-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, t16t9xF45mt6By/wCNEJkknfMn0JO4XYD0oKuYMs0zVUvmrsKDXEXwq0Jxhp6rGl RTRte60q/FGBlTyhCNJW0w== 0000035348-94-000017.txt : 19940517 0000035348-94-000017.hdr.sgml : 19940517 ACCESSION NUMBER: 0000035348-94-000017 CONFORMED SUBMISSION TYPE: 485BPOS PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19940516 EFFECTIVENESS DATE: 19940516 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIDELITY HASTINGS STREET TRUST CENTRAL INDEX KEY: 0000035348 STANDARD INDUSTRIAL CLASSIFICATION: 0000 IRS NUMBER: 046026953 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1933 Act SEC FILE NUMBER: 002-11517 FILM NUMBER: 94528932 BUSINESS ADDRESS: STREET 1: 82 DEVONSHIRE ST CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6173300814 MAIL ADDRESS: STREET 1: 82 DEVONSHIRE STREET STREET 2: MAILZONE ZZ2 CITY: BOSTON STATE: MA ZIP: 02109 FORMER COMPANY: FORMER CONFORMED NAME: FIDELITY FUND DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: FIDELITY FUND INC DATE OF NAME CHANGE: 19851205 485BPOS 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-1A REGISTRATION STATEMENT (No. 2-11517) UNDER THE SECURITIES ACT OF 1933 [ ] Pre-Effective Amendment No. [ ] Post-Effective Amendment No. 94 [x] and REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [x] Amendment No. [ ] Fidelity Hastings Street Trust (Exact Name of Registrant as Specified in Charter) 82 Devonshire St., Boston, Massachusetts 02109 (Address Of Principal Executive Offices) Registrant's Telephone Number, Including Area Code: 617-570-7000 Arthur S. Loring, Esq., 82 Devonshire Street, Boston, Massachusetts 02109 (Name and Address of Agent for Service) It is proposed that this filing will become effective: ( ) Immediately upon filing pursuant to paragraph (b) ( x ) On May 16, 1994 pursuant to paragraph (b) ( ) 60 days after filing pursuant to paragraph (a) ( ) On pursuant to paragraph (a) of Rule 485 Registrant has filed a declaration pursuant to Rule 24f-2 under the Investment Company Act of 1940 and intends to file the notice required by such Rule before August 31, 1994. FIDELITY FIFTY SUPPLEMENT TO THE PROSPECTUS DATED AUGUST 31, 1993 FINANCIAL HIGHLIGHTS. The following information supplements the information set forth in the Prospectus. The table reports selected data for a share outstanding throughout the period September 17, 1993 (commencement of operations) to December 31, 1993:
SEPTEMBER 17, 1993 (COMMENCEMENT OF OPERATIONS) TO DECEMBER 31, 1993 (UNAUDITED) SELECTED PER-SHARE DATA Net asset value, beginning of period $ 10.00 Income from Investment Operations Net investment income .01 Net realized and unrealized gain (loss) on investments .73 Total from investment operations .74 Net asset value, end of period $ 10.74 TOTAL RETURN (dagger)(double dagger) 7.40% RATIOS AND SUPPLEMENTAL DATA Net assets, end of period (000 omitted) $ 651,007 Ratio of expenses to average net assets ** 1.40%* Ratio of expenses to average net assets before expense reductions ** 1.41%* Ratio of net investment income to average net assets .19%* Portfolio turnover rate 161%*
* ANNUALIZED ** SEE NOTE 5 OF NOTES TO FINANCIAL STATEMENTS. (dagger) THE TOTAL RETURN DOES NOT INCLUDE THE ONE TIME SALES CHARGE AND FOR PERIODS OF LESS THAN ONE YEAR ARE NOT ANNUALIZED. (double dagger) THE TOTAL RETURN WOULD HAVE BEEN LOWER HAD THE ADVISER NOT REDUCED CERTAIN EXPENSES DURING THE PERIOD SHOWN. The following information replaces the fifth paragraph under the heading "Share Price" on page 9. The fund's sales charge may be reduced if you invest directly with Fidelity or through prototype or prototype-like retirement plans sponsored by FMR or FMR Corp. Purchases made with assistance or intervention from a financial intermedi FIF-94-2 (page 1 of 3) June 1, 1994 ary are not eligible. The amount you invest, plus the value of your account, must fall within the ranges shown below. Call Fidelity to see if your purchase qualifies. Ranges Sales charge Net amount invested $0 - 249,999 3% 3.09% $250,000 - 499,999 2% 2.04% $500,000 - 999,999 1% 1.01% $1,000,000 or more none none The sales charge will also be reduced by the percentage of any sales charge you previously paid on investments in other Fidelity funds (not including Fidelity's Foreign Currency Funds). Similarly, your shares carry credit for any sales charge you would have paid if the reductions in the table above had not been available. These sales charge credits only apply if you continuously owned Fidelity fund shares or a Fidelity brokerage core account, or participated in The CORPORATEplan for Retirement Program, and only to purchases made in one of the following ways: (i) by exchange from another Fidelity fund; (ii) with proceeds of a transaction within a Fidelity brokerage core account, including any free credit balance, core money market fund, or margin availability, to the extent such proceeds were derived from redemption proceeds from another Fidelity fund; (iii) with redemption proceeds from one of Fidelity's Foreign Currency Funds, if the Foreign Currency Fund shares were originally purchased with redemption proceeds from a Fidelity fund; (iv) through the Directed Dividends Option (see page 13); or (v) by participants in The CORPORATEplan for Retirement Program when shares are purchased through plan-qualified loan repayments, and for exchanges into and out of the Managed Income Portfolio. The following language replaces similar language found in item numbers (7) and (10) on page 10. (7) if you are a current or former trustee or officer of a Fidelity fund or a current or retired officer, director, or regular employee of FMR Corp. or its direct or indirect subsidiaries (a fidelity Trustee or employee), the spouse of a Fidelity Trustee or employee, a Fidelity Trustee or employee acting as custodian for a minor child, or a person acting as trustee of a trust for the sole benefit of the minor child of a Fidelity Trustee or employee; ... (10) if you are a registered investment adviser (RIA) purchasing for your discretionary accounts, provided you execute a Fidelity RIA load waiver agreement which specifies certain aggregate minimum and operating provisions. Except for correspondents of National Financial Services Corporation, this waiver is available only for shares purchased directly from Fidelity, and is unavailable if the RIA is part of an organization principally engaged in the brokerage business. (page 2 of 3) The following language supplements that found in the sixth paragraph under the heading "Share Price" found on page 9. The fund's sales charge will not apply... (12) if you invest through a non-prototype pension or profit-sharing plan that maintains all of its mutual fund assets in Fidelity mutual funds, provided the plan executes a Fidelity non-prototype sales charge waiver request form confirming its qualification. The following language replaces that found in the seventh paragraph under the heading "Share Price" on page 9. These waivers must be qualified through FDC in advance. More detailed information about waivers (1), (2), (5), (9), and (10) is contained in the Statement of Additional Information. A representative of your plan or organization should call Fidelity for more information. The following information supplements the ninth paragraph under the heading "Share Price" on page 10. Effective February 1, 1994, the sales charge paid to qualified recipients will be 2.25% of the fund's offering price (page 3 of 3) FIDELITY FIFTY CROSS REFERENCE SHEET FORM N-1A ITEM NUMBER PROSPECTUS SECTION
1................................... Cover Page ... 2a.................................. Expenses .. b, Contents; The Fund at a Glance; Who May Want to c................................ Invest 3a.................................. Financial Highlights .. * b................................... . Performance c,d................................. . 4a Charter i................................. The Fund at a Glance; Investment Principles and ii............................... Risks b................................... Investment Principles and Risks .. Who May Want to Invest; Investment Principles and c.................................... Risks 5a.................................. Charter .. b(i)................................ Cover Page, The Fund at a Glance, Charter, Doing .. Business with Fidelity Charter (ii)................................. Expenses; Breakdown of Expenses (iii)................................ Charter c.................................... Charter; Breakdown of Expenses d................................... . Cover Page; Charter e.................................... Expenses f.................................... g(i)................................ Charter .. (ii)................................. * .. 5A................................. Performance . 6a Charter i................................. How to Buy Shares; How to Sell Shares; Transaction ii................................ Details; Exchange Restrictions Charter iii............................... * b................................... . Transaction Details; Exchange Restrictions c.................................... * d................................... . Doing Business with Fidelity; How to Buy Shares; e.................................... How to Sell Shares; Investor Services f,g................................. Dividends, Capital Gains, and Taxes .. 7a.................................. Cover Page; Charter .. Expenses; How to Buy Shares; Transaction Details b................................... . Sales Charge Reductions and Waivers c.................................... How to Buy Shares d................................... . * e.................................... f Breakdown of Expenses ................................... 8................................... How to Sell Shares; Investor Services; Transaction ... Details; Exchange Restrictions 9................................... * ...
* Not Applicable FIDELITY FIFTY A Fund of Fidelity Hastings Street Trust 82 Devonshire Street Boston, Massachusetts 02109 PROSPECTUS August 31, 1993 (bullet) <>THE FUND page 2 (bullet) <>SHAREHOLDER'S MANUAL page 8 Fidelity Fifty seeks capital appreciation by investing primarily in equity securities of domestic and foreign companies. The fund will invest in 50-60 stocks under normal conditions and is designed for aggressive investors. Please read this Prospectus before investing. It is designed to provide you with information and to help you decide if the fund's goals match your own. Retain this document for future reference. A Statement of Additional Information (dated August 31, 1993) for the fund has been filed with the Securities and Exchange Commission and is incorporated herein by reference. This free Statement is available upon request from Fidelity Distributors Corporation (FDC) at 1-800-544-8888. MUTUAL FUND SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF (OR ENDORSED OR GUARANTEED BY) ANY BANK, NOR ARE THEY FEDERALLY INSURED OR OTHERWISE PROTECTED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION (FDIC), THE FEDERAL RESERVE BOARD, OR ANY OTHER AGENCY. THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION, NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. TABLE OF CONTENTS Summary of Fund Expenses 2 Investment Objective and Policies 3 Distributions and Taxes 6 Fidelity Fifty and the Fidelity Organization 6 Management and Service Fees 7 How to Buy Shares 8 Distribution Options 13 Exchange Privilege 13 Fidelity Money Line 14 Fidelity Automatic Account Builder 14 Tax-Sheltered Retirement Plans 15 How to Redeem Shares 16 Appendix 18 FIF-pro-893 1.THE FUND 2.SUMMARY OF FUND EXPENSES The expense summary format below was developed for use by all mutual funds to help you make your investment decisions. Of course, you should consider this expense information along with other important information, including the fund's investment objective. A. SHAREHOLDER TRANSACTION EXPENSES Maximum Sales Load Imposed on Purchases (as a percentage of offering price) 3.00 % Maximum Sales Load Imposed on Reinvested Dividends None Deferred Sales Load Imposed on Redemptions None Redemption Fee None Exchange Fee None B. ANNUAL FUND OPERATING EXPENSES (as a percentage of average net assets) Management Fee .63 % 12b-1 Fee None Other Expenses .74 % TOTAL FUND OPERATING EXPENSES 1.37 % C. EXAMPLE 1 YEAR 3 YEARS You would pay the following expenses on a $1,000 investment in the fund assuming (1) a 5% annual return and (2) full redemption at the end of each time period: $44 $72 EXPLANATION OF TABLE. The purpose of the table is to assist you in understanding the various costs and expenses that an investor in the fund would bear directly or indirectly. A. SHAREHOLDER TRANSACTION EXPENSES are charges you pay when you buy or sell shares of the fund. A 3% sales load will be imposed on purchases. If you exchange shares of the fund or direct dividends into another Fidelity fund, charges may be imposed by the other fund. Please refer to the sections entitled "Share Price" on page 9, and "Distribution Options" and "Exchange Privilege" on page 13, for an explanation of how and when these charges apply. B. ANNUAL FUND OPERATING EXPENSES are based on the fund's estimated expenses for its first year of operation. A portion of the brokerage commissions that the fund pays may be used to reduce fund expenses. This would make the actual expenses higher than they appear in the table. Management fees are paid by the fund to Fidelity Management & Research Company (FMR) for managing its investments and business affairs and will vary based on performance. The fund incurs other expenses for maintaining shareholder records, furnishing shareholder statements and reports, and for other services. Management fees and other expenses are reflected in the fund's share price or dividends and are not charged directly to individual accounts. Please refer to the section entitled "Management and Service Fees" on page 7 for further information. C. EXAMPLE OF EXPENSES. The hypothetical example illustrates the expenses associated with a $1,000 investment in the fund over periods of one and three years, based on the expenses in the table above and an assumed annual rate of return of 5%. THE RETURN OF 5% AND EXPENSES SHOULD NOT BE CONSIDERED INDICATIONS OF ACTUAL OR EXPECTED FUND PERFORMANCE OR EXPENSES, BOTH OF WHICH MAY VARY. 3.HOW THE FUND WORKS INVESTMENT OBJECTIVE AND POLICIES The investment objective of Fidelity Fifty is to seek capital appreciation. There is no assurance that the fund will achieve its investment objective. Fidelity Fifty is a non-diversified fund that seeks capital appreciation by investing primarily in equity securities of domestic and foreign companies that FMR believes have the greatest potential for growth. The fund may invest in all types of equity securities, including common and preferred stock and securities that are convertible into common or preferred stock. Normally the fund will be invested in 50-60 stocks. In selecting investments for the fund, FMR, the fund's manager, will utilize both fundamental analysis and quantitative techniques. The basis for security selection will be fundamental, qualitative research used to identify companies with superior prospects for capital appreciation. Additionally, statistical models will be used to help evaluate growth potential, valuation, liquidity, and investment risk of equity securities being considered for the fund. The resulting portfolio will be invested in issues FMR believes offer strong opportunities for capital appreciation, are attractively valued, and are complementary with respect to portfolio risk. The fund may make substantial temporary defensive investments in investment-grade debt securities and money market instruments when market conditions warrant. OTHER INVESTMENT PRACTICES. Please refer to the Appendix for more information on investments the fund may make, including foreign investments, options and futures contracts, swap agreements, indexed securities, illiquid investments, restricted securities, repurchase agreements and securities loans, and interfund borrowing. The fund may also invest in warrants. MATCHING THE FUND TO YOUR INVESTMENT NEEDS Fidelity Fifty is designed for aggressive growth investors who want a mutual fund that invests in relatively few companies. Because the fund is designed to focus on a small number of stocks, the impact of a change in value of a stock holding is enhanced. A non-diversified fund may have greater investments in a single issuer than a diversified fund, and, as a result, changes in the financial condition of a single issuer may have a greater effect on the fund's share value. By itself, the fund does not constitute a balanced investment plan; it stresses capital appreciation from common stocks and should be considered a long-term investment. The fund may be appropriate for investors who can afford to ride out the effects of changes in the stock market, and who can handle greater potential share price volatility. The fund's share price and total return fluctuate, and your investment may be worth more or less than your original cost when you redeem your shares. INVESTMENT LIMITATIONS The following summarizes the fund's principal investment limitations. A complete listing is contained in the Statement of Additional Information. 1. To meet federal tax requirements for qualification as a "regulated investment company," the fund limits its investments so that at the close of each quarter of its taxable year: (a) with regard to at least 50% of total assets, no more than 5% of its total assets are invested in the securities of a single issuer, and (b) no more than 25% of total assets are invested in the securities of a single issuer. Limitations (a) and (b) do not apply to "government securities" as defined for federal tax purposes. 2. (a) The fund may borrow money solely for temporary or emergency purposes, but not in an amount exceeding 33 1/3% of its total assets. (b) The fund may borrow money only from banks or from other funds advised by FMR or its affiliates, or by engaging in reverse repurchase agreements. (c) The fund will not purchase securities when borrowings exceed 5% of its total assets. If the fund borrows money, its share price may be subject to greater fluctuation until the borrowing is paid off. To this extent, purchasing securities when borrowings are outstanding may involve an element of leverage. 3. (a) The fund may temporarily lend its portfolio securities to broker-dealers and institutions, but only when the loans are fully collateralized. (b) The fund may also make cash loans to other funds advised by FMR in an amount not exceeding 5% of its assets. (c) Loans, in the aggregate, will be limited to 33 1/3% of the fund's total assets. 4. The fund will not purchase a security if, as a result, more than 10% of its assets would be invested in illiquid securities. Except for the fund's investment objective and limitations 2(a) and 3(c), the fund's policies and limitations described in this Prospectus are not fundamental and may be changed without shareholder approval. These limitations and the policies discussed in "How the Fund Works" are considered at the time of purchase; the sale of securities is not required in the event of a subsequent change in circumstances. PORTFOLIO TRANSACTIONS FMR uses various brokerage firms to carry out the fund's portfolio transactions. FMR chooses broker-dealers by judging professional ability and quality of service. Since FMR places a large number of transactions, including those of Fidelity's other funds, the fund pays commissions lower than those paid by individual investors. Also, the fund incurs lower costs than those incurred by individuals when purchasing debt securities. The fund has authorized FMR to allocate transactions to some broker-dealers who help distribute the fund's shares or shares of Fidelity's other funds, and on an agency basis to Fidelity Brokerage Services, Inc. (FBSI) and Fidelity Brokerage Services, Ltd. (FBSL), affiliates of FMR. FMR will make such allocations if commissions are comparable to those charged by non-affiliated, qualified broker-dealers for similar services. FMR may also allocate brokerage transactions to the fund's custodian, acting as a broker-dealer, or other broker-dealers, so long as transaction quality is comparable to that of other qualified broker-dealers, where the broker-dealer will credit a portion of the commissions paid toward payment of the fund's expenses. These expenses currently include transfer agent fees paid to Fidelity Service Co. and custodian fees. Higher commissions may be paid to firms that provide research services to the extent permitted by law. FMR also is authorized to allocate brokerage transactions to FBSI in order to secure from FBSI research services produced by third party, independent entities. FMR may use this research information in managing the fund's assets, as well as the assets of other clients. The frequency of portfolio transactions - the fund's portfolio turnover rate - will vary from year to year depending on market conditions. The fund's annualized portfolio turnover rate is not expected to exceed 300% for its first fiscal period ending June 30, 1994. Because a high turnover rate increases transaction costs and may increase taxable capital gains, FMR carefully weighs the anticipated benefits of short-term investing against these consequences. PERFORMANCE The fund's performance may be quoted in advertising in terms of total return. Total returns are based on historical results and are not intended to indicate future performance. TOTAL RETURNS are based on the overall dollar or percentage change in value of a hypothetical investment in the fund, including changes in share price, and assume all of the fund's dividends and capital gain distributions are reinvested. A CUMULATIVE TOTAL RETURN reflects the fund's performance over a stated period of time. An AVERAGE ANNUAL TOTAL RETURN reflects the hypothetical annually compounded return that would have produced the same cumulative total return if the fund's performance had been constant over the entire period. Because average annual returns tend to smooth out variations in the fund's returns, you should recognize that they are not the same as actual year-by-year results. When the fund quotes an average annual return covering a period of less than one year, the calculation assumes that performance will remain constant for the rest of the year. Since this may or may not occur, the average annual returns should be viewed as hypothetical rather than actual performance figures. Both types of total return usually will include the effect of paying the fund's 3% sales charge; of course, total returns will be higher if the sales charge is not taken into account. To illustrate the components of overall performance, the fund may separate its cumulative and average annual returns into income results and capital gain or loss. The fund may quote its total returns on a before-tax or after-tax basis. Other illustrations of performance may show moving averages over specified periods. 4.DISTRIBUTIONS AND TAXES DISTRIBUTIONS. The fund distributes substantially all of its net investment income and capital gains to shareholders each year, normally in August and December. FEDERAL TAXES. Distributions from the fund's income and short-term capital gains are taxed as dividends, and long-term capital gain distributions are taxed as long-term capital gains. A portion of the fund's dividends may qualify for the dividends-received deduction for corporations. The fund's distributions are taxable when they are paid, whether you take them in cash or reinvest them in additional shares, except that distributions declared in December and paid in January are taxable as if paid on December 31. The fund will send you a tax statement by January 31 showing the tax status of the distributions you received in the past year, and will file a copy with the Internal Revenue Service (IRS). CAPITAL GAINS. You may realize a capital gain or loss when you redeem (sell) or exchange shares of the fund. For most types of accounts, the fund will report the proceeds of your redemptions to you and the IRS annually. However, because the tax treatment also depends on your purchase price and your personal tax position, you should keep your regular account statements to use in determining your tax. "BUYING A DIVIDEND." On the record date for a distribution, the fund's share price is reduced by the amount of the distribution. If you buy shares just before the record date ("buying a dividend"), you will pay the full price for the shares, and then receive a portion of the price back as a taxable distribution. OTHER TAX INFORMATION. In addition to federal taxes, you may be subject to state or local taxes on your investment, depending on the laws in your area. When you sign your account application, you will be asked to certify that your Social Security or taxpayer identification number is correct and that you are not subject to 31% backup withholding for failing to report income to the IRS. If you violate IRS regulations, the IRS can require the fund to withhold 31% of your taxable distributions and redemptions. 5.FIDELITY FIFTY AND THE FIDELITY ORGANIZATION Fidelity Fifty is a non-diversified fund of Fidelity Hastings Street Trust (the trust), an open-end management investment company originally organized as a Massachusetts corporation on May 1, 1930 under the name Fidelity Fund, and reorganized as a Massachusetts business trust on December 31, 1984. The trust's name was changed to Fidelity Hastings Street Trust on April 30, 1993. A Board of Trustees supervises the fund's activities and reviews contractual arrangements with companies that provide the fund with services. Currently, there are two funds of the trust. As a Massachusetts business trust, the trust is not required to hold annual shareholder meetings, although special meetings may be called for a specific fund or the trust as a whole for purposes such as electing or removing Trustees, changing fundamental policies, or approving a management contract. Each fund votes separately on matters affecting only that fund. As a shareholder, you receive one vote for each share you own. Fidelity Investments is one of America's largest investment management organizations and has its principal business address at 82 Devonshire Street, Boston, Massachusetts. It includes a number of different companies that provide a variety of financial services and products. The fund employs various Fidelity companies to perform activities required for its operation. FMR, the fund's manager, is the original Fidelity company, founded in 1946. It provides a number of mutual funds and other clients with investment research and portfolio management services. It maintains a large staff of experienced investment personnel and a full complement of related support facilities. As of June 30, 1993, FMR advised funds having more than 12 million shareholder accounts with a total value of more than $175 billion. Fidelity Management & Research (U.K.) Inc. (FMR U.K.) and Fidelity Management & Research (Far East) Inc. (FMR Far East), sub-advisers to the fund, are wholly owned subsidiaries of FMR formed in 1986 to provide research and investment advice with respect to foreign securities. FMR U.K. and FMR Far East have their principal business offices in London and Tokyo, respectively. Scott Stewart has been portfolio manager of Fidelity Fifty since it began in September, 1993. He also manages various institutional accounts. Mr. Stewart joined Fidelity in 1987. FDC distributes shares for the Fidelity funds. FMR Corp. is the parent company for the Fidelity companies. Through ownership of voting common stock, Edward C. Johnson 3d (President and a Trustee of the trust), Johnson family members, and various trusts for the benefit of the Johnson family form a controlling group with respect to FMR Corp. 6.MANAGEMENT AND SERVICE FEES For managing its investments and business affairs, the fund pays a monthly fee to FMR made up of a basic fee and a performance adjustment. The annual basic fee rate is the sum of two components: 1. A group fee rate based on the monthly average net assets of all of the mutual funds advised by FMR. This rate cannot rise above .52%, and it drops (to as low as a marginal rate of .30%) as total assets in all of these funds rise. The effective group fee rate for June 1993 was .3286%. 2. An individual fund fee rate of .30%. One-twelfth of the annual management fee rate is applied to the fund's net assets averaged over the most recent month, giving a dollar amount, which is the basic fee for that month. The performance adjustment rate, also calculated monthly, is based on a comparison of the fund's performance to that of the Standard & Poor's 500 Composite Stock Price Index (the Index), a widely recognized, unmanaged index of common stock prices over the most recent 36-month period. The difference is translated into a dollar amount that is added to or subtracted from the basic fee. This adjustment rewards FMR when the fund outperforms the Index and reduces FMR's fee when the fund underperforms the Index. The maximum annualized performance adjustment rate is + .20%. The fund's performance adjustment will not take effect until the twelfth month of the performance period. FMR has entered into sub-advisory agreements with FMR U.K. and FMR Far East pursuant to which FMR U.K. and FMR Far East provide research and investment recommendations with respect to companies based outside the United States. FMR U.K. focuses primarily on companies based in Europe; FMR Far East focuses primarily on companies based in Asia and the Pacific Basin. Under the sub-advisory agreements, FMR pays FMR U.K. and FMR Far East fees equal to 110% and 105%, respectively, of each sub-adviser's costs incurred in connection with its sub-advisory agreement. Fidelity Service Co. (FSC) acts as the fund's transfer and dividend-paying agent and maintains the fund's shareholder records. The fund pays FSC transfer agent fees based on the type, size, and number of accounts in the fund, and the number of monetary transactions made by shareholders. The fund also pays FSC to calculate its daily share price, to maintain its general accounting records, and to administer its securities lending program. The fees for pricing and bookkeeping services are based on the fund's average net assets, but must fall within a range of $45,000 to $750,000 per year. The fees for securities lending services are based on the number and duration of individual securities loans. FMR may, from time to time, agree to reimburse the fund for management fees and other expenses above a specified percentage of average net assets. FMR retains the ability to be repaid by the fund for expense reimbursements if expenses fall below the limit prior to the end of the fiscal year. 7.SHAREHOLDER'S MANUAL 8.OPENING AN ACCOUNT You can buy shares of the fund in several ways, which are described here and in the chart below. You will find an application at the back of this manual. Unless you already have a Fidelity mutual fund account, you must complete and sign the application. Additional paperwork may be required from corporations, associations, and certain fiduciaries. The fund does not issue share certificates. If you have any questions or need extra forms, call Fidelity at 1-800-544-8888, 24 hours a day, seven days a week. TDD service, for the hearing impaired, is available daily from 9:00 a.m. to 9:00 p.m. Eastern time at 1-800-544-0118. To invest in any of Fidelity's tax-sheltered retirement plans, please call 1-800-544-8888 to obtain information and the required separate application. 9.HOW TO BUY SHARES
METHOD INITIAL (minimum) INVESTMENT ADDITIONAL (minimum) INVESTMENT BY MAIL $2,500 $250 Please make your check payable Please make your check payable to the name of the fund and mail to the name of the fund. Indicate it to THE ADDRESS INDICATED ON THE your account number on the APPLICATION. check and mail it to THE ADDRESS PRINTED ON YOUR ACCOUNT STATEMENT.
AT AN INVESTOR CENTER Visit the Investor Center nearest you to make investments by check.
FOR ALL OPTIONS BELOW, PLEASE CALL 1-800-544-7777.
BY EXCHANGE $2,500 $250 (from an account in one of Fidelity's other funds) When opening an account by exchange, your new account must be established with the same name(s), address, and taxpayer identification number as your existing Fidelity account. BY WIRE $2,500 $250 Federal funds should be wired to: Bankers Trust Company, Bank Routing No. 021001033, Account No. 00163053, together with the name of the fund, your account number, and your name(s). BY FIDELITY MONEY LINE Not available $250
You must have received prior notification by mail from FSC that your Fidelity Money Line is active. The maximum transaction amount is $50,000. SHARE PRICE The term "net asset value," or NAV, refers to the worth of one share. The fund's NAV is computed by adding the value of all of its investments, cash, and other assets, deducting liabilities, and then dividing the result by the number of shares outstanding. The price of one share (the offering price) represents the share's NAV plus a sales charge (currently 3% of the offering price or 3.09% of the net amount invested). The fund is open for business each day the New York Stock Exchange (NYSE) is open. FSC normally calculates the fund's NAV (and offering price) as of the close of business of the NYSE (normally 4:00 p.m. Eastern time). If you send $2,500 and the next offering price calculated after it is accepted is $10, you will buy 250 shares. You will pay a sales charge of $.30 per share and the value of your investment will be $2,425. Portfolio securities and other assets are valued primarily on the basis of market quotations or, if quotations are not readily available, by a method that the Board of Trustees believes accurately reflects fair value. Foreign securities are valued on the basis of quotations from the primary market in which they are traded, and are translated from the local currency into U.S. dollars using current exchange rates. You may be eligible for a sales charge reduction if your purchase meets certain conditions. The fund's 3% sales charge will not apply to shares acquired through reinvestment of your dividends and capital gain distributions, or in connection with the fund's merger with or acquisition of any investment company or trust. In certain cases, the fund's sales charge may be reduced to reflect sales charges previously paid in connection with investments in other Fidelity funds. The sales charge will be reduced in this manner for shares purchased (i) by exchange from another Fidelity fund; (ii) with proceeds of a transaction within a Fidelity brokerage core account, including any free credit balance, core money market fund, or margin availability, to the extent such proceeds were derived from redemption proceeds from another Fidelity fund; (iii) with redemption proceeds from one of Fidelity's Foreign Currency Portfolios, if the Foreign Currency Portfolio shares were originally purchased with redemption proceeds from a Fidelity fund; (iv) through the Directed Dividends Option (see page 13); or (v) by participants in The CORPORATEplan for Retirement Program when shares are purchased through plan-qualified loan repayments and for exchanges into and out of the Managed Income Portfolio. If your purchase meets these conditions, the fund's sales charge will be reduced by the percentage sales charges (if any) you previously paid for purchases and sales of other Fidelity funds (excluding Fidelity's Foreign Currency Portfolios). For example, if you purchase shares by exchange and have previously paid 2% in sales charges on the shares you are exchanging, you will pay a 1% sales charge to purchase shares of the fund. The availability of a sales charge reduction is contingent upon the continuous ownership of Fidelity fund shares, a Fidelity brokerage core account, or participation in The CORPORATEplan for Retirement Program, as noted above. The fund's sales charge will not apply (1) if you buy shares as part of an employee benefit plan having more than 200 eligible employees or a minimum of $3,000,000 in plan assets invested in Fidelity mutual funds (plan sponsors are encouraged to notify Fidelity when they first satisfy either of these requirements); (2) to shares in a Fidelity IRA account purchased with the proceeds of a distribution from an employee benefit plan, provided that, at the time of the distribution, the employer or its affiliate maintained a plan that both qualified for exemption (1) and had at least some of its assets invested in Fidelity-managed products; (3) if you are a charitable organization (as defined in Section 501(c)(3) of the Internal Revenue Code) investing $100,000 or more; (4) if you purchase shares for a charitable remainder trust or life income pool established for the benefit of a charitable organization (as defined by Section 501(c)(3) of the Internal Revenue Code); (5) if you are an investor participating in the Fidelity Trust Portfolios program; (6) to shares purchased through Portfolio Advisory Services; (7) if you are a current or former Trustee or officer of a Fidelity fund or a current or retired officer, director, or full-time employee of FMR Corp. or its direct or indirect subsidiaries (a Fidelity Trustee or employee), the spouse of a Fidelity Trustee or employee, a Fidelity Trustee or employee acting as custodian for a minor child, or a person acting as trustee of a trust for the sole benefit of the minor child of a Fidelity Trustee or employee; (8) if you are a bank trust officer, registered representative, or other employee of a Qualified Recipient, as defined below; (9) to contributions and exchanges to a prototype or prototype-like retirement plan sponsored by FMR Corp. or FMR and that is marketed and distributed directly to plan sponsors or participants without any assistance or intervention from any intermediary distribution channel; (10) if you are a registered investment adviser (RIA) purchasing for your discretionary accounts, provided you execute a Fidelity RIA load waiver agreement which specifies certain aggregate minimum and operating provisions. This waiver is available only for shares purchased directly from Fidelity, without a broker, and is unavailable if the RIA is part of an organization principally engaged in the brokerage business; or (11) if you are a trust institution or bank trust department purchasing for your non-discretionary, non-retirement fiduciary accounts, provided you execute a Fidelity Trust load waiver agreement which specifies certain aggregate minimum and operating provisions. This waiver is available only for shares purchased either directly from Fidelity or through a bank-affiliated broker, and is unavailable if the trust department or institution is part of an organization not principally engaged in banking or trust activities. Exemptions (1) through (11) must be qualified through FDC in advance. More detailed information about exemptions (1), (2), (5), and (9) is contained in the Statement of Additional Information. A representative of your plan or organization should call Fidelity for more information. FDC collects the proceeds from the fund's 3% sales charge and may pay a portion of them to securities dealers who have sold the fund's shares, or to others, including banks and other financial institutions, under special arrangements in connection with FDC's sales activities (Qualified Recipients). The sales charge paid to Qualified Recipients is 2.75% of the fund's offering price. FDC may, at its own expense, provide promotional incentives to Qualified Recipients who support the sale of shares of the fund without reimbursement from the fund. In some instances, these incentives may be offered only to certain institutions whose representatives provide services in connection with the sale or expected sale of significant amounts of shares. The Glass-Steagall Act generally prohibits federally and state chartered or supervised banks from engaging in the business of underwriting, selling, or distributing securities. Although the scope of this prohibition under the Glass-Steagall Act has not been fully defined, in FDC's opinion it should not prohibit banks from being paid for shareholder servicing and recordkeeping. If, because of changes in law or regulation, or because of new interpretations of existing law, a bank or the fund were prevented from continuing these arrangements, it is expected that other arrangements would be made for these services and that shareholders would not suffer adverse financial consequences. In addition, state securities laws on this issue may differ from the interpretations of federal law expressed herein, and banks and other financial institutions may be required to register as dealers pursuant to state law. INVESTMENT REQUIREMENTS TO REMEMBER Before you buy shares, please read the following information to make sure your investment is accepted and credited properly. Your purchase will be processed at the offering price based on the next NAV calculated after your order is received and accepted by FSC. All of your purchases must be made in U.S. dollars and checks must be drawn on U.S. banks. No cash will be accepted. If you make a purchase with more than one check, each check must have a value of at least $50, and the minimum investment requirement shown on the chart still applies. The fund reserves the right to limit the number of checks processed at one time. If your check does not clear, your purchase will be canceled and you could be liable for any losses or fees incurred. When you purchase by check or via Fidelity Money Line, the fund can hold payment on redemptions until it is reasonably satisfied that the investment has been collected (which can take up to seven days). You can avoid this collection period by purchasing shares by bank wire or Direct Deposit. Bank wire may be used to transfer funds on the Federal Reserve wire system from your bank to your Fidelity account. Your bank may charge you a fee for this service. Direct Deposit, established through your employer, allows you to transfer all or a portion of your paycheck via the Automated Clearing House network to your Fidelity account. Social Security checks may also be transferred to your Fidelity account via Direct Deposit. See page 15 for further details on Direct Deposit. You may initiate many transactions by telephone. Note that Fidelity will not be responsible for any losses resulting from unauthorized transactions if it follows reasonable procedures designed to verify the identity of the caller. Fidelity will request personalized security codes or other information, and may also record calls. You should verify the accuracy of your confirmation statements immediately after you receive them. If you do not want the ability to redeem and exchange by telephone, call Fidelity for instructions. You may buy shares of the fund (at the offering price) or sell them through a broker, who may charge you a fee for this service. If you are purchasing shares of the fund through a program of services offered or administered by a securities dealer or financial institution, you should read the program materials in conjunction with this Prospectus. Certain features of the fund, such as the minimum initial or subsequent investment, may be modified in these programs and administrative charges may be imposed for the services rendered. Certain financial institutions that have entered into sales agreements with FDC may enter confirmed purchase orders on behalf of customers by phone, with payment to follow no later than the fund's pricing on the following business day. If payment is not received by such time, the financial institution could be held liable for resulting fees or losses. The fund reserves the right to suspend the offering of shares for a period of time. The fund also reserves the right to reject any specific purchase order, including certain purchases by exchange. (See the section entitled "Exchange Privilege" below.) Purchase orders may be refused if, in FMR's opinion, they are of a size that would disrupt management of the fund. 10.SHAREHOLDER SERVICES FIDELITY TELEPHONE CONNECTION Use your touch-tone phone for quick, confidential access to frequently requested information. Call 1-800-544-8544 for Fidelity mutual fund quotes and 1-800-544-7544 for account balances and last transaction information. See the back of your quarterly statement for a complete list of Fidelity's telephone numbers. DISTRIBUTION OPTIONS When you fill out your account application, you can choose from the following distribution options: A. The SHARE OPTION reinvests your income dividends and capital gain distributions in additional shares. This option will be assigned automatically if you make no choice on your account application. B. The INCOME-EARNED OPTION reinvests your capital gain distributions and pays your income dividends in cash. This option is not listed on your account application; call or write Fidelity to learn more or to change your distribution option. C. With the CASH OPTION you receive both income dividends and capital gain distributions in cash. On the day the fund goes ex-dividend, the amount of the distribution is deducted from its share price. Cash distribution checks will be mailed within seven days. D. You may choose the DIRECTED DIVIDENDS(Registered trademark) OPTION to have distributions from this fund automatically invested in another Fidelity fund. Note that distributions may only be directed to an existing account with a registration identical to your account in the fund and that sales charges and restrictions may apply. Distributions directed from this fund to another fund will carry credit for the fund's 3% sales charge. If you direct distributions to a fund with a 3% sales charge, you will not pay a sales charge on your directed dividends purchase. This option is not listed on your account application; call or write Fidelity to learn more or to change your distribution option. EXCHANGE PRIVILEGE You may exchange between Fidelity funds as your needs change. As a shareholder, you have the privilege of exchanging your shares for shares of other Fidelity funds registered in your state, as long as, in FMR's opinion, the funds will not be adversely affected by your exchanges. To make an exchange, follow the procedures indicated in the "How to Buy Shares" and "How to Redeem Shares" charts. Before you make an exchange, please note the following: (bullet) Call Fidelity at 1-800-544-8888 to obtain a prospectus for the fund into which you want to exchange. Read the prospectus for relevant information. (bullet) You may only exchange between accounts that are registered in the same name, address, and taxpayer identification number. (bullet) If you exchange into a fund with a sales charge, you pay the percentage difference between that fund's sales charge and any sales charge you have previously paid in connection with the shares you are exchanging. For example, if you had already paid a sales charge of 2% on your shares and you exchanged them into a fund with a 3% sales charge, you would pay an additional 1% sales charge. (bullet) TAXES. Each exchange represents the sale of shares of one fund and the purchase of shares of another, which may produce a gain or loss for tax purposes. FSC will send you written confirmation of each exchange transaction. (bullet) RESTRICTIONS. Although the exchange privilege is an important benefit, fund performance and shareholders can be hurt by excessive trading. To protect the interests of shareholders, the fund reserves the right to temporarily or permanently terminate the exchange privilege for any person who makes more than four exchanges out of the fund per calendar year. Accounts under common ownership or control, including accounts with the same taxpayer identification number, will be aggregated for purposes of the four exchange limit. In addition, the fund reserves the right to refuse exchange purchases by any person or group if, in FMR's judgment, the fund would be unable to invest effectively in accordance with its investment objective and policies, or would otherwise potentially be adversely affected. Your exchanges may be restricted or refused if the fund receives or anticipates simultaneous orders affecting significant portions of the fund's assets. In particular, a pattern of exchanges that coincide with a "market timing" strategy may be disruptive to the fund. Although the fund will attempt to give you prior notice whenever it is reasonably able to do so, it may impose these restrictions at any time. The fund reserves the right to terminate or modify the exchange privilege in the future. Other funds may have different exchange restrictions and may impose administrative fees of up to $7.50 and redemption fees of up to 1.50% on exchanges. Check each fund's prospectus for details. (bullet) The exchange limit may be modified for accounts in certain institutional retirement plans to conform to plan exchange limits and Department of Labor regulations. See your plan materials for further information. FIDELITY AUTOMATIC EXCHANGE SERVICE Fidelity Automatic Exchange Service is a convenient method of arranging monthly, bi-monthly, quarterly, or yearly investments (minimum $100) in the fund by exchange from an existing, identically registered money market fund account. Call Fidelity to learn more or to change your Fidelity Automatic Exchange Service option. FIDELITY MONEY LINE(Registered trademark) Fidelity Money Line lets you authorize electronic transfers of money to buy or sell shares of the fund. You can use Fidelity Money Line to move money between your bank account and your fund account with one phone call. Allow two to three business days after the call for the transfer to take place. For money recently invested, allow normal check- clearing time (up to seven days) before redemption proceeds are sent to your bank. FIDELITY AUTOMATIC ACCOUNT BUILDERSM Fidelity Automatic Account Builder offers a simple way to maintain a regular investment program. You may arrange automatic transfers (minimum $100 per transaction) from your bank account to your fund account on a periodic basis. You may change the amount of your investment, skip an investment, or stop Fidelity Automatic Account Builder by calling Fidelity (1-800-544-6666) at least three business days prior to your next scheduled investment date. If you have purchased shares of the fund through a Fidelity retirement plan, you may use Fidelity Money Line or Fidelity Automatic Account Builder to make regular contributions to your retirement account. To arrange for systematic redemptions from your regular or retirement account, call Fidelity for further information. DIRECT DEPOSIT If your employer offers Direct Deposit, you may arrange to automatically purchase shares of the fund (minimum $100) each pay period. Note that it may not be appropriate to Direct Deposit your entire paycheck to a fund (such as Fidelity Fifty) with a fluctuating NAV. Call Fidelity for more information or a Direct Deposit Authorization Form. TAX-SHELTERED RETIREMENT PLANS Retirement plans are among the best tax breaks available to individuals. Call Fidelity at 1-800-544-8888 for complete information kits discussing the plans and their benefits, provisions, and fees. Fidelity can set up your new account in the fund under one of several tax-sheltered plans. These plans let you invest for retirement and shelter your investment income from current taxes. Minimums may differ from those listed in the chart on page 8. (bullet) INDIVIDUAL RETIREMENT ACCOUNTS (IRAS): retirement plans that allow anyone between 18 and 70 1/2 years of age with earned income to contribute up to $2,000 per tax year. You may make contributions of up to $250 per year in the name of your spouse, if your spouse has no earned income. (bullet) ROLLOVER IRAS: tax-deferred retirement plans that may retain the special tax advantages of lump sum distributions from qualified retirement plans. (bullet) SEP-IRAS: Simplified Employee Pension Plans designed to provide those with self-employed income (and any eligible employees) with many of the same advantages as a Keogh, but with fewer administrative requirements. (bullet) KEOGH OR CORPORATE PROFIT-SHARING AND MONEY-PURCHASE PLANS: open to self-employed individuals and their partners, or to corporations, to benefit themselves and their employees. (bullet) 403(B) CUSTODIAL ACCOUNTS: available to employees of most non-profit organizations and public schools. (bullet) 401(K) PROGRAM: open to corporations of all sizes. The program allows participants to contribute a percentage of their wages on a tax-deferred basis (i.e., up to $8,994, adjusted annually to reflect changes in the cost of living). STATEMENTS AND REPORTS FSC will send you a confirmation statement after every transaction (except a reinvestment of dividends or capital gains) that affects your share balance or your account registration. In addition, an account statement will be mailed to you quarterly. At least twice a year you will receive the fund's financial statements with a summary of its investments and performance. To reduce expenses, only one copy of most shareholder reports (such as the fund's Annual Report) may be mailed to your household. Please call Fidelity if you need additional copies. The fund pays for shareholder services, but not for special services such as producing and mailing historical account documents. You may be required to pay fees for special services. 11.HOW TO REDEEM SHARES To ensure acceptance of your redemption request, please follow the procedures described here and in the chart on page 17. You may redeem all or a portion of your shares on any business day. Your shares will be redeemed at the next NAV calculated after FSC has received and accepted your redemption request. Provided that your account registration has not changed within the last 30 days, you may redeem shares of the fund worth $100,000 or less by calling 1-800-544-7777. Redemption proceeds will be sent to the record address. Requests for redemptions from a Fidelity IRA or Retirement Plan account must be sent to Fidelity in writing. Remember that the fund may hold payment on redemptions until it is reasonably satisfied that investments made by check or via Fidelity Money Line have been collected (which may take up to seven days.) 12.HOW TO REDEEM SHARES
BY MAIL TO: Send a "letter of instruction:" a letter specifying the FIDELITY INVESTMENTS name of the fund, the number of shares to be P.O. BOX 878 redeemed, your name, your account number, and the BOSTON, MA 02103-0878 additional requirements listed below that apply to your particular account. TYPE OF REGISTRATION REQUIREMENTS Individual, Joint Tenant, Sole Proprietorship, Letter of instruction signed by all persons authorized Custodial (Uniform Gifts or Transfers To to sign for the account, exactly as it is registered, Minors Act), General Partner accompanied by signature guarantee(s).* Corporation, Association Letter of instruction accompanied by a corporate resolution. The letter must be signed by at least one individual authorized (via corporate resolution) to act on the account. The corporate resolution must include a corporate seal or signature guarantee.* Trust Letter of instruction signed by the Trustee(s) (as Trustee(s)), with signature guarantee(s).* (If the Trustee's name is not registered on the account, provide a copy of the trust document, certified within the last 60 days.)
If you do not fall into any of these registration categories (i.e., executors, administrators, conservators, or guardians), please call Fidelity for further instructions. * A signature guarantee is a widely accepted way to protect you and FSC by verifying the signature on your request; it may not be provided by a notary public. The following institutions should be able to provide you with a signature guarantee: banks, brokers, dealers, credit unions (if authorized under state law), securities exchanges and associations, clearing agencies, and savings associations.
FOR ALL OPTIONS BELOW, PLEASE CALL 1-800-544-7777. BY EXCHANGE You must meet the minimum investment requirement of the other fund. You can only exchange between accounts with identical names, addresses, and taxpayer identification numbers. BY FIDELITY MONEY LINE You must have received prior notification by mail from FSC that your Fidelity Money Line is active. The minimum redemption amount is $2,500; the maximum redemption amount is $100,000. (Accounts cannot be closed by this service.)
BY WIRE You must have applied for the wire feature on your account application. You will be notified that this feature is active and you may then make wire redemptions by calling before 4:00 p.m. Eastern time. Your money will be wired to your bank on the next business day. The minimum redemption amount is $5,000. REDEMPTION REQUIREMENTS TO REMEMBER If you want to keep your account open, please leave shares with a value of at least $1,000 in it. If your account balance falls below $1,000 due to redemption, your account may be closed and the proceeds mailed to you at the record address. You will be given 30 days' notice that your account will be closed unless you make an additional investment to increase your account balance to the $1,000 minimum. Your shares will be redeemed at the NAV on the day your account is closed. Once your shares are redeemed, the proceeds normally will be sent to you on the next business day, but if making immediate payment could adversely affect the fund, it may take up to seven days to pay you. Fidelity Money Line redemptions generally will be credited to your bank account on the second or third business day after your phone call. The fund may suspend redemptions or postpone payment dates on days when the NYSE is closed (other than weekends or holidays), when trading on the NYSE is restricted, or as permitted by the SEC. If you are unable to execute your transaction by telephone (for example, during periods of unusual market activity), consider placing your order by mail or by visiting one of the Fidelity Investor Centers. If you place a request to redeem shares at a Fidelity Investor Center, provided that your request is in good order, Fidelity will process your redemption at the next NAV calculated and will mail a check for the proceeds to the record address. 13.APPENDIX The following paragraphs provide a brief description of securities in which the fund may invest and transactions it may make. The fund is not limited by this discussion, however, and may purchase other types of securities and enter into other types of transactions if they are consistent with the fund's investment objective and policies. FOREIGN INVESTMENTS. The fund may invest in foreign securities, which involve additional risks. Foreign securities and securities denominated in or indexed to foreign currencies may be affected by the strength of foreign currencies relative to the U.S. dollar, or by political or economic developments in foreign countries. Foreign companies may not be subject to accounting standards or governmental supervision comparable to U.S. companies, and there may be less public information about their operations. In addition, foreign markets may be less liquid or more volatile than U.S. markets, and may offer less protection to investors such as the fund. These risks are typically greater for investments in less-developed countries whose governments and financial markets may be more susceptible to adverse political and economic developments. FMR considers these factors in making investments for the fund. There is no limitation on the amount of the fund's assets that may be invested in foreign securities or in any one country or currency. The fund may enter into currency forward contracts (agreements to exchange one currency for another at a future date) to manage currency risks and to facilitate transactions in foreign securities. Although currency forward contracts can be used to protect the fund from adverse exchange rate changes, they involve a risk of loss if FMR fails to predict foreign currency values correctly. OPTIONS AND FUTURES CONTRACTS. The fund may buy and sell options and futures contracts to manage its exposure to changing interest rates, security prices, and currency exchange rates. Some options and futures strategies, including selling futures, buying puts, and writing calls, tend to hedge the fund's investments against price fluctuations. Other strategies, including buying futures, writing puts, and buying calls, tend to increase market exposure. Options and futures may be combined with each other or with forward contracts in order to adjust the risk and return characteristics of the overall strategy. The fund may invest in options and futures based on any type of security, index, or currency, including options and futures traded on foreign exchanges and options not traded on exchanges. Options and futures can be volatile investments, and involve certain risks. If FMR applies a hedge at an inappropriate time or judges market conditions incorrectly, options and futures strategies may lower the fund's return. The fund could also experience losses if the prices of its options and futures positions were poorly correlated with its other investments, or if it could not close out its positions because of an illiquid secondary market. The fund will not hedge more than 25% of its total assets by selling futures, buying puts, and writing calls under normal conditions. In addition, the fund will not buy futures or write puts whose underlying value exceeds 25% of its total assets, and will not buy calls with a value exceeding 5% of its total assets. SWAP AGREEMENTS. As one way of managing its exposure to different types of investments, the fund may enter into interest rate swaps, currency swaps, and other types of swap agreements such as caps, collars, and floors. In a typical interest rate swap, one party agrees to make regular payments equal to a floating interest rate times a "notional principal amount," in return for payments equal to a fixed rate times the same amount, for a specified period of time. If a swap agreement provides for payments in different currencies, the parties might agree to exchange the notional principal amount as well. Swaps may also depend on other prices or rates, such as the value of an index or mortgage prepayment rates. Swap agreements are sophisticated hedging instruments that typically involve a small investment of cash relative to the magnitude of risks assumed. As a result, swaps can be highly volatile and may have a considerable impact on the fund's performance. Swap agreements are subject to risks related to the counterparty's ability to perform, and may decline in value if the counterparty's creditworthiness deteriorates. The fund may also suffer losses if it is unable to terminate outstanding swap agreements or reduce its exposure through offsetting transactions. INDEXED SECURITIES. The fund may invest in indexed securities whose value is linked to currencies, interest rates, commodities, indices, or other financial indicators. Most indexed securities are short to intermediate term fixed-income securities whose values at maturity or interest rates rise or fall according to the change in one or more specified underlying instruments. Indexed securities may be positively or negatively indexed (i.e., their value may increase or decrease if the underlying instrument appreciates), and may have return characteristics similar to direct investments in the underlying instrument or to one or more options on the underlying instrument. Indexed securities may be more volatile than the underlying instrument itself. ILLIQUID INVESTMENTS. The fund may invest up to 10% of its assets in illiquid investments. Under the supervision of the Board of Trustees, FMR determines the liquidity of the fund's investments. The absence of a trading market can make it difficult to ascertain a market value for illiquid investments. Disposing of illiquid investments may involve time-consuming negotiation and legal expenses, and it may be difficult or impossible for the fund to sell them promptly at an acceptable price. RESTRICTED SECURITIES. The fund may purchase securities which cannot be sold to the public without registration under the Securities Act of 1933 (restricted securities). Unless registered for sale, these securities can only be sold in privately negotiated transactions or pursuant to an exemption from registration. REPURCHASE AGREEMENTS AND SECURITIES LOANS. In a repurchase agreement, the fund buys a security at one price and simultaneously agrees to sell it back at a higher price. The fund may also make securities loans to broker-dealers and institutional investors, including FBSI. In the event of the bankruptcy of the other party to either a repurchase agreement or a securities loan, the fund could experience delays in recovering its cash or the securities it lent. To the extent that, in the meantime, the value of securities purchased had decreased, or the value of the securities lent had increased, the fund could experience a loss. In all cases, FMR must find the creditworthiness of the other party to the transaction satisfactory. INTERFUND BORROWING PROGRAM. The fund has received permission from the SEC to lend money to and borrow money from other funds advised by FMR or its affiliates. Interfund loans and borrowings normally will extend overnight, but can have a maximum duration of seven days. The fund will lend through the program only when the returns are higher than those available at the same time from other short-term instruments (such as repurchase agreements), and will borrow through the program only when the costs are equal to or lower than the cost of bank loans. The fund will not lend more than 5% of its assets to other funds, and will not borrow through the program if, after doing so, total outstanding borrowings would exceed 15% of total assets. Loans may be called on one day's notice, and the fund may have to borrow from a bank at a higher interest rate if an interfund loan is called or not renewed. Any delay in repayment to a lending fund could result in a lost investment opportunity or additional borrowing costs. NOTES NOTES NOTES NOTES NOTES FIDELITY FIFTY SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION DATED AUGUST 31, 1993 The unaudited Financial Statements and Financial Highlights included in the fund's Semi-Annual Report for the period September 17, 1993 (commencement of operations) to December 31, 1993 are incorporated herein by reference. MANAGEMENT CONTRACT. Effective November 1, 1993, FMR agreed to voluntarily adopt the revised group fee rate schedule shown below for purposes of calculating the group fee component of the management fee. The revised schedule provides for lower management fees as total assets under management increase, and it will be presented to shareholders for approval at the next shareholder meeting. GROUP FEE RATE SCHEDULE EFFECTIVE ANNUAL FEE RATES Average Group Annualized Group Net Effective Annual Fee Rate Assets Rate Assets 0 - $ 3 billion .520% $ 0.5 billion .5200% 3 - 6 .490 25 .4238 6 - 9 .460 50 .3823 9 - 12 .430 75 .3626 12 - 15 .400 100 .3512 15 - 18 .385 125 .3430 18 - 21 .370 150 .3371 21 - 24 .360 175 .3325 24 - 30 .350 200 .3284 30 - 36 .345 225 .3253 36 - 42 .340 250 .3223 42 - 48 .335 275 .3198 48 - 66 .325 300 .3175 66 - 84 .320 325 .3153 84 - 102 .315 350 .3133 102 - 138 .310 138 - 174 .305 174 - 228 .300 228 - 282 .295 282 - 336 .290 Over 336 .285 ADDITIONAL PURCHASE AND REDEMPTION INFORMATION. The fund's sales charge may be reduced to reflect sales charges previously paid, or that would have been paid absent a reduction as noted in the prospectus, in connection with investments in other Fidelity funds. This includes reductions for investments in prototype or prototype-like retirement plans sponsored by FMR or FMR Corp., which are listed beginning on page 12. The following language replaces that found in item number (8) in the second paragraph in the section entitled "Additional Purchase and Redemption Information" beginning on page 12. (8) if you are a current or former Trustee or officer of a Fidelity fund or a current or retired officer, director, or regular employee of FMR Corp. or its direct or indirect subsidiaries (a Fidelity Trustee or employee), the spouse of a Fidelity Trustee or employee, a Fidelity Trustee or employee acting as custodian for a minor child, or a person acting as trustee of a trust for the sole benefit of the minor child of a Fidelity Trustee or employee; FIFB-94-2 (continued) June 1 1994 The following language supplements that found in the second paragraph in the section entitled "Additional Purchase and Redemption Information" beginning on page 12. The sales charge will not apply... (11) if you are a registered investment adviser (RIA) purchasing for your discretionary accounts, provided you execute a Fidelity RIA load waiver agreement which specifies certain aggregate minimum and operating provisions. This waiver is available only for shares purchased directly from Fidelity, without a broker, unless purchased through a brokerage firm which is a correspondent of National Financial Services Corporation (NFSC). The waiver is unavailable, however, if the RIA is part of an organization principally engaged in the brokerage business, unless the brokerage firm in the organization is an NFSC corresponden t; (12) if you are a trust institution or bank trust department purchasing for your non-discretionary, non-retirement fiduciary accounts, provided you execute a Fidelity Trust load waiver agreement which specifies certain aggregate minimum and operating provisions. This waiver is available only for shares purchased either directly from Fidelity or through a bank-affiliated broker, and is unavailable if the trust department or institution is part of an organization not principally engaged in banking or trust activities; or (13) to shares purchased as part of a pension or profit-sharing plan as defined in Section 401(a) of the Internal Revenue Code that maintains all of its mutual fund assets in Fidelity mutual funds, provided the plan executes a Fidelity non-prototype sales charge waiver request form confirming its qualification. FIDELITY FIFTY CROSS REFERENCE SHEET (continued) FORM N-1A ITEM NUMBER STATEMENT OF ADDITIONAL INFORMATION SECTION
10, 11.......................... Cover Page 12.................................. Description of Trust .. 13a - Investment Policies and Limitations c............................ Portfolio Transactions d.................................. 14a - Trustees and Officers c............................ 15a, * b.............................. Trustees and Officers c.................................. 16a FMR, Portfolio Transactions i................................ Trustees and Officers ii.............................. Management Contract iii............................. Management Contract b................................. c, Contracts with Companies Affiliated with FMR d............................. e - * g........................... Description of the Trust h................................. Contracts with Companies Affiliated with FMR i................................. 17a - Portfolio Transactions c............................ * d,e.............................. 18a................................ Description of the Fund .. * b................................. 19a................................ Additional Purchase and Redemption Information .. Additional Purchase and Redemption Information; b.................................. Valuation of Portfolio Securities * c.................................. 20.................................. Distributions and Taxes .. 21a, Contracts with Companies Affiliated with FMR b.............................. * c................................. 22.................................. Performance .. 23.................................. Financial Statements ..
* Not Applicable FIDELITY FIFTY A FUND OF FIDELITY HASTINGS STREET TRUST STATEMENT OF ADDITIONAL INFORMATION AUGUST 31, 1993 This Statement is not a prospectus but should be read in conjunction with the fund's current Prospectus (dated August 31, 1993). Please retain this document for future reference. To obtain an additional copy of the Prospectus, please call Fidelity Distributors Corporation at 1-800-544-8888. TABLE OF CONTENTS PAGE Investment Policies and Limitations 2 Portfolio Transactions 9 Valuation of Portfolio Securities 10 Performance 11 Additional Purchase and Redemption Information 12 Distributions and Taxes 13 FMR 14 Trustees and Officers 14 Management Contract 16 Contracts With Companies Affiliated With FMR 18 Description of the Trust 18 INVESTMENT ADVISER Fidelity Management & Research Company (FMR) INVESTMENT SUB-ADVISERS Fidelity Management & Research (Far East) Inc. (FMR Far East) Fidelity Management & Research (U.K.) Inc. (FMR U.K.) DISTRIBUTOR Fidelity Distributors Corporation (FDC) TRANSFER AGENT Fidelity Service Co. (FSC) FIF-ptb-893 INVESTMENT POLICIES AND LIMITATIONS The following policies and limitations supplement those set forth in the Prospectus. Unless otherwise noted, whenever an investment policy or limitation states a maximum percentage of the fund's assets that may be invested in any security or other asset, or sets forth a policy regarding quality standards, such standard or percentage limitation will be determined immediately after and as a result of the fund's acquisition of such security or other asset. Accordingly, any subsequent change in values, net assets, or other circumstances will not be considered when determining whether the investment complies with the fund's investment policies and limitations. The fund's fundamental investment policies and limitations cannot be changed without approval by a "majority of the outstanding voting securities" (as defined in the Investment Company Act of 1940) of the fund. However, except for the fundamental investment limitations set forth below, the investment policies and limitations described in this Statement of Additional Information are not fundamental and may be changed without shareholder approval. THE FOLLOWING ARE THE FUND'S FUNDAMENTAL INVESTMENT LIMITATIONS SET FORTH IN THEIR ENTIRETY. THE FUND MAY NOT: (1) issue senior securities, except as permitted under the Investment Company Act of 1940; (2) borrow money, except that the fund may borrow money for temporary or emergency purposes (not for leveraging or investment) in an amount not exceeding 33 1/3% of its total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that come to exceed this amount will be reduced within three days (not including Sundays and holidays) to the extent necessary to comply with the 33 1/3% limitation; (3) underwrite securities issued by others, except to the extent that the fund may be considered an underwriter within the meaning of the Securities Act of 1933 in the disposition of restricted securities; (4) purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. government or any of its agencies or instrumentalities) if, as a result, more than 25% of the fund's total assets would be invested in the securities of companies whose principal business activities are in the same industry; (5) purchase or sell real estate unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from investing in securities or other instruments backed by real estate or securities of companies engaged in the real estate business); (6) purchase or sell physical commodities unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the fund from purchasing or selling options and futures contracts or from investing in securities or other instruments backed by physical commodities); or (7) lend any security or make any other loan if, as a result, more than 33 1/3% of its total assets would be lent to other parties, but this limitation does not apply to purchases of debt securities or to repurchase agreements. THE FOLLOWING INVESTMENT LIMITATIONS ARE NOT FUNDAMENTAL AND MAY BE CHANGED WITHOUT SHAREHOLDER APPROVAL. (i) To meet federal tax requirements for qualification as a "regulated investment company," the fund limits its investments so that at the close of each quarter of its taxable year: (a) with regard to at least 50% of total assets, no more than 5% of total assets are invested in the securities of a single issuer, and (b) no more than 25% of total assets are invested in the securities of a single issuer. Limitations (a) and (b) do not apply to "government securities" as defined for federal tax purposes. (ii) The fund does not currently intend to sell securities short, unless it owns or has the right to obtain securities equivalent in kind and amount to the securities sold short, and provided that transactions in futures contracts and options are not deemed to constitute selling securities short. (iii) The fund does not currently intend to purchase securities on margin, except that the fund may obtain such short-term credits as are necessary for the clearance of transactions, and provided that margin payments in connection with futures contracts and options on futures contracts shall not constitute purchasing securities on margin. (iv) The fund may borrow money only (a) from a bank or from a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) by engaging in reverse repurchase agreements with any party (reverse repurchase agreements are treated as borrowings for purposes of fundamental investment limitation (2)). The fund will not purchase any security while borrowings representing more than 5% of its total assets are outstanding. The fund will not borrow from other funds advised by FMR or its affiliates if total outstanding borrowings immediately after such borrowing would exceed 15% of the fund's total assets. (v) The fund does not currently intend to purchase any security if, as a result, more than 10% of its net assets would be invested in securities that are deemed to be illiquid because they are subject to legal or contractual restrictions on resale or because they cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. (vi) The fund does not currently intend to invest in securities of real estate investment trusts that are not readily marketable, or to invest in securities of real estate limited partnerships that are not listed on the New York Stock Exchange or the American Stock Exchange or traded on the NASDAQ National Market System. (vii) The fund does not currently intend to lend assets other than securities to other parties, except by (a) lending money (up to 5% of the fund's net assets) to a registered investment company or portfolio for which FMR or an affiliate serves as investment adviser or (b) acquiring loans, loan participations, or other forms of direct debt instruments and, in connection therewith, assuming any associated unfunded commitments of the sellers. (This limitation does not apply to purchases of debt securities or to repurchase agreements.) (viii) The fund does not currently intend to (a) purchase securities of other investment companies, except in the open market where no commission except the ordinary broker's commission is paid, or (b) purchase or retain securities issued by other open-end investment companies. Limitations (a) and (b) do not apply to securities received as dividends, through offers of exchange, or as a result of a reorganization, consolidation, or merger. (ix) The fund does not currently intend to purchase the securities of any issuer (other than securities issued or guaranteed by domestic or foreign governments or political subdivisions thereof) if, as a result, more than 5% of its total assets would be invested in the securities of business enterprises that, including predecessors, have a record of less than three years of continuous operation. (x) The fund does not currently intend to purchase warrants, valued at the lower of cost or market, in excess of 5% of the fund's net assets. Included in that amount, but not to exceed 2% of the fund's net assets, may be warrants that are not listed on the New York Stock Exchange or the American Stock Exchange. Warrants acquired by the fund in units or attached to securities are not subject to these restrictions. (xi) The fund does not currently intend to invest in oil, gas, or other mineral exploration or development programs or leases. (xii) The fund does not currently intend to purchase the securities of any issuer if those officers and Trustees of the trust and those officers and directors of FMR who individually own more than 1/2 of 1% of the securities of such issuers together own more than 5% of such issuer's securities. For the fund's limitations on futures and options transactions, see the section entitled "Limitations on Futures and Options Transactions" beginning on page 7. AFFILIATED BANK TRANSACTIONS. Pursuant to exemptive orders issued by the Securities and Exchange Commission (SEC), the fund may engage in transactions with banks that are, or may be considered to be, "affiliated persons" of the fund under the Investment Company Act of 1940. Such transactions may be entered into only pursuant to procedures established and periodically reviewed by the Board of Trustees. These transactions may include repurchase agreements with custodian banks; purchases, as principal, of short-term obligations of, and repurchase agreements with, the 50 largest U.S. banks (measured by deposits); transactions in municipal securities; and transactions in U.S. government securities with affiliated banks that are primary dealers in these securities. FUND'S RIGHTS AS A SHAREHOLDER. The fund does not intend to direct or administer the day-to-day operations of any company. The fund, however, may exercise its rights as a shareholder and may communicate its views on important matters of policy to management, the Board of Directors, and shareholders of a company when FMR determines that such matters could have a significant effect on the value of the fund's investment in the company. The activities that the fund may engage in, either individually or in conjunction with others, may include, among others, supporting or opposing proposed changes in a company's corporate structure or business activities; seeking changes in a company's directors or management; seeking changes in a company's direction or policies; seeking the sale or reorganization of the company or a portion of its assets; or supporting or opposing third party takeover efforts. This area of corporate activity is increasingly prone to litigation and it is possible that the fund could be involved in lawsuits related to such activities. FMR will monitor such activities with a view to mitigating, to the extent possible, the risk of litigation against the fund and the risk of actual liability if the fund is involved in litigation. No guarantee can be made, however, that litigation against the fund will not be undertaken or liabilities incurred. REPURCHASE AGREEMENTS. In a repurchase agreement, the fund purchases a security and simultaneously commits to resell that security to the seller at an agreed-upon price on an agreed-upon date within a number of days from the date of purchase. The resale price reflects the purchase price plus an agreed-upon incremental amount which is unrelated to the coupon rate or maturity of the purchased security. A repurchase agreement involves the obligation of the seller to pay the agreed-upon price, which obligation is in effect secured by the value (at least equal to the amount of the agreed-upon resale price and marked to market daily) of the underlying security. The fund may engage in a repurchase agreement with respect to any security in which it is authorized to invest. While it does not presently appear possible to eliminate all risks from these transactions (particularly the possibility of a decline in the market value of the underlying securities, as well as delays and costs to the fund in connection with bankruptcy proceedings), it is the fund's current policy to limit repurchase agreement transactions to those parties whose creditworthiness has been reviewed and found satisfactory by FMR. REVERSE REPURCHASE AGREEMENTS. In a reverse repurchase agreement, the fund sells a portfolio instrument to another party, such as a bank or broker-dealer, in return for cash and agrees to repurchase the instrument at a particular price and time. While a reverse repurchase agreement is outstanding, the fund will maintain appropriate liquid assets in a segregated custodial account to cover its obligation under the agreement. The fund will enter into reverse repurchase agreements only with parties whose creditworthiness has been found satisfactory by FMR. Such transactions may increase fluctuations in the market value of the fund's assets and may be viewed as a form of leverage. SECURITIES LENDING. The fund may lend securities to parties such as broker-dealers or institutional investors, including Fidelity Brokerage Services, Inc. (FBSI). FBSI is a member of the New York Stock Exchange and a subsidiary of FMR Corp. Securities lending allows the fund to retain ownership of the securities loaned and, at the same time, to earn additional income. Since there may be delays in the recovery of loaned securities, or even a loss of rights in collateral supplied should the borrower fail financially, loans will be made only to parties deemed by FMR to be of good standing. Furthermore, they will only be made if, in FMR's judgment, the consideration to be earned from such loans would justify the risk. FMR understands that it is the current view of the SEC Staff that the fund may engage in loan transactions only under the following conditions: (1) the fund must receive 100% collateral in the form of cash or cash equivalents (e.g., U.S. Treasury bills or notes) from the borrower; (2) the borrower must increase the collateral whenever the market value of the securities loaned (determined on a daily basis) rises above the value of the collateral; (3) after giving notice, the fund must be able to terminate the loan at any time; (4) the fund must receive reasonable interest on the loan or a flat fee from the borrower, as well as amounts equivalent to any dividends, interest, or other distributions on the securities loaned and to any increase in market value; (5) the fund may pay only reasonable custodian fees in connection with the loan; and (6) the Board of Trustees must be able to vote proxies on the securities loaned, either by terminating the loan or by entering into an alternative arrangement with the borrower. Cash received through loan transactions may be invested in any security in which the fund is authorized to invest. Investing this cash subjects that investment, as well as the security loaned, to market forces (i.e., capital appreciation or depreciation). ILLIQUID INVESTMENTS are investments that cannot be sold or disposed of in the ordinary course of business at approximately the prices at which they are valued. Under the supervision of the Board of Trustees, FMR determines the liquidity of the fund's investments and, through reports from FMR, the Board monitors investments in illiquid instruments. In determining the liquidity of the fund's investments, FMR may consider various factors, including (1) the frequency of trades and quotations, (2) the number of dealers and prospective purchasers in the marketplace, (3) dealer undertakings to make a market, (4) the nature of the security (including any demand or tender features), and (5) the nature of the marketplace for trades (including the ability to assign or offset the fund's rights and obligations relating to the investment). Investments currently considered by the fund to be illiquid include repurchase agreements not entitling the holder to payment of principal and interest within seven days, and over-the-counter options. Also, FMR may determine some restricted securities, loans and other direct debt instruments, and swap agreements to be illiquid. However, with respect to over-the-counter options the fund writes, all or a portion of the value of the underlying instrument may be illiquid depending on the assets held to cover the option and the nature and terms of any agreement the fund may have to close out the option before expiration. In the absence of market quotations, illiquid investments are priced at fair value as determined in good faith by a committee appointed by the Board of Trustees. If through a change in values, net assets, or other circumstances, the fund were in a position where more than 10% of its net assets were invested in illiquid securities, it would seek to take appropriate steps to protect liquidity. RESTRICTED SECURITIES generally can be sold in privately negotiated transactions, pursuant to an exemption from registration under the Securities Act of 1933, or in a registered public offering. Where registration is required, the fund may be obligated to pay all or part of the registration expense and a considerable period may elapse between the time it decides to seek registration and the time the fund may be permitted to sell a security under an effective registration statement. If, during such a period, adverse market conditions were to develop, the fund might obtain a less favorable price than prevailed when it decided to seek registration of the security. LOANS AND OTHER DIRECT DEBT INSTRUMENTS are interests in amounts owed by a corporate, governmental, or other borrower to another party. They may represent amounts owed to lenders or lending syndicates (loans and loan participations), to suppliers of goods or services (trade claims or other receivables), or to other parties. Direct debt instruments involve a risk of loss in case of default or insolvency of the borrower and may offer less legal protection to the fund in the event of fraud or misrepresentation. In addition, loan participations involve a risk of insolvency of the lending bank or other financial intermediary. Direct debt instruments may also include standby financing commitments that obligate the fund to supply additional cash to the borrower on demand. SWAP AGREEMENTS. Swap agreements can be individually negotiated and structured to include exposure to a variety of different types of investments or market factors. Depending on their structure, swap agreements may increase or decrease the fund's exposure to long- or short-term interest rates (in the U.S. or abroad), foreign currency values, mortgage securities, corporate borrowing rates, or other factors such as security prices or inflation rates. Swap agreements can take many different forms and are known by a variety of names. The fund is not limited to any particular form of swap agreement if FMR determines it is consistent with the fund's investment objective and policies. In a typical cap or floor agreement, one party agrees to make payments only under specified circumstances, usually in return for payment of a fee by the other party. For example, the buyer of an interest rate cap obtains the right to receive payments to the extent that a specified interest rate exceeds an agreed-upon level, while the seller of an interest rate floor is obligated to make payments to the extent that a specified interest rate falls below an agreed-upon level. An interest rate collar combines elements of buying a cap and selling a floor. Swap agreements will tend to shift the fund's investment exposure from one type of investment to another. For example, if the fund agreed to exchange payments in dollars for payments in foreign currency, the swap agreement would tend to decrease the fund's exposure to U.S. interest rates and increase its exposure to foreign currency and interest rates. Caps and floors have an effect similar to buying or writing options. Depending on how they are used, swap agreements may increase or decrease the overall volatility of the fund's investments and its share price. The most significant factor in the performance of swap agreements is the change in the specific interest rate, currency, or other factors that determine the amounts of payments due to and from the fund. If a swap agreement calls for payments by the fund, the fund must be prepared to make such payments when due. In addition, if the counterparty's creditworthiness declined, the value of a swap agreement would be likely to decline, potentially resulting in losses. The fund expects to be able to eliminate its exposure under swap agreements either by assignment or other disposition, or by entering into an offsetting swap agreement with the same party or a similarly creditworthy party. The fund will maintain appropriate liquid assets in a segregated custodial account to cover its current obligations under swap agreements. If the fund enters into a swap agreement on a net basis, it will segregate assets with a daily value at least equal to the excess, if any, of the fund's accrued obligations under the swap agreement over the accrued amount the fund is entitled to receive under the agreement. If the fund enters into a swap agreement on other than a net basis, it will segregate assets with a value equal to the full amount of the fund's accrued obligations under the agreement. INDEXED SECURITIES. The fund may purchase securities whose prices are indexed to the prices of other securities, securities indices, currencies, precious metals or other commodities, or other financial indicators. Indexed securities typically, but not always, are debt securities or deposits whose value at maturity or coupon rate is determined by reference to a specific instrument or statistic. Gold-indexed securities, for example, typically provide for a maturity value that depends on the price of gold, resulting in a security whose price tends to rise and fall together with gold prices. Currency-indexed securities typically are short-term to intermediate-term debt securities whose maturity values or interest rates are determined by reference to the values of one or more specified foreign currencies, and may offer higher yields than U.S. dollar-denominated securities of equivalent issuers. Currency-indexed securities may be positively or negatively indexed; that is, their maturity value may increase when the specified currency value increases, resulting in a security that performs similarly to a foreign-denominated instrument, or their maturity value may decline when foreign currencies increase, resulting in a security whose price characteristics are similar to a put on the underlying currency. Currency-indexed securities may also have prices that depend on the values of a number of different foreign currencies relative to each other. The performance of indexed securities depends to a great extent on the performance of the security, currency, or other instrument to which they are indexed, and may also be influenced by interest rate changes in the U.S. and abroad. At the same time, indexed securities are subject to the credit risks associated with the issuer of the security, and their values may decline substantially if the issuer's creditworthiness deteriorates. Recent issuers of indexed securities have included banks, corporations, and certain U.S. government agencies. Indexed securities may be more volatile than the underlying instruments. FOREIGN INVESTMENTS. Foreign investments can involve significant risks in addition to the risks inherent in U.S. investments. The value of securities denominated in or indexed to foreign currencies, and of dividends and interest from such securities, can change significantly when foreign currencies strengthen or weaken relative to the U.S. dollar. Foreign securities markets generally have less trading volume and less liquidity than U.S. markets, and prices on some foreign markets can be highly volatile. Many foreign countries lack uniform accounting and disclosure standards comparable to those applicable to U.S. companies, and it may be more difficult to obtain reliable information regarding an issuer's financial condition and operations. In addition, the costs of foreign investing, including withholding taxes, brokerage commissions, and custodial costs, are generally higher than for U.S. investments. Foreign markets may offer less protection to investors than U.S. markets. Foreign issuers, brokers, and securities markets may be subject to less government supervision. Foreign security trading practices, including those involving the release of assets in advance of payment, may involve increased risks in the event of a failed trade or the insolvency of a broker-dealer, and may involve substantial delays. It may also be difficult to enforce legal rights in foreign countries. Investing abroad also involves different political and economic risks. Foreign investments may be affected by actions of foreign governments adverse to the interests of U.S. investors, including the possibility of expropriation or nationalization of assets, confiscatory taxation, restrictions on U.S. investment or on the ability to repatriate assets or convert currency into U.S. dollars, or other government intervention. There may be a greater possibility of default by foreign governments or foreign government-sponsored enterprises. Investments in foreign countries also involve a risk of local political, economic, or social instability, military action or unrest, or adverse diplomatic developments. There is no assurance that FMR will be able to anticipate these potential events or counter their effects. The considerations noted above generally are intensified for investments in developing countries. Developing countries may have relatively unstable governments, economies based on only a few industries, and securities markets that trade a small number of securities. The fund may invest in foreign securities that impose restrictions on transfer within the U.S. or to U.S. persons. Although securities subject to transfer restrictions may be marketable abroad, they may be less liquid than foreign securities of the same class that are not subject to such restrictions. American Depositary Receipts and European Depositary Receipts (ADRs and EDRs) are certificates evidencing ownership of shares of a foreign-based issuer held in trust by a bank or similar financial institution. Designed for use in U.S. and European securities markets, respectively, ADRs and EDRs are alternatives to the purchase of the underlying securities in their national markets and currencies. FOREIGN CURRENCY TRANSACTIONS. The fund may hold foreign currency deposits from time to time, and may convert dollars and foreign currencies in the foreign exchange markets. Currency conversion involves dealer spreads and other costs, although commissions usually are not charged. Currencies may be exchanged on a spot (i.e., cash) basis, or by entering into forward contracts to purchase or sell foreign currencies at a future date and price. Forward contracts generally are traded in an inter bank market conducted directly between currency traders (usually large commercial banks) and their customers. The parties to a forward contract may agree to offset or terminate the contract before its maturity, or may hold the contract to maturity and complete the contemplated currency exchange. The fund may use currency forward contracts to manage currency risks and to facilitate transactions in foreign securities. The following discussion summarizes the principal currency management strategies involving forward contracts that could be used by the fund. In connection with purchases and sales of securities denominated in foreign currencies, the fund may enter into currency forward contracts to fix a definite price for the purchase or sale in advance of the trade's settlement date. This technique is sometimes referred to as a "settlement hedge" or "transaction hedge." FMR expects to enter into settlement hedges in the normal course of managing the fund's foreign investments. The fund could also enter into forward contracts to purchase or sell a foreign currency in anticipation of future purchases or sales of securities denominated in foreign currency, even if the specific investments have not yet been selected by FMR. The fund may also use forward contracts to hedge against a decline in the value of existing investments denominated in foreign currency. For example, if the fund owned securities denominated in pounds sterling, it could enter into a forward contract to sell pounds sterling in return for U.S. dollars to hedge against possible declines in the pound's value. Such a hedge, sometimes referred to as a "position hedge," would tend to offset both positive and negative currency fluctuations, but would not offset changes in security values caused by other factors. The fund could also hedge the position by selling another currency expected to perform similarly to the pound sterling - for example, by entering into a forward contract to sell Deutschemarks or European Currency Units in return for U.S. dollars. This type of hedge, sometimes referred to as a "proxy hedge," could offer advantages in terms of cost, yield, or efficiency, but generally would not hedge currency exposure as effectively as a simple hedge into U.S. dollars. Proxy hedges may result in losses if the currency used to hedge does not perform similarly to the currency in which the hedged securities are denominated. Under certain conditions, SEC guidelines require mutual funds to set aside appropriate liquid assets in a segregated custodial account to cover currency forward contracts. As required by SEC guidelines, the fund will segregate assets to cover currency forward contracts, if any, whose purpose is essentially speculative. The fund will not segregate assets to cover forward contracts entered into for hedging purposes, including settlement hedges, position hedges, and proxy hedges. Successful use of forward currency contracts will depend on FMR's skill in analyzing and predicting currency values. Forward contracts may substantially change the fund's investment exposure to changes in currency exchange rates, and could result in losses to the fund if currencies do not perform as FMR anticipates. For example, if a currency's value rose at a time when FMR had hedged the fund by selling that currency in exchange for dollars, the fund would be unable to participate in the currency's appreciation. If FMR hedges currency exposure through proxy hedges, the fund could realize currency losses from the hedge and the security position at the same time if the two currencies do not move in tandem. Similarly, if FMR increases the fund's exposure to a foreign currency, and that currency's value declines, the fund will realize a loss. There is no assurance that FMR's use of forward currency contracts will be advantageous to the fund or that it will hedge at an appropriate time. SHORT SALES "AGAINST THE BOX". If the fund enters into a short sale against the box, it will be required to set aside securities equivalent in kind and amount to the securities sold short (or securities convertible or exchangeable into such securities) and will be required to hold such securities while the short sale is outstanding. The fund will incur transaction costs, including interest expense, in connection with opening, maintaining, and closing short sales against the box. LIMITATIONS ON FUTURES AND OPTIONS TRANSACTIONS. The fund intends to file a notice of eligibility for exclusion from the definition of the term "commodity pool operator" with the Commodity Futures Trading Commission (CFTC) and the National Futures Association, which regulate trading in the futures markets, before engaging in any purchases or sales of futures contracts or options on futures contracts. The fund intends to comply with Section 4.5 of the regulations under the Commodity Exchange Act, which limits the extent to which the fund can commit assets to initial margin deposits and option premiums. In addition, the fund will not: (a) sell futures contracts, purchase put options, or write call options if, as a result, more than 25% of the fund's total assets would be hedged with futures and options under normal conditions; (b) purchase futures contracts or write put options if, as a result, the fund's total obligations upon settlement or exercise of purchased futures contracts and written put options would exceed 25% of its total assets; or (c) purchase call options if, as a result, the current value of option premiums for call options purchased by the fund would exceed 5% of the fund's total assets. These limitations do not apply to options attached to or acquired or traded together with their underlying securities, and do not apply to securities that incorporate features similar to options. FUTURES CONTRACTS. When the fund purchases a futures contract, it agrees to purchase a specified underlying instrument at a specified future date. When the fund sells a futures contract, it agrees to sell the underlying instrument at a specified future date. The price at which the purchase and sale will take place is fixed when the fund enters into the contract. Some currently available futures contracts are based on specific securities, such as U.S. Treasury bonds or notes, and some are based on indices of securities prices, such as the Standard & Poor's 500 Composite Stock Price Index (S&P 500). Futures can be held until their delivery dates, or can be closed out before then if a liquid secondary market is available. The value of a futures contract tends to increase and decrease in tandem with the value of its underlying instrument. Therefore, purchasing futures contracts will tend to increase the fund's exposure to positive and negative price fluctuations in the underlying instrument, much as if it had purchased the underlying instrument directly. When the fund sells a futures contract, by contrast, the value of its futures position will tend to move in a direction contrary to the market. Selling futures contracts, therefore, will tend to offset both positive and negative market price changes, much as if the underlying instrument had been sold. FUTURES MARGIN PAYMENTS. The purchaser or seller of a futures contract is not required to deliver or pay for the underlying instrument unless the contract is held until the delivery date. However, both the purchaser and seller are required to deposit "initial margin" with a futures broker, known as a futures commission merchant (FCM), when the contract is entered into. Initial margin deposits are typically equal to a percentage of the contract's value. If the value of either party's position declines, that party will be required to make additional "variation margin" payments to settle the change in value on a daily basis. The party that has a gain may be entitled to receive all or a portion of this amount. Initial and variation margin payments do not constitute purchasing securities on margin for purposes of the fund's investment limitations. In the event of the bankruptcy of an FCM that holds margin on behalf of the fund, the fund may be entitled to return of margin owed to it only in proportion to the amount received by the FCM's other customers, potentially resulting in losses to the fund. PURCHASING PUT AND CALL OPTIONS. By purchasing a put option, the fund obtains the right (but not the obligation) to sell the option's underlying instrument at a fixed strike price. In return for this right, the fund pays the current market price for the option (known as the option premium). Options have various types of underlying instruments, including specific securities, indices of securities prices, and futures contracts. The fund may terminate its position in a put option it has purchased by allowing it to expire or by exercising the option. If the option is allowed to expire, the fund will lose the entire premium it paid. If the fund exercises the option, it completes the sale of the underlying instrument at the strike price. The fund may also terminate a put option position by closing it out in the secondary market at its current price, if a liquid secondary market exists. The buyer of a typical put option can expect to realize a gain if security prices fall substantially. However, if the underlying instrument's price does not fall enough to offset the cost of purchasing the option, a put buyer can expect to suffer a loss (limited to the amount of the premium paid, plus related transaction costs). The features of call options are essentially the same as those of put options, except that the purchaser of a call option obtains the right to purchase, rather than sell, the underlying instrument at the option's strike price. A call buyer typically attempts to participate in potential price increases of the underlying instrument with risk limited to the cost of the option if security prices fall. At the same time, the buyer can expect to suffer a loss if security prices do not rise sufficiently to offset the cost of the option. WRITING PUT AND CALL OPTIONS. When the fund writes a put option, it takes the opposite side of the transaction from the option's purchaser. In return for receipt of the premium, the fund assumes the obligation to pay the strike price for the option's underlying instrument if the other party to the option chooses to exercise it. When writing an option on a futures contract the fund will be required to make margin payments to an FCM as described above for futures contracts. The fund may seek to terminate its position in a put option it writes before exercise by closing out the option in the secondary market at its current price. If the secondary market is not liquid for a put option the fund has written, however, the fund must continue to be prepared to pay the strike price while the option is outstanding, regardless of price changes, and must continue to set aside assets to cover its position. If security prices rise, a put writer would generally expect to profit, although its gain would be limited to the amount of the premium it received. If security prices remain the same over time, it is likely that the writer will also profit, because it should be able to close out the option at a lower price. If security prices fall, the put writer would expect to suffer a loss. This loss should be less than the loss from purchasing the underlying instrument directly, however, because the premium received for writing the option should mitigate the effects of the decline. Writing a call option obligates the fund to sell or deliver the option's underlying instrument, in return for the strike price, upon exercise of the option. The characteristics of writing call options are similar to those of writing put options, except that writing calls generally is a profitable strategy if prices remain the same or fall. Through receipt of the option premium, a call writer mitigates the effects of a price decline. At the same time, because a call writer must be prepared to deliver the underlying instrument in return for the strike price, even if its current value is greater, a call writer gives up some ability to participate in security price increases. COMBINED POSITIONS. The fund may purchase and write options in combination with each other, or in combination with futures or forward contracts, to adjust the risk and return characteristics of the overall position. For example, the fund may purchase a put option and write a call option on the same underlying instrument, in order to construct a combined position whose risk and return characteristics are similar to selling a futures contract. Another possible combined position would involve writing a call option at one strike price and buying a call option at a lower price, in order to reduce the risk of the written call option in the event of a substantial price increase. Because combined options positions involve multiple trades, they result in higher transaction costs and may be more difficult to open and close out. CORRELATION OF PRICE CHANGES. Because there are a limited number of types of exchange-traded options and futures contracts, it is likely that the standardized contracts available will not match the fund's current or anticipated investments exactly. The fund may invest in options and futures contracts based on securities with different issuers, maturities, or other characteristics from the securities in which it typically invests which involves a risk that the options or futures position will not track the performance of the fund's other investments. Options and futures prices can also diverge from the prices of their underlying instruments, even if the underlying instruments match the fund's investments well. Options and futures prices are affected by such factors as current and anticipated short-term interest rates, changes in volatility of the underlying instrument, and the time remaining until expiration of the contract, which may not affect security prices the same way. Imperfect correlation may also result from differing levels of demand in the options and futures markets and the securities markets, from structural differences in how options and futures and securities are traded, or from imposition of daily price fluctuation limits or trading halts. The fund may purchase or sell options and futures contracts with a greater or lesser value than the securities it wishes to hedge or intends to purchase in order to attempt to compensate for differences in volatility between the contract and the securities, although this may not be successful in all cases. If price changes in the fund's options or futures positions are poorly correlated with its other investments, the positions may fail to produce anticipated gains or result in losses that are not offset by gains in other investments. LIQUIDITY OF OPTIONS AND FUTURES CONTRACTS. There is no assurance a liquid secondary market will exist for any particular options or futures contract at any particular time. Options may have relatively low trading volume and liquidity if their strike prices are not close to the underlying instrument's current price. In addition, exchanges may establish daily price fluctuation limits for options and futures contracts, and may halt trading if a contract's price moves upward or downward more than the limit in a given day. On volatile trading days when the price fluctuation limit is reached or a trading halt is imposed, it may be impossible for the fund to enter into new positions or close out existing positions. If the secondary market for a contract is not liquid because of price fluctuation limits or otherwise, it could prevent prompt liquidation of unfavorable positions, and potentially could require the fund to continue to hold a position until delivery or expiration regardless of changes in its value. As a result, the fund's access to other assets held to cover its options or futures positions could also be impaired. OTC OPTIONS. Unlike exchange-traded options, which are standardized with respect to the underlying instrument, expiration date, contract size, and strike price, the terms of over-the-counter options (options not traded on exchanges) generally are established through negotiation with the other party to the option contract. While this type of arrangement allows the fund greater flexibility to tailor an option to its needs, OTC options generally involve greater credit risk than exchange-traded options, which are guaranteed by the clearing organization of the exchanges where they are traded. OPTIONS AND FUTURES RELATING TO FOREIGN CURRENCIES. Currency futures contracts are similar to forward currency exchange contracts, except that they are traded on exchanges (and have margin requirements) and are standardized as to contract size and delivery date. Most currency futures contracts call for payment or delivery in U.S. dollars. The underlying instrument of a currency option may be a foreign currency, which generally is purchased or delivered in exchange for U.S. dollars, or may be a futures contract. The purchaser of a currency call obtains the right to purchase the underlying currency, and the purchaser of a currency put obtains the right to sell the underlying currency. The uses and risks of currency options and futures are similar to options and futures relating to securities or indices, as discussed above. The fund may purchase and sell currency futures and may purchase and write currency options to increase or decrease its exposure to different foreign currencies. The fund may also purchase and write currency options in conjunction with each other or with currency futures or forward contracts. Currency futures and options values can be expected to correlate with exchange rates, but may not reflect other factors that affect the value of the fund's investments. A currency hedge, for example, should protect a Yen-denominated security from a decline in the Yen, but will not protect the fund against a price decline resulting from deterioration in the issuer's creditworthiness. Because the value of the fund's foreign-denominated investments changes in response to many factors other than exchange rates, it may not be possible to match the amount of currency options and futures to the value of the fund's investments exactly over time. ASSET COVERAGE FOR FUTURES AND OPTIONS POSITIONS. The fund will comply with guidelines established by the SEC with respect to coverage of options and futures strategies by mutual funds, and if the guidelines so require will set aside appropriate liquid assets in a segregated custodial account in the amount prescribed. Securities held in a segregated account cannot be sold while the futures or option strategy is outstanding, unless they are replaced with other suitable assets. As a result, there is a possibility that segregation of a large percentage of the fund's assets could impede portfolio management or the fund's ability to meet redemption requests or other current obligations. PORTFOLIO TRANSACTIONS All orders for the purchase or sale of portfolio securities are placed on behalf of the fund by FMR pursuant to authority contained in the management contract. FMR is also responsible for the placement of transaction orders for other investment companies and accounts for which it or its affiliates act as investment adviser. In selecting broker-dealers, subject to applicable limitations of the federal securities laws, FMR will consider various relevant factors, including, but not limited to, the size and type of the transaction; the nature and character of the markets for the security to be purchased or sold; the execution efficiency, settlement capability, and financial condition of the broker-dealer firm; the broker-dealer's execution services rendered on a continuing basis; and the reasonableness of any commissions. Commissions for foreign investments traded on foreign exchanges generally will be higher than for U.S. investments and may not be subject to negotiation. The fund may execute portfolio transactions with broker-dealers who provide research and execution services to the fund or other accounts over which FMR or its affiliates exercise investment discretion. Such services may include advice concerning the value of securities; the advisability of investing in, purchasing, or selling securities; the availability of securities or the purchasers or sellers of securities; furnishing analyses and reports concerning issuers, industries, securities, economic factors and trends, portfolio strategy, and performance of accounts; and effecting securities transactions and performing functions incidental thereto (such as clearance and settlement). The selection of such broker-dealers is generally made by FMR (to the extent possible consistent with execution considerations) in accordance with a ranking of broker-dealers determined periodically by FMR's investment staff based upon the quality of such research and execution services provided. The receipt of research from broker-dealers that execute transactions on behalf of the fund may be useful to FMR in rendering investment management services to the fund or its other clients, and conversely, such research provided by broker-dealers who have executed transaction orders on behalf of other FMR clients may be useful to FMR in carrying out its obligations to the fund. The receipt of such research has not reduced FMR's normal independent research activities; however, it enables FMR to avoid additional expenses that could be incurred if FMR tried to develop comparable information through its own efforts. Subject to applicable limitations of the federal securities laws, broker-dealers may receive commissions for agency transactions that are in excess of the amount of commissions charged by other broker-dealers in recognition of their research and execution services. In order to cause the fund to pay such higher commissions, FMR must determine in good faith that such commissions are reasonable in relation to the value of the brokerage and research services provided by such executing broker-dealers, viewed in terms of a particular transaction or FMR's overall responsibilities to the fund and its other clients. In reaching this determination, FMR will not attempt to place a specific dollar value on the brokerage and research services provided, or to determine what portion of the compensation should be related to those services. FMR is authorized to use research services provided by and to place portfolio transactions with brokerage firms that have provided assistance in the distribution of shares of the fund or shares of other Fidelity funds to the extent permitted by law. FMR may use research services provided by and place agency transactions with Fidelity Brokerage Services, Inc. (FBSI) and Fidelity Brokerage Services, Ltd. (FBSL), subsidiaries of FMR Corp., if the commissions are fair, reasonable, and comparable to commissions charged by non-affiliated, qualified brokerage firms for similar services. Section 11(a) of the Securities Exchange Act of 1934 prohibits members of national securities exchanges from executing exchange transactions for accounts which they or their affiliates manage, except in accordance with regulations of the Securities and Exchange Commission. Pursuant to such regulations, the Board of Trustees has approved a written agreement that permits FBSI to effect portfolio transactions on national securities exchanges and to retain compensation in connection with such transactions. The Trustees periodically review FMR's performance of its responsibilities in connection with the placement of portfolio transactions on behalf of the fund and review the commissions paid by the fund over representative periods of time to determine if they are reasonable in relation to the benefits to the fund. The fund's annualized turnover rate in its first fiscal period is not expected to exceed 300%. Because a high turnover rate increases transaction costs and may increase taxable captial gains, FMR carefully weighs the anicipated beneifts of short-term investing against these consequences. From time to time the Trustees will review whether the recapture for the benefit of the fund of some portion of the brokerage commissions or similar fees paid by the fund on portfolio transactions is legally permissible and advisable. The fund seeks to recapture soliciting broker-dealer fees on the tender of portfolio securities, but at present no other recapture arrangements are in effect. The Trustees intend to continue to review whether recapture opportunities are available and are legally permissible and, if so, to determine, in the exercise of their business judgment, whether it would be advisable for the fund to seek such recapture. Although the Trustees and officers of the fund are substantially the same as those of other funds managed by FMR, investment decisions for the fund are made independently from those of other funds managed by FMR or accounts managed by FMR affiliates. It sometimes happens that the same security is held in the portfolio of more than one of these funds or accounts. Simultaneous transactions are inevitable when several funds are managed by the same investment adviser, particularly when the same security is suitable for the investment objective of more than one fund. When two or more funds are simultaneously engaged in the purchase or sale of the same security, the prices and amounts are allocated in accordance with a formula considered by the officers of the funds involved to be equitable to each fund. In some cases this system could have a detrimental effect on the price or value of a security as far as the fund is concerned. In other cases, however, the ability of the fund to participate in volume transactions will produce better executions and prices for the fund. It is the current opinion of the Trustees that the desirability of retaining FMR as investment adviser to the fund outweighs any disadvantages that may be said to exist from exposure to simultaneous transactions. VALUATION OF PORTFOLIO SECURITIES Portfolio securities are valued by various methods depending on the primary market or exchange on which they trade. Equity securities for which the primary market is the U.S. are valued at last sale price or, if no sale has occurred, at the closing bid price. Equity securities for which the primary market is outside the U.S. are valued using the official closing price or the last sale price in the principal market where they are traded. If the last sale price (on the local exchange) is unavailable, the last evaluated quote or last bid price is normally used. Short-term securities are valued either at amortized cost or at original cost plus accrued interest, both of which approximate current value. Fixed-income securities are valued primarily by a pricing service that uses a vendor security valuation matrix which incorporates both dealer-supplied valuations and electronic data processing techniques. This twofold approach is believed to more accurately reflect fair value because it takes into account appropriate factors such as institutional trading in similar groups of securities, yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data, without exclusive reliance upon quoted, exchange, or over-the counter prices. Use of pricing services has been approved by the Board of Trustees. Securities and other assets for which there is no readily available market are valued in good faith by a committee appointed by the Board of Trustees. The procedures set forth above need not be used to determine the value of the securities owned by the fund if, in the opinion of a committee appointed by the Board of Trustees, some other method (e.g., closing over-the-counter bid prices in the case of debt instruments traded on an exchange) would more accurately reflect the fair market value of such securities. Generally, the valuation of foreign and domestic equity securities, as well as corporate bonds, U.S. government securities, money market instruments, and repurchase agreements, is substantially completed each day at the close of the NYSE. The values of any such securities held by the fund are determined as of such time for the purpose of computing the fund's net asset value. Foreign security prices are furnished by independent brokers or quotation services which express the value of securities in their local currency. FSC gathers all exchange rates daily at the close of the NYSE using the last quoted price on the local currency and then translates the value of foreign securities from their local currency into U.S. dollars. Any changes in the value of forward contracts due to exchange rate fluctuations and days to maturity are included in the calculation of net asset value. If an extraordinary event that is expected to materially affect the value of a portfolio security occurs after the close of an exchange on which that security is traded, then the security will be valued as determined in good faith by a committee appointed by the Board of Trustees. PERFORMANCE The fund may quote its performance in various ways. All performance information supplied by the fund in advertising is historical and is not intended to indicate future returns. The fund's share price and total returns fluctuate in response to market conditions and other factors, and the value of fund shares when redeemed may be more or less than their original cost. TOTAL RETURN CALCULATIONS. Total returns quoted in advertising reflect all aspects of the fund's returns, including the effect of reinvesting dividends and capital gain distributions, and any change in the fund's net asset value per share (NAV) over the period. Average annual returns are calculated by determining the growth or decline in value of a hypothetical historical investment in the fund over a stated period, and then calculating the annually compounded percentage rate that would have produced the same result if the rate of growth or decline in value had been constant over the period. For example, a cumulative return of 100% over ten years would produce an average annual return of 7.18%, which is the steady annual rate of return that would equal 100% growth on a compounded basis in ten years. Average annual returns covering periods of less than one year are calculated by determining the fund's total return for the period, extending that return for a full year (assuming that performance remains constant over the year), and quoting the result as an annual return. While average annual returns are a convenient means of comparing investment alternatives, investors should realize that the fund's performance is not constant over time, but changes from year to year, and that average annual returns represent averaged figures as opposed to the actual year-to-year performance of the fund. In addition to average annual returns, the fund may quote unaveraged or cumulative total returns reflecting the simple change in value of an investment over a stated period. Average annual and cumulative total returns may be quoted as a percentage or as a dollar amount, and may be calculated for a single investment, a series of investments, or a series of redemptions, over any time period. Total returns may be broken down into their components of income and capital (including capital gains and changes in share price) in order to illustrate the relationship of these factors and their contributions to total return. An example of this type of illustration is given below. Total returns may be quoted on a before-tax or after-tax basis, and may or may not take the fund's 3% sales charge into account. Excluding the fund's sales charge from a total return calculation produces a higher total return figure. Total returns and other performance information may be quoted numerically or in a table, graph, or similar illustration. NET ASSET VALUE. Charts and graphs using the fund's net asset values, adjusted net asset values, and benchmark indices may be used to exhibit performance. An adjusted NAV includes any distributions paid by the fund and reflects all elements of its return. Unless otherwise indicated, the fund's adjusted NAVs are not adjusted for sales charges, if any. MOVING AVERAGES. The fund may illustrate performance using moving averages. A long-term moving average is the average of each week's adjusted closing NAV for a specified period. A short-term moving average is the average of each day's adjusted closing NAV for a specified period. Moving Average Activity Indicators combine adjusted closing NAVs from the last business day of each week with moving averages for a specified period to produce indicators showing when an NAV has crossed, stayed above, or stayed below its moving average. The fund may compare its performance to the record of the Standard & Poor's 500 Composite Stock Price Index (S&P 500), the Dow Jones Industrial Average (DJIA), and the cost of living (measured by the Consumer Price Index, or CPI) over the same period. The S&P 500 and DJIA comparisons would show how the fund's total return compared to the record of two broad averages of common stock prices and a narrower set of stocks of major industrial companies, respectively. The fund has the ability to invest in securities not included in any index, and its investment portfolio may or may not be similar in composition to the indices. Figures for the S&P 500 and DJIA are based on the prices of unmanaged groups of stocks and, unlike the fund's returns, their returns do not include the effect of paying brokerage commissions and other costs of investing. The fund's performance may be compared to the performance of other mutual funds in general, or to the performance of particular types of mutual funds. These comparisons may be expressed as mutual fund rankings prepared by Lipper Analytical Services, Inc. (Lipper), an independent service located in Summit, New Jersey that monitors the performance of mutual funds. Lipper generally ranks funds on the basis of total return, assuming reinvestment of distributions, but does not take sales charges or redemption fees into consideration, and is prepared without regard to tax consequences. In addition to the mutual fund rankings, the fund's performance may be compared to mutual fund performance indices prepared by Lipper. From time to time, the fund's performance also may be compared to other mutual funds tracked by financial or business publications and periodicals. For example, the fund may quote Morningstar, Inc. in its advertising materials. Morningstar, Inc. is a mutual fund rating service that rates mutual funds on the basis of risk-adjusted performance. Rankings that compare the performance of Fidelity funds to one another in appropriate categories over specific periods of time may also be quoted in advertising. Fidelity may provide information designed to help individuals understand their investment goals and explore various financial strategies. For example, Fidelity's FundMatchSM Program includes a workbook describing general principles of investing, such as asset allocation, diversification, risk tolerance, and goal setting; a questionnaire designed to help create a personal financial profile; and an action plan offering investment alternatives. Materials may also include discussions of Fidelity's three asset allocation funds and Portfolio Advisory Services. Ibbotson Associates of Chicago, Illinois (Ibbotson) provides historical returns of the capital markets in the United States, including common stocks, small capitalization stocks, long-term corporate bonds, intermediate-term government bonds, long-term government bonds, Treasury bills, the U.S. rate of inflation (based on the CPI), and combinations of various capital markets. The performance of these capital markets is based on the returns of different indices. Fidelity funds may use the performance of these capital markets in order to demonstrate general risk-versus-reward investment scenarios. Performance comparisons may also include the value of a hypothetical investment in any of these capital markets. The risks associated with the security types in any capital market may or may not correspond directly to those of the funds. Ibbotson calculates total returns in the same method as the funds. The funds may also compare performance to that of other compilations or indices that may be developed and made available in the future. In advertising materials, Fidelity may reference or discuss its products and services, which may include: other Fidelity funds; retirement investing; brokerage products and services; the effects of periodic investment plans and dollar cost averaging; saving for college; charitable giving; and the Fidelity credit card. In addition, Fidelity may quote financial or business publications and periodicals, including model portfolios or allocations, as they relate to fund management, investment philosophy, and investment techniques. Fidelity may also reprint and use as advertising and sales literature, articles from Fidelity Focus, a quarterly magazine provided free of charge to Fidelity fund shareholders. The fund may present its fund number, Quotron number, CUSIP number, and discuss or quote its current portfolio manager. VOLATILITY. The fund may quote various measures of volatility and benchmark correlation in advertising. In addition, the fund may compare these measures to those of other funds. Measures of volatility seek to compare the fund's historical share price fluctuations or total returns to those of a benchmark. Measures of benchmark correlation indicate how valid a comparative benchmark may be. All measures of volatility and correlation are calculated using averages of historical data. MOMENTUM INDICATORS indicate the fund's price movements over specific periods of time. Each point on the momentum indicator represents the fund's percentage change in price movements over that period. The fund may advertise examples of the effects of periodic investment plans, including the principle of dollar cost averaging. In such a program, an investor invests a fixed dollar amount in a fund at periodic intervals, thereby purchasing fewer shares when prices are high and more shares when prices are low. While such a strategy does not assure a profit or guard against a loss in a declining market, the investor's average cost per share can be lower than if fixed numbers of shares are purchased at the same intervals. In evaluating such a plan, investors should consider their ability to continue purchasing shares during periods of low price levels. The fund may be available for purchase through retirement plans or other programs offering deferral of, or exemption from, income taxes, which may produce superior after-tax returns over time. For example, a $1,000 investment earning a taxable return of 10% annually would have an after-tax value of $1,949 after ten years, assuming tax was deducted from the return each year at a 31% rate. An equivalent tax-deferred investment would have an after-tax value of $2,100 after ten years, assuming tax was deducted at a 31% rate from the tax-deferred earnings at the end of the ten-year period. As of June 30, 1993, FMR managed approximately $101 billion in equity fund assets as defined and tracked by Lipper. This figure represents the largest amount of equity fund assets under management by a mutual fund investment adviser in the United States, making FMR America's leading equity (stock) fund manager. From time to time, the fund may use any of the above information in its advertising and sales literature. ADDITIONAL PURCHASE AND REDEMPTION INFORMATION As provided for in Rule 22d-1 under the Investment Company Act of 1940 (the 1940 Act), FDC exercises its right to waive the fund's 3% sales charge on shares acquired through reinvestment of dividends and capital gain distributions or in connection with a fund's merger with or acquisition of any investment company or trust. In addition, the fund's sales charges will not apply (1) if you buy shares as part of an employee benefit plan (including the Fidelity-sponsored 403(b) and corporate IRA programs but otherwise as defined in the Employee Retirement Income Security Act) maintained by a U.S. employer and having more than 200 eligible employees, or a minimum of $3,000,000 in plan assets invested in Fidelity mutual funds, or as part of an employee benefit plan maintained by a U.S. employer that is a member of a parent-subsidiary group of corporations (within the meaning of Section 1563(a)(1) of the Internal Revenue Code, with "50%" substituted for "80%") any member of which maintains an employee benefit plan having more than 200 eligible employees, or a minimum of $3,000,000 in plan assets invested in Fidelity mutual funds, or as part of an employee benefit plan maintained by a non-U.S. employer having 200 or more eligible employees, or a minimum of $3,000,000 in plan assets invested in Fidelity mutual funds, the assets of which are held in a bona fide trust for the exclusive benefit of employees participating therein; (2) to shares purchased by an insurance company separate account used to fund annuity contracts purchased by employee benefit plans (including 403(b) programs, but otherwise as defined in the Employee Retirement Income Security Act), which, in the aggregate, have either more than 200 eligible employees or a minimum of $3,000,000 in assets invested in Fidelity funds; (3) to shares in a Fidelity IRA account purchased (including purchases by exchange) with the proceeds of a distribution from an employee benefit plan provided that: (i) at the time of distribution, the employer, or an affiliate (as described in exemption (1) above) of such employer, maintained at least one employee benefit plan that qualified for exemption (1) and that had at least some portion of its assets invested in one or more mutual funds advised by FMR, or in one or more accounts or pools advised by Fidelity Management Trust Company; and (ii) the distribution is transferred from the plan to a Fidelity Rollover IRA account within 60 days from the date of the distribution; (4) if you are a charitable organization (as defined in Section 501(c)(3) of the Internal Revenue Code) investing $100,000 or more; (5) if you purchase shares for a charitable remainder trust or life income pool established for the benefit of a charitable organization (as defined by Section 501(c)(3) of the Internal Revenue Code); (6) if you are an investor participating in the Fidelity Trust Portfolios program (these investors must make initial investments of $100,000 or more in Trust Portfolios funds and must, during the initial six month period, reach and maintain an aggregate balance of at least $500,000 in all accounts and subaccounts purchased through the Trust Portfolios program); (7) to shares purchased through Portfolio Advisory Services; (8) if you are a current or former Trustee or officer of a Fidelity fund or a current or retired officer, director, or full-time employee of FMR Corp. or its direct or indirect subsidiaries (a Fidelity Trustee or employee), the spouse of a Fidelity Trustee or employee, a Fidelity Trustee or employee acting as custodian for a minor child, or a person acting as trustee of a trust for the sole benefit of the minor child of a Fidelity Trustee or employee; (9) if you are a bank trust officer, registered representative, or other employee of a Qualified Recipient. Qualified Recipients are securities dealers or other entities, including banks and other financial institutions, who have sold the fund's shares under special arrangements in connection with FDC's sales activities; or (10) to shares purchased by contributions and exchanges to the following prototype or prototype-like retirement plans sponsored by FMR Corp. or FMR and that are marketed and distributed directly to plan sponsors or participants, without any intervention or assistance from any intermediary distribution channel: The Fidelity IRA, The Fidelity Rollover IRA, The Fidelity SEP-IRA and SARSEP, The Fidelity Retirement Plan, Fidelity Defined Benefit Plan, The Fidelity Group IRA, The Fidelity 403(b) Program, The Fidelity Investments 401(a) Prototype Plan for Tax-Exempt Employers, and The CORPORATEplan for Retirement (Profit Sharing and Money Purchase Plan). FDC has chosen to waive the funds' sales charges in these instances because of efficiencies involved in sales of shares to these investors. The fund's sales charge may be reduced to reflect sales charges previously paid in connection with investments in other Fidelity funds. (See the fund's Prospectus for further information.) The fund is open for business and its net asset value per share (NAV) is calculated each day the New York Stock Exchange (NYSE) is open for trading. The NYSE has designated the following holiday closings for 1993: New Year's Day, Washington's Birthday (observed), Good Friday, Memorial Day (observed), Independence Day (observed), Labor Day, Thanksgiving Day, and Christmas Day (observed). Although FMR expects the same holiday schedule to be observed in the future, the NYSE may modify its holiday schedule at any time. FSC normally determines the fund's NAV as of the close of the NYSE (normally 4:00 p.m. Eastern time). However, NAV may be calculated earlier if trading on the NYSE is restricted or as permitted by the SEC. To the extent that portfolio securities are traded in other markets on days when the NYSE is closed, the fund's NAV may be affected on days when investors do not have access to the fund to purchase or redeem shares. If the Trustees determine that existing conditions make cash payments undesirable, redemption payments may be made in whole or in part in securities or other property, valued for this purpose as they are valued in computing a fund's NAV. Shareholders receiving securities or other property on redemption may realize a gain or loss for tax purposes, and will incur any costs of sale, as well as the associated inconveniences. Pursuant to Rule 11a-3 under the 1940 Act, the fund is required to give shareholders at least 60 days' notice prior to terminating or modifying its exchange privilege. Under the Rule, the 60-day notification requirement may be waived if (i) the only effect of a modification would be to reduce or eliminate an administrative fee, redemption fee, or deferred sales charge ordinarily payable at the time of an exchange, or (ii) the fund suspends the redemption of the shares to be exchanged as permitted under the 1940 Act or the rules and regulations thereunder, or the fund to be acquired suspends the sale of its shares because it is unable to invest amounts effectively in accordance with its investment objective and policies. In the Prospectus, the fund has notified shareholders that it reserves the right at any time, without prior notice, to refuse exchange purchases by any person or group if, in FMR's judgment, the fund would be unable to invest effectively in accordance with its investment objective and policies, or would otherwise potentially be adversely affected. DISTRIBUTIONS AND TAXES DISTRIBUTIONS. If you request to have distributions mailed to you and the U.S. Postal Service cannot deliver your checks, or if your checks remain uncashed for six months, Fidelity may reinvest your distributions at the then-current NAV. All subsequent distributions will then be reinvested until you provide Fidelity with alternate instructions. DIVIDENDS. A portion of the fund's income may qualify for the dividends-received deduction available to corporate shareholders to the extent that the fund's income is derived from qualifying dividends. Because the fund may earn other types of income, such as interest, income from securities loans, non-qualifying dividends, and short-term capital gains, the percentage of dividends from the fund that qualifies for the deduction generally will be less than 100%. The fund will notify corporate shareholders annually of the percentage of fund dividends that qualifies for the dividends-received deduction. A portion of the fund's dividends derived from certain U.S. government obligations may be exempt from state and local taxation. Gains (losses) attributable to foreign currency fluctuations are generally taxable as ordinary income, and therefore will increase (decrease) dividend distributions. The fund will send each shareholder a notice in January describing the tax status of dividends and capital gain distributions for the prior year. CAPITAL GAIN DISTRIBUTIONS. Long-term capital gains earned by the fund on the sale of securities and distributed to shareholders are federally taxable as long-term capital gains regardless of the length of time shareholders have held their shares. If a shareholder receives a long-term capital gain distribution on shares of the fund and such shares are held six months or less and are sold at a loss, the portion of the loss equal to the amount of the long-term capital gain distribution will be considered a long-term loss for tax purposes. Short-term capital gains distributed by the fund are taxable to shareholders as dividends, not as capital gains. Distributions from short-term capital gains do not qualify for the dividends-received deduction. FOREIGN TAXES. Foreign governments may withhold taxes on dividends and interest paid with respect to foreign securities. Because the fund does not currently anticipate that securities of foreign issuers will constitute more than 50% of its total assets at the end of its fiscal year, shareholders should not expect to claim a foreign tax credit or deduction on their federal income tax returns with respect to foreign taxes withheld. TAX STATUS OF THE FUND. The fund intends to qualify each year as a "regulated investment company" for tax purposes so that it will not be liable for federal tax on income and capital gains distributed to shareholders. In order to qualify as a regulated investment company and avoid being subject to federal income or excise taxes at the fund level, the fund intends to distribute substantially all of its net investment income and net realized capital gains within each calendar year as well as on a fiscal year basis. The fund intends to comply with other tax rules applicable to regulated investment companies, including a requirement that capital gains from the sale of securities held less than three months constitute less than 30% of the fund's gross income for each fiscal year. Gains from some forward currency contracts, futures contracts, and options are included in this 30% calculation, which may limit the fund's investments in such instruments. If the fund purchases shares in certain foreign investment entities, defined as passive foreign investment companies (PFICs) in the Internal Revenue Code, it may be subject to U.S. federal income tax on a portion of any excess distribution or gain from the disposition of such shares. Interest charges may also be imposed on the fund with respect to deferred taxes arising from such distributions or gains. The fund is treated as a separate entity from the other funds of Fidelity Hastings Street Trust for tax purposes. OTHER TAX INFORMATION. The information above is only a summary of some of the tax consequences generally affecting the fund and its shareholders, and no attempt has been made to discuss individual tax consequences. In addition to federal income taxes, shareholders may be subject to state and local taxes on distributions received from the fund. Investors should consult their tax advisers to determine whether the fund is suitable to their particular tax situation. FMR FMR is a wholly owned subsidiary of FMR Corp., a parent company organized in 1972. At present, the principal operating activities of FMR Corp. are those conducted by three of its divisions as follows: FSC, which is the transfer and shareholder servicing agent for certain of the funds advised by FMR; Fidelity Investments Institutional Operations Company, which performs shareholder servicing functions for certain institutional customers; and Fidelity Investments Retail Marketing Company, which provides marketing services to various companies within the Fidelity organization. Several affiliates of FMR are also engaged in the investment advisory business. Fidelity Management Trust Company provides trustee, investment advisory, and administrative services to retirement plans and corporate employee benefit accounts. FMR U.K. and FMR Far East, both wholly owned subsidiaries of FMR formed in 1986, supply investment research, and may supply portfolio management services, to FMR in connection with certain funds advised by FMR. Analysts employed by FMR, FMR U.K., and FMR Far East research and visit thousands of domestic and foreign companies each year. FMR Texas Inc., a wholly owned subsidiary of FMR formed in 1989, supplies portfolio management and research services in connection with certain money market funds advised by FMR. TRUSTEES AND OFFICERS The Trustees and executive officers of the trust are listed below. Except as indicated, each individual has held the office shown or other offices in the same company for the last five years. All persons named as Trustees also serve in similar capacities for other funds advised by FMR. Unless otherwise noted, the business address of each Trustee and officer is 82 Devonshire Street, Boston, Massachusetts 02109, which is also the address of FMR. Those Trustees who are "interested persons" (as defined in the Investment Company Act of 1940) by virtue of their affiliation with either the trust or FMR are indicated by an asterisk (*). *EDWARD C. JOHNSON 3d, Trustee and President, is Chairman, Chief Executive Officer and a Director of FMR Corp.; a Director and Chairman of the Board and of the Executive Committee of FMR; Chairman and a Director of FMR Texas Inc. (1989), Fidelity Management & Research (U.K.) Inc., and Fidelity Management & Research (Far East) Inc. *J. GARY BURKHEAD, Trustee and Senior Vice President, is President of FMR; and President and a Director of FMR Texas Inc. (1989), Fidelity Management & Research (U.K.) Inc. and Fidelity Management & Research (Far East) Inc. RALPH F. COX, 200 Rivercrest Drive, Fort Worth, TX, Trustee (1991), is President of Greenhill Petroleum Corporation (petroleum exploration and production, 1990). Prior to his retirement in March 1990, Mr. Cox was President and Chief Operating Officer of Union Pacific Resources Company (exploration and production). He is a Director of Bonneville Pacific Corporation (independent power, 1989) and CH2M Hill Companies (engineering). In addition, he served on the Board of Directors of the Norton Company (manufacturer of industrial devices, 1983-1990) and continues to serve on the Board of Directors of the Texas State Chamber of Commerce, and is a member of advisory boards of Texas A&M University and the University of Texas at Austin. PHYLLIS BURKE DAVIS, 340 E. 64th Street #22C, New York, NY, Trustee (1992). Prior to her retirement in September 1991, Mrs. Davis was the Senior Vice President of Corporate Affairs of Avon Products, Inc. She is currently a Director of BellSouth Corporation (telecommunications), Eaton Corporation (manufacturing, 1991), and the TJX Companies, Inc. (retail stores, 1990), and previously served as a Director of Hallmark Cards, Inc. (1985-1991) and Nabisco Brands, Inc. In addition, she serves as a Director of the New York City Chapter of the National Multiple Sclerosis Society, and is a member of the Advisory Council of the International Executive Service Corps. and the President's Advisory Council of The University of Vermont School of Business Administration (1988). RICHARD J. FLYNN, 77 Fiske Hill, Sturbridge, MA, Trustee, is a financial consultant. Prior to September 1986, Mr. Flynn was Vice Chairman and a Director of the Norton Company (manufacturer of industrial devices). He is currently a Director of Mechanics Bank and a Trustee of College of the Holy Cross and Old Sturbridge Village, Inc. E. BRADLEY JONES, 30195 Chagrin Blvd., Suite 104W, Pepper Pike, OH, Trustee (1990). Prior to his retirement in 1984, Mr. Jones was Chairman and Chief Executive Officer of LTV Steel Company. Prior to May 1990, he was Director of National City Corporation (a bank holding company) and National City Bank of Cleveland. He is a Director of TRW Inc. (original equipment and replacement products), Cleveland-Cliffs Inc (mining), NACCO Industries, Inc. (mining and marketing), Consolidated Rail Corporation, Birmingham Steel Corporation (1988), Hyster-Yale Materials Handling, Inc. (1989), and RPM, Inc. (manufacturer of chemical products, 1990). In addition, he serves as a Trustee of First Union Real Estate Investments; Chairman of the Board of Trustees and a member of the Executive Committee of the Cleveland Clinic Foundation, a Trustee and a member of the Executive Committee of University School (Cleveland), and a Trustee of Cleveland Clinic Florida. DONALD J. KIRK, 680 Steamboat Road, Apartment #1-North, Greenwich, CT, Trustee, is a Professor at Columbia University Graduate School of Business and a financial consultant. Prior to 1987, he was Chairman of the Financial Accounting Standards Board. Mr. Kirk is a Director of General Re Corporation (reinsurance), the National Arts Stabilization Fund, Greenwich Hospital Association (1989), and Valuation Research Corp. (appraisals and valuations, 1993). *PETER S. LYNCH, Trustee (1990) is Vice Chairman of FMR (1992). Prior to his retirement on May 31, 1990, he was a Director of FMR (1989) and Executive Vice President of FMR (a position he held until March 31, 1991); Vice President of Fidelity Magellan Fund and FMR Growth Group Leader; and Managing Director of FMR Corp. Mr. Lynch was also Vice President of Fidelity Investments Corporate Services (1991-1992). He is a Director of W.R. Grace & Co. (chemicals, 1989) and Morrison Knudsen Corporation (engineering and construction, 1988). In addition, he serves as a Trustee of Boston College, Massachusetts Eye & Ear Infirmary, Historic Deerfield (1989) and Society for the Preservation of New England Antiquities, and as an Overseer of the Museum of Fine Arts of Boston (1990). GERALD C. McDONOUGH, 135 Aspenwood Drive, Cleveland, OH, Trustee (1989), is Chairman of G.M. Management Group (strategic advisory services). Prior to his retirement in July 1988, he was Chairman and Chief Executive Officer of Leaseway Transportation Corp. (physical distribution services). Mr. McDonough is a Director of ACME-Cleveland Corp. (metal working, telecommunications and electronic products), Brush-Wellman Inc. (metal refining), York International Corp. (air conditioning and refrigeration, 1989), and Commercial Intertech Corp. (water treatment equipment, 1992). In addition, he serves as a Director for United Way Services of Greater Cleveland, a member of the Executive Committee of the Weatherhead School of Management, and as a Trustee of The Center for Economic Education. EDWARD H. MALONE, 5601 Turtle Bay Drive #2104, Naples, FL, Trustee (1988). Prior to his retirement in 1985, Mr. Malone was Chairman, General Electric Investment Corporation and a Vice President of General Electric Company. He is a Director of Allegheny Power Systems, Inc. (electric utility), General Re Corporation (reinsurance) and Mattel Inc. (toy manufacturer). He is also a Trustee of Rensselaer Polytechnic Institute and of Corporate Property Investors and a member of the Advisory Boards of Butler Capital Corporation Funds and Warburg, Pincus Partnership Funds. THOMAS R. WILLIAMS, 21st Floor, 191 Peachtree Street, N.E., Atlanta, GA, Trustee (1988), is President of The Wales Group, Inc. (management and financial advisory services). Prior to retiring in 1987, Mr. Williams served as Chairman of the Board of First Wachovia Corporation (bank holding company), and Chairman and Chief Executive Officer of The First National Bank of Atlanta and First Atlanta Corporation (bank holding company). He is currently a Director of BellSouth Corporation (telecommunications), ConAgra, Inc. (agricultural products), Fisher Business Systems, Inc. (computer software, 1988), Georgia Power Company (electric utility), Gerber Alley & Associates, Inc. (computer software), National Life Insurance Company of Vermont, American Software, Inc. (1989), and AppleSouth, Inc. (restaurants, 1992). GARY L. FRENCH, Treasurer (1991). Prior to becoming Treasurer of the Fidelity funds, Mr. French was Senior Vice President, Fund Accounting - Fidelity Accounting & Custody Services Co. (1991); Vice President, Fund Accounting - Fidelity Accounting & Custody Services Co. (1990); and Senior Vice President, Chief Financial and Operations Officer - Huntington Advisers, Inc. (1985-1990). ARTHUR S. LORING, Secretary, is Vice President and General Counsel of FMR, Vice President-Legal of FMR Corp., and Clerk of FDC. ROBERT H. MORRISON, Manager, Security Transactions, is an employee of FMR. Under a retirement program that became effective on November 1, 1989, Trustees, upon reaching age 72, become eligible to participate in a defined benefit retirement program under which they receive payments during their lifetime from the fund based on their basic trustee fees and length of service. Currently, Messrs. Robert L. Johnson, William R. Spaulding, Bertram H. Witham, and David L. Yunich participate in the program. As of the date of this Statement of Additional Information, FMR owned the majority of the outstanding shares of the fund. MANAGEMENT CONTRACT The fund employs FMR to furnish investment advisory and other services. Under its management contract with the fund, FMR acts as investment adviser and, subject to the supervision of the Board of Trustees, directs the investments of the fund in accordance with its investment objective, policies, and limitations. FMR also provides the fund with all necessary office facilities and personnel for servicing the fund's investments, and compensates all officers of the trust, all Trustees who are "interested persons" of the trust or of FMR, and all personnel of the trust or FMR performing services relating to research, statistical, and investment activities. In addition, FMR or its affiliates, subject to the supervision of the Board of Trustees, provide the management and administrative services necessary for the operation of the fund. These services include providing facilities for maintaining the fund's organization; supervising relations with custodians, transfer and pricing agents, accountants, underwriters, and other persons dealing with the fund; preparing all general shareholder communications and conducting shareholder relations; maintaining the fund's records and the registration of the fund's shares under federal and state law; developing management and shareholder services for the fund; and furnishing reports, evaluations, and analyses on a variety of subjects to the Board of Trustees. In addition to the management fee payable to FMR and the fees payable to FSC, the fund pays all of its expenses, without limitation, that are not assumed by those parties. The fund pays for typesetting, printing, and mailing proxy material to shareholders, legal expenses, and the fees of the custodian, auditor, and non-interested Trustees. Although the fund's management contract provides that the fund will pay for typesetting, printing, and mailing prospectuses, statements of additional information, notices, and reports to existing shareholders, pursuant to the trust's transfer agent agreement with FSC, FSC bears the cost of providing these services to existing shareholders. Other expenses paid by the fund include interest, taxes, brokerage commissions, the fund's proportionate share of insurance premiums and Investment Company Institute dues, and the costs of registering shares under federal and state securities laws. The fund is also liable for such nonrecurring expenses as may arise, including costs of any litigation to which the fund may be a party, and any obligation it may have to indemnify the trust's officers and Trustees with respect to litigation. FMR is the fund's manager pursuant to a management contract dated July 15, 1993, which was approved by FMR, then the sole shareholder, on August 27, 1993. For the services of FMR under the contract, the fund pays FMR a monthly management fee composed of the sum of two elements: a basic fee and a performance adjustment based on a comparison of the fund's performance to that of the Standard & Poor's 500 Composite Stock Price Index (S&P 500). COMPUTING THE BASIC FEE. The fund's basic fee rate is composed of two elements: a group fee rate and an individual fund fee rate. The group fee rate is based on the monthly average net assets of all of the registered investment companies with which FMR has management contracts and is calculated on a cumulative basis pursuant to the graduated fee rate schedule shown on the left of the chart below. On the right, the effective fee rate schedule shows the results of cumulatively applying the annualized rates at varying asset levels. For example, the effective annual fee rate at $199 billion of group net assets - their approximate level for June 1993 - - was .3286%, which is the weighted average of the respective fee rates for each level of group net assets up to $200 billion. GROUP FEE RATE SCHEDULE* EFFECTIVE ANNUAL FEE RATES AVERAGE GROUP EFFECTIVE GROUP ANNUALIZED NET ANNUAL ASSETS RATE ASSETS FEE RATE 0 - $ 3 billion .520% $ 0.5 billion .5200% 3 - 6 .490 10 .4840 6 - 9 .460 20 .4398 9 - 12 .430 30 .4115 12 - 15 .400 40 .3944 15 - 18 .385 50 .3823 18 - 21 .370 60 .3728 21 - 24 .360 70 .3656 24 - 30 .350 80 .3599 30 - 36 .345 90 .3552 36 - 42 .340 100 .3512 42 - 48 .335 110 .3475 48 - 66 .325 120 .3444 66 - 84 .320 130 .3417 84 - 102 .315 140 .3394 102 - 138 .310 150 .3371 138 - 174 .305 160 .3351 Over 174 .300 170 .3333 180 .3316 190 .3299 200 .3284 The individual fund fee rate is .30%. Based on the average net assets of funds advised by FMR for June 1993, the annual basic fee rate would be calculated as follows: Group Fee Rate Individual Fund Fee Rate Basic Fee Rate .3286% + .30% = .6286% One twelfth (1/12) of this annual basic fee rate is then applied to the fund's average net assets for the current month, giving a dollar amount which is the fee for that month. COMPUTING THE PERFORMANCE ADJUSTMENT. The basic fee is subject to upward or downward adjustment, depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record of the S&P 500 over the same period. The performance period will commence with the first day of the first full month of operation following the fund's commencement of operations. Starting with the twelfth month, the performance adjustment will take effect. Each month subsequent to the twelfth month, a new month will be added to the performance period until the performance period equals 36 months. Thereafter, the performance period will consist of the most recent month plus the previous 35 months. Each percentage point of difference (up to a maximum difference of + 10) is multiplied by a performance adjustment rate of .02%. Thus, the maximum annualized adjustment rate is + .20%. This performance comparison is made at the end of each month. One twelfth (1/12) of this rate is then applied to the fund's average net assets for the entire performance period, giving a dollar amount which will be added to (or subtracted from) the basic fee. The fund's performance is calculated based on change in net asset value. For purposes of calculating the performance adjustment, any dividends or capital gain distributions paid by the fund are treated as if reinvested in fund shares at the net asset value as of the record date for payment. The record of the S&P 500 is based on change in value and is adjusted for any cash distributions from the companies whose securities compose the S&P 500. Because the adjustment to the basic fee is based on the fund's performance compared to the investment record of the S&P 500, the controlling factor is not whether the fund's performance is up or down per se, but whether it is up or down more or less than the record of the S&P 500. Moreover, the comparative investment performance of the fund is based solely on the relevant performance period without regard to the cumulative performance over a longer or shorter period of time. To comply with the California Code of Regulations, FMR will reimburse the fund if and to the extent that the fund's aggregate annual operating expenses exceed specified percentages of its average net assets. The applicable percentages are 2 1/2% of the first $30 million, 2% of the next $70 million, and 1 1/2% of average net assets in excess of $100 million. When calculating the fund's expenses for purposes of this regulation, the fund may exclude interest, taxes, brokerage commissions, and extraordinary expenses, as well as a portion of its custodian fees attributable to investments in foreign securities. SUB-ADVISERS. On July 15, 1993, FMR entered into sub-advisory agreements with FMR U.K. and FMR Far East, pursuant to which FMR U.K. and FMR Far East supply FMR with investment research and recommendations concerning foreign securities for the benefit of the fund. The sub-advisory agreements provide that FMR will pay fees to FMR U.K. and FMR Far East equal to 110% and 105%, respectively, of FMR U.K.'s and FMR Far East's costs incurred in connection with each agreement, said costs to be determined in relation to the assets of the fund that benefits from the services of the sub-advisers. CONTRACTS WITH COMPANIES AFFILIATED WITH FMR FSC is transfer, dividend disbursing, and shareholders' servicing agent for the fund. Under the trust's contract with FSC, the fund pays an annual fee of $25.50 per basic retail account with a balance of $5,000 or more, $15.00 per basic retail account with a balance of less than $5,000, and a supplemental activity charge of $5.61 for monetary transactions. These fees and charges are subject to annual cost escalation based on postal rate changes and changes in wage and price levels as measured by the National Consumer Price Index for Urban Areas. With respect to certain institutional client master accounts, the fund pays FSC a per account fee of $95.00 and monetary transaction charges of $20.00 or $17.50, depending on the nature of services provided. With respect to certain broker-dealer master accounts, the fund pays FSC a per-account fee of $30, and a charge of $6 for monetary transactions. Fees for certain institutional retirement plan accounts are based on the net assets of all such accounts in the fund. Under the contract, FSC pays out-of-pocket expenses associated with providing transfer agent services. In addition, FSC bears the expense of typesetting, printing, and mailing prospectuses, statements of additional information, and all other reports, notices, and statements to shareholders, except proxy statements. The trust's contract with FSC also provides that FSC will perform the calculations necessary to determine the fund's net asset value per share and dividends and maintain the fund's accounting records. The fee rates are based on the fund's average net assets, specifically, .06% for the first $500 million of average net assets and .03% for average net assets in excess of $500 million. The fee is limited to a minimum of $45,000 and a maximum of $750,000 per year. FSC also receives fees for administering the fund's securities lending program. Securities lending fees are based on the number and duration of individual securities loans. The fund has a distribution agreement with FDC, a Massachusetts corporation organized on July 18, 1960. FDC is a broker-dealer registered under the Securities Exchange Act of 1934 and is a member of the National Association of Securities Dealers, Inc. The distribution agreement calls for FDC to use all reasonable efforts, consistent with its other business, to secure purchasers for shares of the fund, which are continuously offered. Promotional and administrative expenses in connection with the offer and sale of shares are paid by FDC. DESCRIPTION OF THE TRUST TRUST ORGANIZATION. Fidelity Fifty is a fund of Fidelity Hastings Street Trust (the trust), an open-end management investment company originally organized under the name Fidelity Fund as a Massachusetts corporation on May 1, 1930, and reorganized as a Massachusetts business trust on December 31, 1984. Its name was changed to Fidelity Hastings Street Trust on April 30, 1993. Currently there are two funds of the trust: Fidelity Fund and Fidelity Fifty. The Declaration of Trust permits the Trustees to create additional funds. In the event that FMR ceases to be the investment adviser to the trust or a fund, the right of the trust or fund to use the identifying name "Fidelity" may be withdrawn. The assets of the trust received for the issue or sale of shares of each fund and all income, earnings, profits, and proceeds thereof, subject only to the rights of creditors, are especially allocated to such fund, and constitute the underlying assets of such fund. The underlying assets of each fund are segregated on the books of account, and are to be charged with the liabilities with respect to such fund and with a share of the general expenses of the trust. Expenses with respect to the trust are to be allocated in proportion to the asset value of the respective funds, except where allocations of direct expense can otherwise be fairly made. The officers of the trust, subject to the general supervision of the Board of Trustees, have the power to determine which expenses are allocable to a given fund, or which are general or allocable to all of the funds. In the event of the dissolution or liquidation of the trust, shareholders of each fund are entitled to receive as a class the underlying assets of such fund available for distribution. SHAREHOLDER AND TRUSTEE LIABILITY. The trust is an entity of the type commonly known as a "Massachusetts business trust." Under Massachusetts law, shareholders of such a trust may, under certain circumstances, be held personally liable for the obligations of the trust. The Declaration of Trust provides that the trust shall not have any claim against shareholders except for the payment of the purchase price of shares and requires that each agreement, obligation, or instrument entered into or executed by the trust or the Trustees include a provision limiting the obligations created thereby to the trust and its assets. The Declaration of Trust provides for indemnification out of each fund's property of any shareholder held personally liable for the obligations of the fund. The Declaration of Trust also provides that each fund shall, upon request, assume the defense of any claim made against any shareholder for any act or obligation of the fund 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 a fund itself would be unable to meet its obligations. FMR believes that, in view of the above, the risk of personal liability to shareholders is remote. The Declaration of Trust further provides that the Trustees, if they have exercised reasonable care, will not be liable for any neglect or wrongdoing, but nothing in the Declaration of Trust protects Trustees against any liability to which they would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties involved in the conduct of their office. VOTING RIGHTS. Each fund's capital consists of shares of beneficial interest. The shares have no preemptive or conversion rights; the voting and dividend rights, the right of redemption, and the privilege of exchange are described in the Prospectus. Shares are fully paid and nonassessable, except as set forth under the heading "Shareholder and Trustee Liability" above. Shareholders representing 10% or more of the trust or a fund may, as set forth in the Declaration of Trust, call meetings of the trust or a fund for any purpose related to the trust or fund, as the case may be, including, in the case of a meeting of the entire trust, the purpose of voting on removal of one or more Trustees. The trust or any fund may be terminated upon the sale of its assets to another open-end management investment company, or upon liquidation and distribution of its assets, if approved by vote of the holders of a majority of the outstanding shares of the trust or the fund. If not so terminated, the trust and its funds will continue indefinitely. CUSTODIAN. Brown Brothers Harriman & Co., 40 Water Street, Boston, Massachusetts, is custodian of the assets of the fund. The custodian is responsible for the safekeeping of the fund's assets and the appointment of subcustodian banks and clearing agencies. The custodian takes no part in determining the investment policies of the fund or in deciding which securities are purchased or sold by the fund. The fund may, however, invest in obligations of the custodian and may purchase securities from or sell securities to the custodian. FMR, its officers and directors, its affiliated companies and the trust's Trustees may from time to time have transactions with various banks, including banks serving as custodians for certain of the funds advised by FMR. The Boston branch of the fund's custodian leases its office space from an affiliate of FMR at a lease payment which, when entered into, was consistent with prevailing market rates. Transactions that have occurred to date include mortgages and personal and general business loans. In the judgment of FMR, the terms and conditions of those transactions were not influenced by existing or potential custodial or other fund relationships. AUDITOR. Coopers & Lybrand, One Post Office Square, Boston, Massachusetts serves as the trust's independent accountant. The auditor examines financial statements for the fund and provides other audit, tax, and related services. PART C - OTHER INFORMATION Item 24. Financial Statements and Exhibits (a) Financial Statements: 1. The unaudited financial statements and financial highlights included in the semiannual report for Fidelity Fifty for the fiscal period September 17, 1993 (commencement of operations) through December 31, 1993 are incorporated by reference into the fund's Statement of Additional Information and are filed herein as Exhibit 24(a). (b) Exhibits: 1. (a) Declaration of Trust dated September 27, 1984 is incorporated herein by reference to Exhibit 1(a) to Post-Effective Amendment No. 69. (b) Supplement to the Declaration of Trust dated January 14, 1985 is incorporated herein by reference to Exhibit 1(b) to Post-Effective Amendment No. 70. (c) Supplement to the Declaration of Trust dated January 12, 1990 is incorporated herein by reference to Exhibit 1(c) to Post-Effective Amendment No. 84. 2. (a) By-laws of the Trust are incorporated herein by reference to Exhibit 2(a) to Post-Effective Amendment No. 69. (b) Supplement to the By-laws of the Trust is incorporated herein by reference to Exhibit 2(b) to Post-Effective Amendment No. 89. (c) Amendment to the By-laws dated November 15, 1984 is incorporated herein by reference to Exhibit 2(c) to Post-Effective Amendment No. 84. 3. Not applicable. 4. Not applicable. 5. (a) Management Contract between Fidelity Fund and Fidelity Management & Research Company dated March 1, 1990 is incorporated herein by reference to Exhibit 5(b) to Post-Effective Amendment No. 84. (b) Sub-Advisory Agreement for Fidelity Fund between Fidelity Management & Research Company and Fidelity Management & Research (U.K.) Inc. on behalf of Fidelity Fund, dated March 1, 1990 is incorporated herein by reference to Exhibit 5(c) to Post-Effective Amendment No. 84. (c) Sub-Advisory Agreement for Fidelity Fund between Fidelity Management & Research Company and Fidelity Management & Research (Far East) Inc. on behalf of Fidelity Fund dated March 1, 1990 is incorporated herein by reference to Exhibit 5(d) to Post-Effective Amendment No. 84. (d) Management Contract between Fidelity Fifty and Fidelity Management & Research Company, dated July 15, 1993 is incorporated herein by reference to Exhibit 5(d) to Post-Effective Amendment No. 91. (e) Sub-Advisory Agreement for Fidelity Fifty between Fidelity Management & Research Company and Fidelity Management & Research (U.K.) Inc., dated July 15, 1993 is incorporated herein by reference to Exhibit 5(e) to Post-Effective Amendment No. 91. (f) Sub-Advisory Agreement for Fidelity Fifty between Fidelity Management & Research Company and Fidelity Management & Research (Far East) Inc., dated July 15, 1993 is incorporated herein by reference to Exhibit 5(f) to Post-Effective Amendment No. 91. 6. (a) General Distribution Agreement between Fidelity Fund and Fidelity Distributors Corporation, dated April 1, 1987 is incorporated herein by reference to Exhibit 6 to Post-Effective Amendment No. 76. (b) Amendment dated January 1, 1988 to General Distribution Agreement between Fidelity Fund and Fidelity Distributors Corporation is incorporated herein by reference to Exhibit 6(b) to Post-Effective Amendment No. 78. (c) General Distribution Agreement between Registrant on behalf of Fidelity Fifty and Fidelity Distributors Corporation, dated July 15, 1993 is incorporated herein by reference to Exhibit 6(c) to Post-Effective Amendment No. 91. 7. Retirement Plan for Non-Interested Person Trustees, Directors or General Partners, effective November 1, 1989, is incorporated herein by reference to Exhibit 7 to Post-Effective Amendment No. 86. 8. (a) Custodian Agreement between Registrant and Chase Manhattan Bank, dated July 18, 1991, is incorporated herein by reference to Exhibit 8(a) to Post-Effective Amendment No. 87. 9. (a) Amended Service Agreement with Fidelity Service Co., dated June 1, 1989, is incorporated by reference as Exhibit 9(a) to Post-Effective Amendment No. 82. (b) Schedule A (Transfer Agent, Dividend and Distribution Disbursing Agent and Shareholder Servicing Agent) to the Amended Service Agreement, dated June 1, 1989, is incorporated herein by reference to Exhibit 9(b) to Post-Effective Amendment No. 84. (c) Schedule B (Agent to Perform Pricing and Bookkeeping) to the Amended Service Agreement, dated June 1, 1989, is incorporated herein by reference to Exhibit 9(c) to Post-Effective Amendment No. 84. (d) Schedule C (Agent for Securities Lending Transactions) to the Amended Service Agreement, dated June 1, 1989, is incorporated herein by reference to Exhibit 9(d) to Post-Effective Amendment No. 84. 10. Not applicable. 11. Not applicable. 12. Not applicable. 13. Not applicable. 14. (a) Fidelity Individual Retirement Account Custodial Agreement and Disclosure Statement are incorporated herein by reference to Exhibit 14(a) to Post-Effective Amendment No. 85. (b) Fidelity 403(b)(7) Custodial Account Agreement is incorporated herein by reference to Exhibit 14(b) to Post Effective Amendment No. 86. (c) Fidelity Defined Contribution Retirement Plan and Trust Agreement are incorporated herein by reference to Exhibit 14(c) to Post-Effective Amendment No. 85. (d) Fidelity Defined Benefit Pension Plan and Trust are incorporated herein by reference to Exhibit 14(d) to Post-Effective Amendment No. 85. (e) Fidelity Group Individual Retirement Account Custodial Agreement and Disclosure Statement is incorporated herein by reference to Exhibit 14(e) to Post-Effective Amendment No. 85. (f) Fidelity Master Plan for Savings and Investments is incorporated herein by reference to Exhibit 14(f) to Post-Effective Amendment No. 86. (g) Fidelity 401(a) Prototype Plan for Tax-Exempt Employers is incorporated herein by reference to Exhibit 14(g) to Post-Effective Amendment No. 85. 15. (a) Distribution and Service Plan between Fidelity Fund and Fidelity. Distributors Corporation is incorporated herein by reference to Exhibit 15 to Post-Effective Amendment No. 74. 16. (a) A schedule for computation of performance quotations is incorporated herein by reference to Exhibit 16 to Post-Effective Amendment No. 78. (b) An additional schedule for computation of performance quotations is incorporated herein by reference to Exhibit 16(b) to Post-Effective Amendment No. 89. (c) A schedule for computation of long-term moving averages is incorporated herein by reference to Exhibit 16(c) to Post-Effective Amendment No 92. Item 25. Persons Controlled by or under Common Control with Registrant The Board of Trustees of Registrant is the same as the board of other funds advised by FMR, each of which has Fidelity Management & Research Company as its investment adviser. In addition, the officers of these funds are substantially identical. Nonetheless, Registrant takes the position that it is not under common control with these other funds since the power residing in the respective boards and officers arises as the result of an official position with the respective funds. Item 26. Number of Holders of Securities March 31, 1994 Title of Class: Shares of Beneficial Interest Number of Record Holders Name of Series Fidelity Fund 117,447 Fidelity Fifty 7,849 Item 27. Indemnification Article XI, Section 2 of the Declaration of Trust sets forth the reasonable and fair means for determining whether indemnification shall be provided to any past or present Trustee or officer. It states that the Registrant shall indemnify any present or past Trustee, or officer to the fullest extent permitted by law against liability and all expenses reasonably incurred by him in connection with any claim, action suit or proceeding in which he is involved by virtue of his service as a trustee, an officer, or both. Additionally, amounts paid or incurred in settlement of such matters are covered by this indemnification. Indemnification will not be provided in certain circumstances, however. These include instances of willful misfeasance, bad faith, gross negligence, and reckless disregard of the duties involved in the conduct of the particular office involved. Item 28. Business and Other Connections of Investment Adviser FMR serves as investment adviser to a number of other investment companies. The directors and officers of the Adviser have held, during the past two fiscal years, the following positions of a substantial nature. (1) FIDELITY MANAGEMENT & RESEARCH COMPANY FMR serves as investment adviser to a number of other investment companies. The directors and officers of the Adviser have held, during the past two fiscal years, the following positions of a substantial nature.
Edward C. Johnson 3d Chairman of the Executive Committee of FMR; President and Chief Executive Officer of FMR Corp.; Chairman of the Board and a Director of FMR, FMR Corp., FMR Texas Inc., Fidelity Management & Research (U.K.) Inc. and Fidelity Management & Research (Far East) Inc.; President and Trustee of funds advised by FMR; J. Gary Burkhead President of FMR; Managing Director of FMR Corp.; President and a Director of FMR Texas Inc., Fidelity Management & Research (U.K.) Inc. and Fidelity Management & Research (Far East) Inc.; Senior Vice President and Trustee of funds advised by FMR. Peter S. Lynch Vice Chairman of FMR (1992). David Breazzano Vice President of FMR (1993) and of a fund advised by FMR. Stephan Campbell Vice President of FMR (1993). Rufus C. Cushman, Jr. Vice President of FMR and of funds advised by FMR; Corporate Preferred Group Leader. Will Danof Vice President of FMR (1993) and of a fund advised by FMR. Scott DeSano Vice President of FMR (1993). Penelope Dobkin Vice President of FMR and of a fund advised by FMR. Larry Domash Vice President of FMR (1993). George Domolky Vice President of FMR (1993) and of a fund advised by FMR. Charles F. Dornbush Senior Vice President of FMR; Chief Financial Officer of the Fidelity funds; Treasurer of FMR Texas Inc., Fidelity Management & Research (U.K.) Inc., and Fidelity Management & Research (Far East) Inc. Robert K. Duby Vice President of FMR. Margaret L. Eagle Vice President of FMR and of a fund advised by FMR. Kathryn L. Eklund Vice President of FMR. Richard B. Fentin Senior Vice President of FMR (1993) and of a fund advised by FMR. Daniel R. Frank Vice President of FMR and of funds advised by FMR. Gary L. French Vice President of FMR and Treasurer of the funds advised by FMR. Prior to assuming the position as Treasurer he was Senior Vice President, Fund Accounting - Fidelity Accounting & Custody Services Co. Michael S. Gray Vice President of FMR and of funds advised by FMR. Barry A. Greenfield Vice President of FMR and of a fund advised by FMR. William J. Hayes Senior Vice President of FMR; Income/Growth Group Leader and International Group Leader. Robert Haber Vice President of FMR and of funds advised by FMR. Daniel Harmetz Vice President of FMR and of a fund advised by FMR. Ellen S. Heller Vice President of FMR. John Hickling Vice President of FMR (1993) and of funds advised by FMR. Robert F. Hill Vice President of FMR; and Director of Technical Research. Stephan Jonas Vice President of FMR (1993). David B. Jones Vice President of FMR (1993). Steven Kaye Vice President of FMR (1993) and of a fund advised by FMR. Frank Knox Vice President of FMR (1993). Robert A. Lawrence Senior Vice President of FMR (1993); and High Income Group Leader. Alan Leifer Vice President of FMR and of a fund advised by FMR. Harris Leviton Vice President of FMR (1993) and of a fund advised by FMR. Bradford E. Lewis Vice President of FMR and of funds advised by FMR. Robert H. Morrison Vice President of FMR and Director of Equity Trading. David Murphy Vice President of FMR and of funds advised by FMR. Jacques Perold Vice President of FMR. Brian Posner Vice President of FMR (1993) and of a fund advised by FMR. Anne Punzak Vice President of FMR and of funds advised by FMR. Richard A. Spillane Vice President of FMR and of funds advised by FMR; and Director of Equity Research. Robert E. Stansky Senior Vice President of FMR (1993) and of funds advised by FMR. Thomas Steffanci Senior Vice President of FMR (1993); and Fixed-Income Division Head. Gary L. Swayze Vice President of FMR and of funds advised by FMR; and Tax-Free Fixed-Income Group Leader. Donald Taylor Vice President of FMR (1993) and of funds advised by FMR. Beth F. Terrana Senior Vice President of FMR (1993) and of funds advised by FMR. Joel Tillinghast Vice President of FMR (1993) and of a fund advised by FMR. Robert Tucket Vice President of FMR. George A. Vanderheiden Senior Vice President of FMR; Vice President of funds advised by FMR; and Growth Group Leader. Jeffrey Vinik Senior Vice President of FMR (1993) and of a fund advised by FMR. Guy E. Wickwire Vice President of FMR and of funds advised by FMR. Arthur S. Loring Senior Vice President (1993), Clerk and General Counsel of FMR; Vice President, Legal of FMR Corp.; and Secretary of funds advised by FMR.
(2) FIDELITY MANAGEMENT & RESEARCH (U.K.) INC. (FMR U.K.) FMR U.K. provides investment advisory services to Fidelity Management & Research Company and Fidelity Management Trust Company. The directors and officers of the Sub-Adviser have held the following positions of a substantial nature during the past two fiscal years.
Edward C. Johnson 3d Chairman and Director of FMR U.K.; Chairman of the Executive Committee of FMR; Chief Executive Officer of FMR Corp.; Chairman of the Board and a Director of FMR, FMR Corp., FMR Texas Inc., and Fidelity Management & Research (Far East) Inc.; President and Trustee of funds advised by FMR. J. Gary Burkhead President and Director of FMR U.K.; President of FMR; Managing Director of FMR Corp.; President and a Director of FMR Texas Inc. and Fidelity Management & Research (Far East) Inc.; Senior Vice President and Trustee of funds advised by FMR. Richard C. Habermann Senior Vice President of FMR U.K.; Senior Vice President of Fidelity Management & Research (Far East) Inc.; Director of Worldwide Research of FMR. Charles F. Dornbush Treasurer of FMR U.K.; Treasurer of Fidelity Management & Research (Far East) Inc.; Treasurer of FMR Texas Inc.; Senior Vice President and Chief Financial Officer of the Fidelity funds. David Weinstein Clerk of FMR U.K.; Clerk of Fidelity Management & Research (Far East) Inc.; Secretary of FMR Texas Inc..
(3) FIDELITY MANAGEMENT & RESEARCH (FAR EAST) INC. (FMR Far East) FMR Far East provides investment advisory services to Fidelity Management & Research Company and Fidelity Management Trust Company. The directors and officers of the Sub-Adviser have held the following positions of a substantial nature during the past two fiscal years. Edward C. Johnson 3d Chairman and Director of FMR Far East; Chairman of the Executive Committee of FMR; Chief Executive Officer of FMR Corp.; Chairman of the Board and a Director of FMR, FMR Corp., FMR Texas Inc. and Fidelity Management & Research (U.K.) Inc.; President and Trustee of funds advised by FMR. J. Gary Burkhead President and Director of FMR Far East; President of FMR; Managing Director of FMR Corp.; President and a Director of FMR Texas Inc. and Fidelity Management & Research (U.K.) Inc.; Senior Vice President and Trustee of funds advised by FMR. Richard C. Habermann Senior Vice President of FMR Far East; Senior Vice President of Fidelity Management & Research (U.K.) Inc.; Director of Worldwide Research of FMR. William R. Ebsworth Vice President of FMR Far East. Bill Wilder Vice President of FMR Far East (1993). Charles F. Dornbush Treasurer of FMR Far East; Treasurer of Fidelity Management & Research (U.K.) Inc.; Treasurer of FMR Texas Inc.; Senior Vice President and Chief Financial Officer of the Fidelity funds. David C. Weinstein Clerk of FMR Far East; Clerk of Fidelity Management & Research (U.K.) Inc.; Secretary of FMR Texas Inc.. Item 29. Principal Underwriters (a) Fidelity Distributors Corporation (FDC) acts as distributor for most funds advised by FMR and the following other funds: CrestFunds, Inc. The Freedom Fund ARK Funds (b) Name and Principal Positions and Offices Positions and Offices Business Address* With Underwriter With Registrant Edward C. Johnson 3d Director Trustee, President Nita B. Kincaid Director None W. Humphrey Bogart Director None Kurt A. Lang President None William Adair Senior Vice President None Thomas W. Littauer Senior Vice President None Arthur S. Loring Vice President and Clerk Secretary * 82 Devonshire Street, Boston, MA (c) Not applicable. Item 30. Location of Accounts and Records All accounts, books, and other documents required to be maintained by Section 31a of the 1940 Act and the Rules promulgated thereunder are maintained by Fidelity Management & Research Company or Fidelity Service Co., 82 Devonshire Street, Boston, MA 02109, or the funds' respective custodians, The Chase Manhattan Bank, 1211 Avenue of the Americas, New York, N.Y. and Brown Brothers Harriman & Co., 40 Water Street, Boston, MA. Item. 31. Management Services Not applicable. Item 32. Undertakings (a) The Registrant undertakes for Fidelity Fifty: 1) to call a meeting of shareholders for the purpose of voting upon the question of removal of a trustee or trustees, when requested to do so by record holders of not less than 10% of its outstanding shares; and 2) to assist in communications with other shareholders pursuant to Section 16(c)(1) and (2), whenever shareholders meeting the qualifications set forth in Section 16(c) seek the opportunity to communicate with other shareholders with a view toward requesting a meeting. (b) The Registrant on behalf of Fidelity Fund and Fidelity Fifty, provided the information required by Item 5A is contained in the annual report, undertakes to furnish each person to whom a prospectus has been delivered, upon their request and without charge, a copy of the Registrant's latest annual report to shareholders. SIGNATURES Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all of the requirements for the effectiveness of this Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has duly caused this Post-Effective Amendment No. 94 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Boston, and Commonwealth of Massachusetts, on the 16th day of May 1994. Fidelity Hastings Street Trust By /s/Edward C. Johnson 3d (dagger) Edward C. Johnson 3d, President Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed below by the following persons in the capacities and on the dates indicated. (Signature) (Title) (Date)
/s/Edward C. Johnson 3d(dagger) President and Trustee May 16, 1994 Edward C. Johnson 3d (Principal Executive Officer)
/s/Gary L. French Treasurer May 16, 1994 Gary L. French /s/J. Gary Burkhead Trustee May 16, 1994 J. Gary Burkhead /s/Ralph F. Cox * Trustee May 16, 1994 Ralph F. Cox /s/Phyllis Burke Davis * Trustee May 16, 1994 Phyllis Burke Davis /s/Richard J. Flynn * Trustee May 16, 1994 Richard J. Flynn /s/E. Bradley Jones * Trustee May 16, 1994 E. Bradley Jones /s/Donald J. Kirk * Trustee May 16, 1994 Donald J. Kirk /s/Peter S. Lynch * Trustee May 16, 1994 Peter S. Lynch /s/Edward H. Malone * Trustee May 16, 1994 Edward H. Malone /s/Marvin L. Mann_____* Trustee May 16, 1994 Marvin L. Mann /s/Gerald C. McDonough* Trustee May 16, 1994 Gerald C. McDonough /s/Thomas R. Williams * Trustee May 16, 1994 Thomas R. Williams (dagger) Signatures affixed by J. Gary Burkhead pursuant to a power of attorney dated October 20, 1993 and filed herewith. * Signature affixed by Robert C. Hacker pursuant to a power of attorney dated October 20, 1993 and filed herewith. POWER OF ATTORNEY We, the undersigned Directors, Trustees or General Partners, as the case may be, of the following investment companies:
Fidelity Advisor Series I Fidelity Institutional Trust Fidelity Advisor Series II Fidelity Investment Trust Fidelity Advisor Series III Fidelity Magellan Fund Fidelity Advisor Series IV Fidelity Massachusetts Municipal Trust Fidelity Advisor Series V Fidelity Money Market Trust Fidelity Advisor Series VI Fidelity Mt. Vernon Street Trust Fidelity Advisor Series VII Fidelity Municipal Trust Fidelity Advisor Series VIII Fidelity New York Municipal Trust Fidelity California Municipal Trust Fidelity Puritan Trust Fidelity Capital Trust Fidelity School Street Trust Fidelity Charles Street Trust Fidelity Securities Fund Fidelity Commonwealth Trust Fidelity Select Portfolios Fidelity Congress Street Fund Fidelity Sterling Performance Portfolio, L.P. Fidelity Contrafund Fidelity Summer Street Trust Fidelity Corporate Trust Fidelity Trend Fund Fidelity Court Street Trust Fidelity U.S. Investments-Bond Fund, L.P. Fidelity Destiny Portfolios Fidelity U.S. Investments-Government Securities Fidelity Deutsche Mark Performance Fund, L.P. Portfolio, L.P. Fidelity Union Street Trust Fidelity Devonshire Trust Fidelity Yen Performance Portfolio, L.P. Fidelity Exchange Fund Spartan U.S. Treasury Money Market Fidelity Financial Trust Fund Fidelity Fixed-Income Trust Variable Insurance Products Fund Fidelity Government Securities Fund Variable Insurance Products Fund II Fidelity Hastings Street Trust Fidelity Income Fund
plus any other investment company for which Fidelity Management & Research Company acts as investment adviser and for which the undersigned individuals serve as Board Members (collectively, the "Funds"), hereby severally constitute and appoint Arthur J. Brown, Arthur C. Delibert, Robert C. Hacker, Richard M. Phillips, Dana L. Platt and Stephanie A. Xupolos, each of them singly, our true and lawful attorneys-in-fact, with full power of substitution, and with full power to each of them, to sign for us and in our names in the appropriate capacities, all Pre-Effective Amendments to any Registration Statements of the Funds, any and all subsequent Post-Effective Amendments to said Registration Statements, any Registration Statements on Form N-14, and any supplements or other instruments in connection therewith, and generally to do all such things in our names and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and Investment Company Act of 1940, and all related requirements of the Securities and Exchange Commission, hereby ratifying and confirming all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof. WITNESS our hands on this twentieth day of October, 1993. /s/Edward C. Johnson 3d /s/Peter S. Lynch Edward C. Johnson 3d Peter S. Lynch /s/J. Gary Burkhead /s/Edward H. Malone J. Gary Burkhead Edward H. Malone /s/Richard J. Flynn /s/Gerald C. McDonough Richard J. Flynn Gerald C. McDonough /s/E. Bradley Jones /s/Thomas R. Williams E. Bradley Jones Thomas R. Williams /s/Donald J. Kirk Donald J. Kirk POWER OF ATTORNEY I, the undersigned President and Director, Trustee or General Partner, as the case may be, of the following investment companies:
Fidelity Advisor Series I Fidelity Institutional Trust Fidelity Advisor Series II Fidelity Investment Trust Fidelity Advisor Series III Fidelity Magellan Fund Fidelity Advisor Series IV Fidelity Massachusetts Municipal Trust Fidelity Advisor Series V Fidelity Money Market Trust Fidelity Advisor Series VI Fidelity Mt. Vernon Street Trust Fidelity Advisor Series VII Fidelity Municipal Trust Fidelity Advisor Series VIII Fidelity New York Municipal Trust Fidelity California Municipal Trust Fidelity Puritan Trust Fidelity Capital Trust Fidelity School Street Trust Fidelity Charles Street Trust Fidelity Securities Fund Fidelity Commonwealth Trust Fidelity Select Portfolios Fidelity Congress Street Fund Fidelity Sterling Performance Portfolio, L.P. Fidelity Contrafund Fidelity Summer Street Trust Fidelity Corporate Trust Fidelity Trend Fund Fidelity Court Street Trust Fidelity U.S. Investments-Bond Fund, L.P. Fidelity Destiny Portfolios Fidelity U.S. Investments-Government Securities Fidelity Deutsche Mark Performance Fund, L.P. Portfolio, L.P. Fidelity Union Street Trust Fidelity Devonshire Trust Fidelity Yen Performance Portfolio, L.P. Fidelity Exchange Fund Spartan U.S. Treasury Money Market Fidelity Financial Trust Fund Fidelity Fixed-Income Trust Variable Insurance Products Fund Fidelity Government Securities Fund Variable Insurance Products Fund II Fidelity Hastings Street Trust Fidelity Income Fund
plus any other investment company for which Fidelity Management & Research Company acts as investment adviser and for which the undersigned individual serves as President and Board Member (collectively, the "Funds"), hereby severally constitute and appoint J. Gary Burkhead, my true and lawful attorney-in-fact, with full power of substitution, and with full power to sign for me and in my name in the appropriate capacity, all Pre-Effective Amendments to any Registration Statements of the Funds, any and all subsequent Post-Effective Amendments to said Registration Statements, any Registration Statements on Form N-14, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorney-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and Investment Company Act of 1940, and all related requirements of the Securities and Exchange Commission. I hereby ratify and confirm all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof. WITNESS my hand on the date set forth below. /s/Edward C. Johnson 3d October 20, 1993 Edward C. Johnson 3d POWER OF ATTORNEY I, the undersigned Director, Trustee or General Partner, as the case may be, of the following investment companies:
Fidelity Advisor Series I Fidelity Magellan Fund Fidelity Advisor Series III Fidelity Massachusetts Municipal Trust Fidelity Advisor Series IV Fidelity Money Market Trust Fidelity Advisor Series VI Fidelity Mt. Vernon Street Trust Fidelity Advisor Series VIII Fidelity New York Municipal Trust Fidelity California Municipal Trust Fidelity Puritan Trust Fidelity Capital Trust Fidelity School Street Trust Fidelity Charles Street Trust Fidelity Select Portfolios Fidelity Commonwealth Trust Fidelity Sterling Performance Portfolio, L.P. Fidelity Congress Street Fund Fidelity Summer Street Trust Fidelity Contrafund Fidelity Trend Fund Fidelity Deutsche Mark Performance Fidelity Union Street Trust Portfolio, L.P. Fidelity U.S. Investments-Bond Fund, L.P. Fidelity Devonshire Trust Fidelity U.S. Investments-Government Securities Fidelity Financial Trust Fund, L.P. Fidelity Fixed-Income Trust Fidelity Yen Performance Portfolio, L.P. Fidelity Government Securities Fund Spartan U.S. Treasury Money Market Fidelity Hastings Street Trust Fund Fidelity Income Fund Variable Insurance Products Fund Fidelity Institutional Trust Variable Insurance Products Fund II Fidelity Investment Trust
plus any other investment company for which Fidelity Management & Research Company acts as investment adviser and for which the undersigned individual serves as a Board Member (collectively, the "Funds"), hereby severally constitute and appoint Arthur J. Brown, Arthur C. Delibert, Robert C. Hacker, Richard M. Phillips, Dana L. Platt and Stephanie A. Xupolos, each of them singly, my true and lawful attorneys-in-fact, with full power of substitution, and with full power to each of them, to sign for me and in my name in the appropriate capacity, all Pre-Effective Amendments to any Registration Statements of the Funds, any and all subsequent Post-Effective Amendments to said Registration Statements, any Registration Statements on Form N-14, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and Investment Company Act of 1940, and all related requirements of the Securities and Exchange Commission, hereby ratifying and confirming all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof. WITNESS my hand on the date set forth below. /s/Ralph F. Cox October 20, 1993 Ralph F. Cox POWER OF ATTORNEY I, the undersigned Director, Trustee or General Partner, as the case may be, of the following investment companies:
Fidelity Advisor Series I Fidelity Investment Trust Fidelity Advisor Series III Fidelity Mt. Vernon Street Trust Fidelity Advisor Series IV Fidelity School Street Trust Fidelity Advisor Series VI Fidelity Select Portfolios Fidelity Advisor Series VIII Fidelity Sterling Performance Portfolio, L.P. Fidelity Beacon Street Trust Fidelity Trend Fund Fidelity Capital Trust Fidelity Union Street Trust Fidelity Commonwealth Trust Fidelity U.S. Investments-Bond Fund, L.P. Fidelity Contrafund Fidelity U.S. Investments-Government Securities Fidelity Deutsche Mark Performance Fund, L.P. Portfolio, L.P. Fidelity Yen Performance Portfolio, L.P. Fidelity Devonshire Trust Spartan U.S. Treasury Money Market Fidelity Financial Trust Fund Fidelity Fixed-Income Trust Variable Insurance Products Fund Fidelity Government Securities Fund Variable Insurance Products Fund II Fidelity Hastings Street Trust Fidelity Institutional Trust
plus any other investment company for which Fidelity Management & Research Company acts as investment adviser and for which the undersigned individual serves as a Board Member (collectively, the "Funds"), hereby severally constitute and appoint Arthur J. Brown, Arthur C. Delibert, Robert C. Hacker, Richard M. Phillips, Dana L. Platt and Stephanie A. Xupolos, each of them singly, my true and lawful attorneys-in-fact, with full power of substitution, and with full power to each of them, to sign for me and in my name in the appropriate capacity, all Pre-Effective Amendments to any Registration Statements of the Funds, any and all subsequent Post-Effective Amendments to said Registration Statements, any Registration Statements on Form N-14, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and Investment Company Act of 1940, and all related requirements of the Securities and Exchange Commission, hereby ratifying and confirming all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof. WITNESS my hand on the date set forth below. /s/Phyllis Burke Davis October 20, 1993 Phyllis Burke Davis POWER OF ATTORNEY I, the undersigned Director, Trustee or General Partner, as the case may be, of the following investment companies:
Fidelity Advisor Series I Fidelity Investment Trust Fidelity Advisor Series III Fidelity Special Situations Fund Fidelity Advisor Series IV Fidelity Sterling Performance Portfolio, L.P. Fidelity Advisor Series VI Fidelity Trend Fund Fidelity Advisor Series VII Fidelity U.S. Investments-Bond Fund, L.P. Fidelity Advisor Series VIII Fidelity U.S. Investments-Government Securities Fidelity Contrafund Fund, L.P. Fidelity Deutsche Mark Performance Fidelity Yen Performance Portfolio, L.P. Portfolio, L.P. Spartan U.S. Treasury Money Market Fidelity Fixed-Income Trust Fund Fidelity Government Securities Fund Variable Insurance Products Fund Fidelity Hastings Street Trust Variable Insurance Products Fund II Fidelity Institutional Trust
plus any other investment company for which Fidelity Management & Research Company acts as investment adviser and for which the undersigned individual serves as a Board Member (collectively, the "Funds"), hereby severally constitute and appoint Arthur J. Brown, Arthur C. Delibert, Robert C. Hacker, Richard M. Phillips, Dana L. Platt and Stephanie A. Xupolos, each of them singly, my true and lawful attorneys-in-fact, with full power of substitution, and with full power to each of them, to sign for me and in my name in the appropriate capacity, all Pre-Effective Amendments to any Registration Statements of the Funds, any and all subsequent Post-Effective Amendments to said Registration Statements, any Registration Statements on Form N-14, and any supplements or other instruments in connection therewith, and generally to do all such things in my name and behalf in connection therewith as said attorneys-in-fact deem necessary or appropriate, to comply with the provisions of the Securities Act of 1933 and Investment Company Act of 1940, and all related requirements of the Securities and Exchange Commission, hereby ratifying and confirming all that said attorneys-in-fact or their substitutes may do or cause to be done by virtue hereof. WITNESS my hand on the date set forth below. /s/Marvin L. Mann October 20, 1993 Marvin L. Mann EX-99.B12 2 EXHIBIT 24(A)(2_FIDELITY_LOGOS) FIDELITY FIFTY SEMIANNUAL REPORT DECEMBER 31, 1993 INVESTMENT SUMMARY TOP TEN STOCKS AS OF DECEMBER 31, 1993 % OF FUND'S INVESTMENTS Stanhome, Inc. 2.5 Amgen, Inc. 2.4 Cooper Tire & Rubber Co. 2.2 COR Therapeutics, Inc. 2.2 Enterra Corp. 2.1 Chicago & North Western Holdings 2.1 Corp. AMR Corp. 2.0 Canadaigua Wine Co. Class A 2.0 CSX Corp. 2.0 International Business Machines Corp. 2.0 TOP FIVE INDUSTRIES AS OF DECEMBER 31, 1993 % OF FUND'S INVESTMENTS Health 13.3 Media & Leisure 11.3 Technology 10.8 Energy 8.0 Transportation 7.9 ASSET ALLOCATION AS OF DECEMBER 31, 1993 Row: 1, Col: 1, Value: 17.1 Row: 1, Col: 2, Value: 2.0 Row: 1, Col: 3, Value: 22.4 Row: 1, Col: 4, Value: 20.0 Row: 1, Col: 5, Value: 20.0 Row: 1, Col: 6, Value: 20.0 Stocks 82.4% U.S. Treasury obligations 0.5% Short-term investments 17.1% INVESTMENTS DECEMBER 31, 1993 (UNAUDITED) Showing Percentage of Total Value of Investment in Securities COMMON STOCKS - 82.4% SHARES VALUE (NOTE 1) BASIC INDUSTRIES - 4.3% CHEMICALS & PLASTICS - 4.3% Akzo NV sponsored ADR 15,400 $ 744,991 01019930 GEON 31,400 741,825 37246W10 Union Carbide Corp. 39,100 874,863 90558110 2,361,679 CONGLOMERATES - 1.5% United Technologies Corp. 13,000 806,000 91301710 CONSTRUCTION & REAL ESTATE - 3.2% BUILDING MATERIALS - 3.2% Masco Corp. 23,900 884,300 57459910 USG Corp. (a) 30,500 892,125 90329340 1,776,425 DURABLES - 4.5% AUTOS, TIRES, & ACCESSORIES - 4.5% Chrysler Corp. 14,500 772,125 17119610 Cooper Tire & Rubber Co. 48,500 1,212,500 21683110 Smith (A.O.) Corp. Class B 14,000 500,500 83186520 2,485,125 ENERGY - 8.0% ENERGY SERVICES - 5.2% BJ Services Co. (a) 50,400 970,200 05548210 Enterra Corp. (a) 56,400 1,156,200 29380510 Western Co. of North America (a) 57,700 742,888 95804340 2,869,288 INDEPENDENT POWER - 1.6% Thermo Electron Corp. 20,850 875,700 88355610 OIL & GAS - 1.2% Mobil Corp. 8,000 632,000 60705910 TOTAL ENERGY 4,376,988 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) FINANCE - 3.6% BANKS - 1.5% West One Bancorp 29,100 $ 829,350 95482810 INSURANCE - 1.6% St. Paul Companies, Inc. (The) 9,800 880,775 79286010 SAVINGS & LOANS - 0.5% Coast Savings Financial, Inc. (a) 18,700 266,475 19039M10 TOTAL FINANCE 1,976,600 HEALTH - 13.3% DRUGS & PHARMACEUTICALS - 6.9% Amgen, Inc. (a) 26,000 1,287,000 03116210 COR Therapeutics, Inc. (a) 78,300 1,184,288 21775310 Elan PLC ADR (a) 24,300 1,029,713 28413120 Liposome Co, Inc. (a) 33,000 297,000 53631110 3,798,001 MEDICAL EQUIPMENT & SUPPLIES - 4.9% Boston Scientific Corp. (a) 78,500 981,250 10113710 Johnson & Johnson 22,000 984,500 47816010 Medtronic, Inc. 8,600 706,275 58505510 2,672,025 MEDICAL FACILITIES MANAGEMENT - 1.5% United HealthCare Corp. 11,100 842,213 91058110 TOTAL HEALTH 7,312,239 INDUSTRIAL MACHINERY & EQUIPMENT - 1.7% Joy Technologies, Inc. Class A (a) 75,400 904,800 48120610 MEDIA & LEISURE - 11.3% BROADCASTING - 2.1% Home Shopping Network, Inc. 23,800 354,025 43735110 Time Warner, Inc. 17,500 774,375 88731510 1,128,400 LODGING & GAMING - 2.4% President Riverboat Casinos, Inc. (a) 15,200 334,400 74084810 Promus Companies, Inc. (a) 21,000 960,750 74342A10 1,295,150 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) MEDIA & LEISURE - CONTINUED PUBLISHING - 5.5% Gannett Co., Inc. 14,500 $ 830,125 36473010 Harcourt General, Inc. 11,300 409,625 41163G10 Meredith Corp. 26,200 1,048,000 58943310 Times Mirror Co., Series A 21,600 720,900 88736010 3,008,650 RESTAURANTS - 1.3% McDonald's Corp. 12,700 723,900 58013510 TOTAL MEDIA & LEISURE 6,156,100 NONDURABLES - 6.0% BEVERAGES - 2.0% Canadaigua Wine Co. Class A (a) 35,000 1,102,500 13721920 HOUSEHOLD PRODUCTS - 4.0% Premark International, Inc. 9,800 786,450 74045910 Stanhome, Inc. 40,700 1,378,713 85442510 2,165,163 TOTAL NONDURABLES 3,267,663 RETAIL & WHOLESALE - 3.1% APPAREL STORES - 3.1% Burlington Coat Factory Warehouse Corp. (a) 44,900 1,027,088 12157910 Gap, Inc. 16,700 657,563 36476010 1,684,651 TECHNOLOGY - 10.8% COMMUNICATIONS EQUIPMENT - 0.9% Cisco Systems, Inc. (a) 7,900 510,538 17275R10 COMPUTER SERVICES & SOFTWARE - 3.0% Equifax, Inc. 32,000 876,000 29442910 Structural Dynamics Research Corp. (a) 42,500 733,125 86355510 1,609,125 COMPUTERS & OFFICE EQUIPMENT - 5.7% Amdahl Corp. 124,000 744,000 02390510 International Business Machines Corp. 18,900 1,067,850 45920010 COMMON STOCKS - CONTINUED SHARES VALUE (NOTE 1) TECHNOLOGY - CONTINUED COMPUTERS & OFFICE EQUIPMENT - CONTINUED Sequent Computer Systems, Inc. (a) 55,600 $ 847,900 81733810 Silicon Graphics, Inc. (a) 19,000 470,250 82705610 3,130,000 ELECTRONICS - 1.2% Maxim Integrated Products, Inc. (a) 13,700 655,888 57772K10 TOTAL TECHNOLOGY 5,905,551 TRANSPORTATION - 7.9% AIR TRANSPORTATION - 3.9% AMR Corp. (a) 16,700 1,118,900 00176510 Comair Holdings, Inc. 35,000 800,625 19978910 UAL Corp. (a) 1,400 204,400 90254910 2,123,925 RAILROADS - 4.0% CSX Corp. 13,200 1,069,200 12640810 Chicago & North Western Holdings Corp. (a) 44,900 1,122,500 16715510 2,191,700 TOTAL TRANSPORTATION 4,315,625 UTILITIES - 3.2% ELECTRIC UTILITY - 1.6% Southern Co. 19,800 873,675 84258710 TELEPHONE SERVICES - 1.6% ALC Communications Corp. (a) 30,200 868,250 00157530 TOTAL UTILITIES 1,741,925 TOTAL COMMON STOCKS (Cost $43,134,267) 45,071,371 U.S. TREASURY OBLIGATIONS - 0.5% PRINCIPAL VALUE (NOTE 1) AMOUNT U.S. Treasury Bills, yields at date of purchase 2.98-3.10%, 2/10/94 (b) (Cost $ 249,204) $250,000 $ 249,204 912794H8 REPURCHASE AGREEMENTS - 17.1% MATURITY AMOUNT Investments in repurchase agreements, (U.S. Treasury obligations), in a joint trading account at 3.23% dated 12/31/93 due 1/3/94 $9,368,841 9,368,000 TOTAL INVESTMENT IN SECURITIES - 100% (Cost $52,751,471) $ 54,688,575 FUTURES CONTRACTS EXPIRATION UNDERLYING FACE UNREALIZED DATE AMOUNT AT VALUE GAIN/(LOSS) PURCHASED 14 S&P 500 Futures Contracts March 1994 $ 3,268,650 $ 6,635 THE VALUE OF FUTURES CONTRACTS PURCHASED AS A PERCENTAGE OF TOTAL INVESTMENT IN SECURITIES - 6.0% LEGEND 1. Non-income producing 2. Security pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $249,204. INCOME TAX INFORMATION At December 31, 1993, the aggregate cost of investment securities for income tax purposes was $52,751,471. Net unrealized appreciation aggregated $1,937,104, of which $2,701,527 related to appreciated investment securities and $764,423 related to depreciated investment securities. FINANCIAL STATEMENTS STATEMENT OF ASSETS AND LIABILITIES
DECEMBER 31, 1993 (UNAUDITED) ASSETS Investment in securities, at value (including repurchase $ 54,688,575 agreements of $9,368,000) (cost $52,751,471) (Notes 1 and 2) - See accompanying schedule Cash 561 Receivable for investments sold 3,124,317 Receivable for fund shares sold 1,182,125 Dividends receivable 48,479 TOTAL ASSETS 59,044,057 LIABILITIES Payable for investments purchased $ 2,890,704 Payable for fund shares redeemed 5,144,276 Accrued management fee 27,776 Payable for daily variation on futures contracts 19,110 Other payables and accrued expenses 61,111 TOTAL LIABILITIES 8,142,977 NET ASSETS $ 50,901,080 Net Assets consist of: Paid in capital $ 50,424,185 Distributions in excess of net investment income (103,673) Accumulated undistributed net realized gain (loss) on (1,363,171) investments Net unrealized appreciation (depreciation) on: Investment securities 1,937,104 Futures contracts 6,635 NET ASSETS, for 4,808,963 shares outstanding $ 50,901,080 NET ASSET VALUE and redemption price per share $10.58 ($50,901,080 (divided by) 4,808,963 shares) Maximum offering price per share (100/97 of $10.58) $10.91
STATEMENT OF OPERATIONS
SEPTEMBER 17, 1993 (COMMENCEMENT OF OPERATIONS) TO DECEMBER 31, 1993 (UNAUDITED) INVESTMENT INCOME $ 120,666 Dividends Interest 44,434 TOTAL INCOME 165,100 EXPENSES Management fee (Note 4) $ 64,359 Transfer agent fees (Note 4) 81,065 Accounting fees and expenses (Note 4) 13,197 Non-interested trustees' compensation 19 Custodian fees and expenses 5,399 Registration fees 48,448 Audit 6,220 Legal 10 Miscellaneous 120 TOTAL EXPENSES 218,837 NET INVESTMENT INCOME (LOSS) (53,737) REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS (NOTES 1 AND 3) Net realized gain (loss) on: Investment securities (1,383,546) Futures contracts 20,375 (1,363,171) Change in net unrealized appreciation (depreciation) on: Investment securities 1,937,104 Futures contracts 6,635 1,943,739 NET GAIN (LOSS) 580,568 NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM $ 526,831 OPERATIONS
STATEMENT OF CHANGES IN NET ASSETS
SEPTEMBER 17, 1993 (COMMENCEMENT OF OPERATIONS) TO DECEMBER 31, 1993 (UNAUDITED) INCREASE (DECREASE) IN NET ASSETS Operations $ (53,737) Net investment income (loss) Net realized gain (loss) on investments (1,363,171) Change in net unrealized appreciation (depreciation) on 1,943,739 investments NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM 526,831 OPERATIONS Distributions to shareholders from net investment income (49,936) Share transactions 76,963,261 Net proceeds from sales of shares Reinvestment of distributions from net investment income 49,556 Cost of shares redeemed (26,588,632) Net increase (decrease) in net assets resulting from share transactions 50,424,185 TOTAL INCREASE (DECREASE) IN NET ASSETS 50,901,080 NET ASSETS Beginning of period - End of period (including distributions in excess of net investment $ 50,901,080 income of $103,673) OTHER INFORMATION Shares Sold 7,325,614 Issued in reinvestment of distributions from net investment income 4,653 Redeemed (2,521,304) Net increase (decrease) 4,808,963
FINANCIAL HIGHLIGHTS SEPTEMBER 17, 1993 (COMMENCEMENT OF OPERATIONS) TO DECEMBER 31, 1993 (UNAUDITED) SELECTED PER-SHARE DATA Net asset value, beginning of period $ 10.00 Income from Investment Operations Net investment income (.01) Net realized and unrealized gain (loss) on investments .60 Total from investment operations .59 Less Distributions From net investment income (.01) Net asset value, end of period $ 10.58 TOTAL RETURN (dagger) 5.90% RATIOS AND SUPPLEMENTAL DATA Net assets, end of period (000 omitted) $ 50,901 Ratio of expenses to average net assets 2.10%* Ratio of net investment income to average net assets (.52)%* Portfolio turnover rate 433%* * ANNUALIZED (dagger) TOTAL RETURN DOES NOT INCLUDE THE ONE TIME SALES CHARGE AND FOR A PERIOD OF LESS THAN ONE YEAR IS NOT ANNUALIZED. NOTES TO FINANCIAL STATEMENTS For the period ended December 31, 1993 (Unaudited) 1. SIGNIFICANT ACCOUNTING POLICIES. Fidelity Fifty (the fund) is a fund of Fidelity Hastings Street Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The following summarizes the significant accounting policies of the fund: SECURITY VALUATION. Securities for which exchange quotations are readily available are valued at the last sale price, or if no sale price, at the closing bid price. Securities for which exchange quotations are not readily available (and in certain cases debt securities which trade on an exchange), are valued primarily using dealer-supplied valuations or at their fair value as determined in good faith under consistently applied procedures under the general supervision of the Board of Trustees. Short-term securities maturing within sixty days are valued at amortized cost or original cost plus accrued interest, both of which approximate current value. FOREIGN CURRENCY TRANSLATION. The accounting records of the fund are maintained in U.S. dollars. Investment securities, other assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the current exchange rate. Purchases and sales of securities, income receipts and expense payments are translated into U.S. dollars at the exchange rate on the dates of the transactions. It is not practical to identify the portion of each amount shown in the fund's Statement of Operations under the caption "Realized and Unrealized Gain (Loss) on Investments" that arises from changes in foreign currency exchange rates. Investment income includes net realized and unrealized currency gains and losses recognized between accrual and payment dates. INCOME TAXES. The fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code. By so qualifying, the fund will not be subject to income taxes to the extent that it distributes all of its taxable income for its fiscal year. The schedule of investments includes information regarding income taxes under the caption "Income Tax Information." INVESTMENT INCOME. Dividend income is recorded on the ex-dividend date, except certain dividends from foreign securities where the ex-dividend date may have passed, are recorded as soon as the fund is informed of the ex-dividend date. Interest income is accrued as earned. Dividend and interest income is recorded net of foreign taxes where recovery of such taxes is not assured. EXPENSES. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned between the funds in the trust. 1. SIGNIFICANT ACCOUNTING POLICIES - CONTINUED DISTRIBUTIONS TO SHAREHOLDERS. Distributions are recorded on the ex-dividend date. SECURITY TRANSACTIONS. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. 2. OPERATING POLICIES. REPURCHASE AGREEMENTS. The fund, through its custodian, receives delivery of the underlying securities, whose market value is required to be at least 102% of the resale price at the time of purchase. The fund's investment adviser, Fidelity Management & Research Company (FMR), is responsible for determining that the value of these underlying securities remains at least equal to the resale price. JOINT TRADING ACCOUNT. Pursuant to an Exemptive Order issued by the Securities and Exchange Commission, the fund, along with other registered investment companies having management contracts with FMR, may transfer uninvested cash balances into a joint trading account. These balances are invested in one or more repurchase agreements that are collateralized by U.S. Treasury or Federal Agency obligations. FUTURES CONTRACTS AND OPTIONS. The fund may invest in futures contracts and write options. These investments involve, to varying degrees, elements of market risk and risks in excess of the amount recognized in the Statement of Assets and Liabilities. The face or contract amounts reflect the extent of the involvement the fund has in the particular classes of instruments. Risks may be caused by an imperfect correlation between movements in the price of the instruments and the price of the underlying securities and interest rates. Risks also may arise if there is an illiquid secondary market for the instruments, or due to the inability of counterparties to perform. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded. Options traded on an exchange are valued using the last sale price or, in the absence of a sale, the last offering price. Options traded over-the-counter are valued using dealer-supplied valuations. 3. PURCHASES AND SALES OF INVESTMENTS. Purchases and sales of securities, other than short-term securities, aggregated $78,907,445 and $34,141,298, respectively, of which purchases of U.S. government and government agency obligations aggregated $248,293. There were no sales of U.S. government and government agency obligations. The market value of futures contracts opened and closed amounted to $6,047,335 and $2,785,320, respectively. 4. FEES AND OTHER TRANSACTIONS WITH AFFILIATES. MANAGEMENT FEE. As the fund's investment adviser, FMR receives a monthly basic fee that is calculated on the basis of a group fee rate plus a fixed individual fund fee rate applied to the average net assets of the fund. The group fee rate is the weighted average of a series of rates ranging from .30% to .52% and is based on the monthly average net assets of all the mutual funds advised by FMR. The annual individual fund fee rate is .30%. The basic fee is subject to a performance adjustment (up to a maximum of + or - .20%) based on the fund's investment perform-ance as compared to the appropriate index over a specified period of time. The fund's performance adjustment will not take effect until September 1994. For the period, the management fee was equivalent to an annualized rate of .62% of average net assets. The Board of Trustees approved a new group fee rate schedule with rates ranging from .2850% to .5200%. Effective November 1, 1993, FMR has voluntarily agreed to implement this new group fee rate schedule as it results in the same or a lower management fee. SALES LOAD. For the period, Fidelity Distributors Corporation, an affiliate of FMR and the general distributor of the fund, received sales charges of $412,358 on sales of shares of the fund. TRANSFER AGENT FEE. Fidelity Service Co. (FSC), an affiliate of FMR, is the fund's transfer, dividend disbursing and shareholder servicing agent. FSC receives fees based on the type, size, number of accounts and the number of transactions made by shareholders. FSC pays for typesetting, printing and mailing of all shareholder reports, except proxy statements. ACCOUNTING FEE. FSC maintains the fund's accounting records. The fee is based on the level of average net assets for the month plus out-of-pocket expenses. BROKERAGE COMMISSIONS. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of FMR. The commissions paid to these affiliated firms were $9,839 for the period. INVESTMENT ADVISER Fidelity Management & Research Company Boston, MA OFFICERS Edward C. Johnson 3d, President J. Gary Burkhead, Senior Vice President Gary L. French, Treasurer John H. Costello, Assistant Treasurer Arthur S. Loring, Secretary Robert H. Morrison, Manager, Security Transactions BOARD OF TRUSTEES J. Gary Burkhead Ralph F. Cox* Phyllis Burke Davis* Richard J. Flynn* Edward C. Johnson 3d E. Bradley Jones* Donald J. Kirk* Peter S. Lynch Edward H. Malone* Marvin L. Mann * Gerald C. McDonough* Thomas R. Williams* GENERAL DISTRIBUTOR Fidelity Distributors Corporation Boston, MA TRANSFER AND SHAREHOLDER SERVICING AGENT Fidelity Service Co. Boston, MA CUSTODIAN Brown Brothers Harriman & Co. Boston, MA FIDELITY GROWTH FUNDS Blue Chip Growth Fund Capital Appreciation Fund Contrafund Disciplined Equity Fund Dividend Growth Fund Emerging Growth Fund Fidelity Fifty Growth Company Fund Low-Priced Stock Fund Magellan(Registered trademark) Fund New Millennium Fund OTC Portfolio Retirement Growth Fund Small Cap Stock Fund Stock Selector Trend Fund Value Fund THE FIDELITY TELEPHONE CONNECTION MUTUAL FUND 24-HOUR SERVICE Account Balances 1-800-544-7544 Exchanges/Redemptions 1-800-544-7777 Mutual Fund Quotes 1-800-544-8544 Account Assistance 1-800-544-6666 Product Information 1-800-544-8888 Retirement Accounts 1-800-544-4774 (8 a.m. - 9 p.m.) TDD Service 1-800-544-0118 for the deaf and hearing impaired (9 a.m. - 9 p.m. Eastern time) * INDEPENDENT TRUSTEES AUTOMATED LINES FOR QUICKEST SERVICE -----END PRIVACY-ENHANCED MESSAGE-----