDELITY GROUP REPO CUSTODIAN AGREEMENT FOR JOINT TRADING ACCOUNT AGREEMENT dated as of ________, among THE BANK OF NEW YORK, a banking corporation organized under the laws of the State of New York ("Repo Custodian"), J.P. MORGAN...
Fidelity Beacon Street Trust • October 21st, 1998 • New York

Exhibit g(1) Form of FIDELITY GROUP REPO CUSTODIAN AGREEMENT FOR JOINT TRADING ACCOUNT AGREEMENT dated as of ________, among THE BANK OF NEW YORK, a banking corporation organized under the laws of the State of New York ("Repo Custodian"), J.P. MORGAN SECURITIES INC. ("Seller") and each of the entities listed on Schedule A-1, A-2, A-3 and A-4 (collectively, the "Funds" and each a "Fund") hereto, acting on behalf of itself or (i) in the case of the Funds listed on Schedule A-1 or A-2 hereto which are portfolios or series, acting through the series company listed on Schedule A-1 or A-2 hereto, (ii) in the case of the accounts listed on Schedule A-3 hereto, acting through Fidelity Management & Research Company, and (iii) in the case of the commingled or individual accounts listed on Schedule A-4 hereto, acting through Fidelity Management Trust Company (collectively, the "Funds" and each, a "Fund"). WITNESSETH WHEREAS, each of the Funds has entered into a master repurchase agreement dated a

Exhibit g(2) Form Of FIDELITY GROUP REPO CUSTODIAN AGREEMENT FOR JOINT TRADING ACCOUNT AGREEMENT dated as of _____________, among CHEMICAL BANK, a banking corporation organized under the laws of the State of New York ("Repo Custodian"), GREENWICH...
Fidelity Beacon Street Trust • December 23rd, 1998 • New York

Exhibit g(2) Form Of FIDELITY GROUP REPO CUSTODIAN AGREEMENT FOR JOINT TRADING ACCOUNT AGREEMENT dated as of _____________, among CHEMICAL BANK, a banking corporation organized under the laws of the State of New York ("Repo Custodian"), GREENWICH CAPITAL MARKETS, INC. ("Seller") and each of the entities listed on Schedule A-1, A-2, A-3 and A-4 hereto acting on behalf of itself or (i) in the case of a series company, on behalf of one or more of its portfolios or series listed on Schedule A-1 or A-2 hereto, (ii) in the case of the accounts listed on Schedule A-3 hereto, acting through Fidelity Management & Research Company, and (iii) in the case of the commingled or individual accounts listed on Schedule A-4 hereto, acting through Fidelity Management Trust Company (collectively, the "Funds" and each, a "Fund"). WITNESSETH WHEREAS, each of the Funds has entered into a master repurchase agreement dated as of _______________, (the "Master Agreement") with Seller pursuant to which from time

Form of SUB-ADVISORY AGREEMENT between FIDELITY MANAGEMENT & RESEARCH COMPANY and FIDELITY MANAGEMENT & RESEARCH (U.K.) INC. and FIDELITY BEACON STREET TRUST ON BEHALF OF FIDELITY ADVISOR TAX MANAGED STOCK FUND
Agreement • May 17th, 2001 • Fidelity Beacon Street Trust • Massachusetts

AGREEMENT made this ______ day of _________, 200_, by and between Fidelity Management & Research Company, a Massachusetts corporation with principal offices at 82 Devonshire Street, Boston, Massachusetts (hereinafter called the "Advisor"); Fidelity Management & Research (U.K.) Inc. (hereinafter called the "Sub-Advisor"); and Fidelity Beacon Street Trust, a Delaware business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Trust") on behalf of Fidelity Advisor Tax Managed Stock Fund (hereinafter called the "Portfolio").

FORM OF MANAGEMENT CONTRACT between FIDELITY BEACON STREET TRUST: FIDELITY ADVISOR TAX MANAGED STOCK FUND and FIDELITY MANAGEMENT & RESEARCH COMPANY
Agreement • May 17th, 2001 • Fidelity Beacon Street Trust • Massachusetts

AGREEMENT made this __ day of _________ 200_, by and between Fidelity Beacon Street Trust, a Delaware business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Fund"), on behalf of Fidelity Advisor Tax Managed Stock Fund (hereinafter called the "Portfolio"), and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the "Adviser") as set forth in its entirety below.

FORM OF [Fidelity Funds Letterhead] _________________
Fidelity Beacon Street Trust • May 17th, 2001

This letter agreement shall serve as an addendum to the Custodian Agreement (the "Custodian Agreement"), effective as of February 1, 1996, between State Street Bank and Trust Company (the "Custodian") and each of the Investment Companies listed on Appendix "A" attached thereto, as the same may be amended from time to time (each a "Fund" and collectively, the "Funds"), on behalf of each of their respective series portfolios listed on such Appendix "A" (each a "Portfolio" and collectively, the "Portfolios"). This Addendum shall also apply to any future Fund or Portfolio added to Appendix A in accordance with the terms of the Custodian Agreement. Capitalized terms not otherwise defined herein shall have the meanings specified in the Custodian Agreement.

Exhibit g(3) JOINT TRADING ACCOUNT CUSTODY AGREEMENT Between THE BANK OF NEW YORK and FIDELITY FUNDS Dated as of: ___________ Exhibit g(3) TABLE OF CONTENTS Page ARTICLE I - APPOINTMENT OF CUSTODIAN 2 ARTICLE II - POWERS AND DUTIES OF CUSTODIAN 2...
Fidelity Beacon Street Trust • December 23rd, 1998 • New York

Exhibit g(3) JOINT TRADING ACCOUNT CUSTODY AGREEMENT Between THE BANK OF NEW YORK and FIDELITY FUNDS Dated as of: ___________ Exhibit g(3) TABLE OF CONTENTS Page ARTICLE I - APPOINTMENT OF CUSTODIAN 2 ARTICLE II - POWERS AND DUTIES OF CUSTODIAN 2 Section 2.01. Establishment of Accounts 2 Section 2.02. Receipt of Funds 2 Section 2.03. Repurchase Transactions 2 Section 2.04. Other Transfers 4 Section 2.05. Custodian's Books and Records 5 Section 2.06. Reports by Independent Certified Public Accountants 5 Section 2.07. Securities System 6 Section 2.08. Collections 6 Section 2.09. Notices, Consents, Etc. 6 Section 2.10. Notice of Custodian's Inability to Perform 7 ARTICLE III - PROPER INSTRUCTIONS AND RELATED MATTERS 7 Section 3.01. Proper Instructions; Special Instruction 7 Section 3.02. Authorized Persons 8 Section 3.03. Investment Limitations 8 Section 3.04. Persons Having Access to Assets of the Funds 8 Section 3.05. Actions of Custodian Based on Proper Instructions and Special Instruc

SHEARMAN & STERLING LLP
Fidelity Beacon Street Trust • December 29th, 2003
Form of FIRST AMENDMENT TO JOINT TRADING ACCOUNT CUSTODY AGREEMENT BETWEEN THE BANK OF NEW YORK AND FIDELITY FUNDS
Fidelity Beacon Street Trust • May 17th, 2001

FIRST AMENDMENT TO JOINT TRADING ACCOUNT CUSTODY AGREEMENT BETWEEN THE BANK OF NEW YORK AND FIDELITY FUNDS, dated as of _______, by and between THE BANK OF NEW YORK ("Custodian") and each of the entities listed on SchedulesA-1, A-2, A-3 and A-4 hereto on behalf of itself or, (i) in the case of a series company, on behalf of one or more of its portfolios or series listed on SchedulesA-1 or A-2 hereto, (ii) in the case of the accounts listed on Schedule A-3 hereto, acting through Fidelity Management & Research Company, and (iii)in the case of the commingled or individual accounts listed on Schedule A-4 hereto, acting through Fidelity Management Trust Company (collectively, the "Funds" and each, a "Fund").

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