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Exhibit 1.1
FIDELITY DEFINED TRUSTS, SERIES F
TRUST AGREEMENT
Dated: May 13, 1998
This Trust Agreement among National Financial Services Corporation, as
Depositor and Portfolio Supervisor, Xxxxxx Data Corporation as Evaluator and The
Chase Manhattan Bank, as Trustee, sets forth certain provisions in full and
incorporates other provisions by reference to the document entitled "Standard
Terms and Conditions of Trust for Fidelity Defined Trusts Series 1 effective
January 3, 1996" (herein called the "Standard Terms and Conditions of Trust"),
and such provisions as are set forth in full and such provisions as are
incorporated by reference constitute a single instrument. All references herein
to Articles and Sections are to Articles and Sections of the Standard Terms and
Conditions of Trust.
WITNESSETH THAT:
In consideration of the premises and of the mutual agreements herein
contained, the Depositor, the Trustee, the Evaluator and Portfolio Supervisor
agree as follows:
PART I
STANDARD TERMS AND CONDITIONS OF TRUST
Subject to the provisions of Part II hereof, all the provisions contained
in the Standard Terms and Conditions of Trust are herein incorporated by
reference in their entirety and shall be deemed to be a part of this instrument
as fully and to the same extent as though said provisions had been set forth in
full in this instrument.
PART II
SPECIAL TERMS AND CONDITIONS OF TRUST
The following special terms and conditions are hereby agreed to:
(a) The Securities defined in Section 1.01(5) listed in Schedule A hereto
have been deposited in trust under this Trust Agreement.
(b) The fractional undivided interest in and ownership of the Trust Fund
represented by each Unit for a Trust is the amount set forth under the caption
"Essential Information - Fractional Undivided Interest per Unit" in the
Prospectus.
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(c) The number of units in a Trust referred to in Section 2.03 is set
forth under the caption "Essential Information - Number of Units" in the
Prospectus.
(d) The "First Settlement Date" for each Trust is the date set forth
under "Essential Information-First Settlement Date" in the Prospectus.
(e) The Trustee's compensation shall be computed according to the
following schedule, determined on the basis of the largest principal amount of
Securities held by the Trust during the period for which the compensation is
computed; provided , however, that until the Depositor informs the Trustee that
no further deposits of additional Securities will be made pursuant to Section
2.01(b), such compensation shall be computed on the basis of the principal
amount of Securities held as of the Record Date preceding the date on which the
compensation is paid (or the Initial Date of Deposit, as appropriate):
Principal amount of Securities Rate per $1,000 principal amount of Securities
held by the Trust
Investment Grade Series
Rolling Gov't Series 5, 5, Intermediate Insured Investment Grade Series
GNMA Portfolio Corporate Portfolio 6, Corporate Portfolio
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$0 - $25,000,000 $0.90 $1.69 $1.70
$25,000,001 - $45,000,000 $0.90 $1.59 $1.60
$45,000,001 and higher $0.90 $1.47 $1.48
In no event shall the Trustee be paid less than $2,000 for its services
to a Trust in any calendar year.
(f) Article III of the Standard Terms and Conditions of Trust is hereby
amended by inserting the following paragraph which shall be entitled
Section 3.16:
"Section 3.16. Deferred Sales Charge. If the prospectus related to the
Trust specifies a deferred sales charge, the Trustee shall, on the dates
specified in and as permitted by such Prospectus, withdraw from the
Principal Account, an amount per Unit specified in such Prospectus and
credit such amount to a special non-Trust account designated by the
Depositor out of which the deferred sales charge will be distributed to the
Depositor (the "Deferred Sales Charge Account"). If the balance in the
Principal Account is insufficient to make such withdrawal, the Trustee
shall, as directed by the Depositor, advance funds in an amount required to
fund the proposed withdrawal and be entitled to reimbursement of such
advance upon the deposit of additional monies in the Principal Account,
and/or sell Securities and credit the proceeds thereof to the Deferred
Sales Charge Account, provided, however, that the aggregate amount advanced
by the Trustee at any time for payment of the deferred sales charge shall
not exceed $15,000. Such direction shall, if the Trustee is directed to
sell
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a Security, identify the Security to be sold and include instructions as to
the execution of such sale. If a Unitholder redeems Units prior to full
payment of the deferred sales charge, the Trustee shall, if so provided in
the related Prospectus, on the Redemption Date, withhold from the
Redemption Price payable to such Unitholder an amount equal to the unpaid
portion of the deferred sales charge and distribute such amount to the
Deferred Sales Charge Account. If the Trust is terminated for reasons other
than that set forth in Section 6.01(g)(ii), the Trustee shall, if so
provided in the related Prospectus, on the termination of the Trust,
withhold from the proceeds payable to Unitholders an amount equal to the
unpaid portion of the deferred sales charge and distribute such amount to
the Deferred Sales Charge Account. If the Trust is terminated pursuant to
Section 6.01(g)(ii), the Trustee shall not withhold from the proceeds
payable to Unitholders any amounts of unpaid deferred sales charges. If
pursuant to Section 5.02 hereof, the Depositor shall purchase a Unit
tendered for redemption prior to the payment in full of the deferred sales
charge due on the tendered Unit, the Depositor shall pay to the Unitholder
the amount specified under Section 5.02 less the unpaid portion of the
deferred sales charge. All advances made by the Trustee pursuant to this
Section shall be secured by a lien on the Trust prior to the interest of
the Unitholder."
(g) Notwithstanding the provision of Section 3.05 of the Standard Terms
and Conditions of Trust, for Rolling Government Series 5, the Monthly Record
Date shall be the first day of each month and, for each Trust, the first
Monthly Record Date shall be that date set forth in the Prospectus.
(h) Notwithstanding anything to the contrary in the Standard Terms and
Conditions of Trust, Xxxxxx Data Corporation shall replace National Financial
Services Corporation as Evaluator.
(i) The second and third sentences of Section 4.03 of the Standard Terms
and Conditions of Trust are hereby deleted.
(j) Section 1.01.(2) of the Standard Terms and Conditions of Trust shall
be amended to read as follows:
"(2) "Trustee" shall mean The Chase Manhattan Bank, or any successor
trustee appointed as hereinafter provided."
All references to The Chase Manhattan Bank, N.A. in the Standard Terms and
Conditions of Trust shall be amended to refer to The Chase Manhattan Bank.
(k) The fourth sentence of Section 2.01(b) of the Standard Terms and
Conditions of Trust shall be amended to read:
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The Depositor, in each case, shall ensure that each deposit of additional
Securities pursuant to this Section shall, as nearly as is practicable,
maintain the percentage relationship among the principal amount of
Securities existing immediately prior to such deposit (provided, however,
than any deposit of additional Securities into a Trust which has not nor
will elect to be taxed as a Regulated Investment Company made after the
90th day following the Date of Deposit shall exactly maintain the
percentage relationship among the principal amount of Securities existing
immediately prior to such deposit) and the Depositor shall ensure that
such Securities are identical to those deposited on the Date of Deposit.
(l) A new clause (viii) shall be added to subparagraph (1) of Section
3.14(a) of the Standard Terms and Conditions of Trust as follows:
"and (viii) if the Trust has not nor will elect to be taxed as a Regulated
Investment Company, be deposited within 110 days following the Date of
Deposit."
(m) The second paragraph of Section 5.01 of the Standard Terms and
Conditions of Trust shall be deleted and the following sentence shall be added
at the end of Section 4.01:
"The Evaluator shall make an evaluation of the Securities deposited in each
Trust as of the evaluation time specified in the Prospectus on the Date of
Deposit (or on the preceding business day if so specified in the
Prospectus). Such evaluation shall be made on the same basis as set forth
in this Section 4.01 and shall be based on the offering prices of said
Securities."
(n) The Trustee shall reimburse the Depositor from the Trustee's
commission the Depositor's cost of providing to its customers who are
Unitholders bookkeeping and administrative services with respect to such
Unitholders' Units of a kind customarily performed by the Trustee, not to exceed
that annual amount per $1,000 principal amount of Securities specified in the
prospectus (such maximum annual amount to be pro rated for any calendar year in
which the Depositor provides services during less than the whole of such year).
Such reimbursement shall be computed in the same manner as the Trustee's
compensation and shall be paid at or shortly after the end of each calendar year
against a statement submitted to Trustee, which shall constitute the Depositor's
certification that the amounts claimed as due do not exceed the amount payable
in accordance with this paragraph, and the Trustee shall have no liability for
payments made in reliance upon such certification.
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IN WITNESS WHEREOF, National Financial Services Corporation, Xxxxxx Data
Corporation and The Chase Manhattan Bank have each caused this Trust Agreement
to be executed and the respective corporate seal to be hereto affixed and
attested by authorized officers; all as of the day, month and year first above
written.
NATIONAL FINANCIAL SERVICES CORPORATION,
Depositor
By _____________________________________
THE CHASE MANHATTAN BANK,
Trustee
By _____________________________________
XXXXXX DATA CORPORATION,
Evaluator
By _____________________________________
NATIONAL FINANCIAL SERVICES CORPORATION,
Portfolio Supervisor
By _____________________________________
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SCHEDULE A TO THE TRUST AGREEMENT
SECURITIES INITIALLY DEPOSITED
IN
FIDELITY DEFINED TRUSTS, SERIES F
(Note: Incorporated herein and made a part hereof is the "Portfolio" as set
forth for each Trust in the Prospectus.)
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