0000795422-07-000047 Sample Contracts

MANAGEMENT CONTRACT between FIDELITY ADVISOR SERIES II: FIDELITY ADVISOR MORTGAGE SECURITIES FUND and FIDELITY MANAGEMENT & RESEARCH COMPANY
Management Contract • November 19th, 2007 • Fidelity Advisor Series Ii • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 1st day of August, 2007, by and between Fidelity Advisor Series II, 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 Mortgage Securities Fund (hereinafter called the "Portfolio"), and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the "Adviser") as set forth in its entirety below. Required authorization and approval by Trustees having been obtained, the Fund, on behalf of the Portfolio, and the Adviser hereby consent, pursuant to Paragraph 6 of the existing Management Contract dated June 1, 2005, to a modification of said Contract in the manner set forth below. This Amended and Restated Management Contract shall, when executed by duly authorized officers of the Fund and Adviser, take effect on August 1, 2007.

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AMENDED and RESTATED GENERAL DISTRIBUTION AGREEMENT between FIDELITY ADVISOR SERIES II and FIDELITY DISTRIBUTORS CORPORATION
General Distribution Agreement • November 19th, 2007 • Fidelity Advisor Series Ii • Massachusetts

Agreement made this 1st day of May, 2006, between Fidelity Advisor Series II, a Massachusetts 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 Municipal Income 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 II FIDELITY ADVISOR SHORT FIXED-INCOME FUND and FIDELITY MANAGEMENT & RESEARCH COMPANY
Fidelity Advisor Series Ii • November 19th, 2007 • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 1st day of August, 2007, by and between Fidelity Advisor Series II, 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 Short Fixed-Income Fund (hereinafter called the Portfolio), and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the Adviser), as set forth in its entirety below.

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