Objective

The Fidelity Equity-Income Fund seeks to obtain income by investing primarily in a portfolio of high yielding equity securities which provide a dividend yield greater than the Standard & Poor's 500 Composite Stock Price Index (the S&P 500). In pursuing this objective, the fund also considers the stocks' potential for capital appreciation.

Investment Type

The Fidelity Equity-Income Fund is a mutual fund, managed by Fidelity Investments, which invests primarily in income-producing common and preferred stocks, and to a lesser degree, debt securities of corporations. While seeking long-term growth, its emphasis is to produce a higher income yield than the S&P 500.

Investment Risk and Return

The Fidelity Equity-Income Fund has moderate-to-high price volatility and return expectations as it seeks a higher income yield than the S&P 500 and long-term growth at the same time. Therefore, since the Fund invests mostly in common and preferred stocks, the Fund's share price, yield, and total return can fluctuate widely.

Strategy

The Fidelity Equity-Income Fund seeks to provide a steady stream of quarterly dividends by investing primarily in high-yielding stocks. By following an "income-driven" strategy, capital appreciation is not expected to be comparable to funds whose primary objective is growth. The Fund will also invest in various debt obligations, such as convertible bonds, high grade bonds and high yield bonds.

Basic Materials

Communications

Consumer Cyclical

Consumer Non-Cyclical

Energy

Financial

Industrials

Technology

Utilities

TOTAL

2.9%

11.2

9.8

22.4

6.0

20.6

10.7

13.8

2.6

100.0%

1.  General Electric

2.  Microsoft

3.  Exxon Mobil

4.  Pfizer

5.  Citigroup Inc.

6.   Wal-Mart St ores

7.   Intel Corp

8.   American Intl Group

9.   Cisco Systems Inc.

10. IBM

Barclays Global Investors is one of the largest equity fund manager in the securities industry and is a leader in managing equity-based "index funds".

Fund Manager

Fidelity Investments, the Fund's manager, is one of America 's largest investment management organizations. Founded in 1946, Fidelity has nearly $1 trillion in assets currently under management and is a pioneer in "equity-income" investing.

Performance

The chart below shows the annual total return of the Fidelity Equity-Income Fund over each of the past 10 years. Total return is the combination of dividends from stocks, interest from bonds and the changes in market value over time.

Over the past 10 years, a hypothetical investment of $1,000 in the Fidelity Equity-Income Fund would have grown to approximately $2,446 assuming reinvestment of all distributions. Future results, however, may be different than past performance.

Comparison To Other Plan Funds

The Fidelity Equity-Income Fund offers the return potential and volatility or "risk" usually associated with stock funds whose primary objective is growth, such as the Barclays Global Investors Equity Index Fund. It has more return potential and volatility than the UMWA 401(k) Balanced Fund, Vanguard GNMA Fund, the GIC Fund, or the Calvert Social Investment Fund Money Market Portfolio. Over short periods of time, however, the Fund can be more "risky" because it can experience wide and unpredictable movements in the price of its shares based on market fluctuations.

Investment Costs

An investor in the Fidelity Equity-Income Fund pays no commissions or sales load. This fund does incur investment management and expense fees based on the average assets of the fund. For the year ended December 31, 2003 , total fund operating expenses were 0.72% of average assets or $7.20 per $1,000 invested. Plan administrative expenses are not included in these fund expenses.