N-Q

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number 811-215

Fidelity Hastings Street Trust
(Exact name of registrant as specified in charter)

82 Devonshire St., Boston, Massachusetts 02109
(Address of principal executive offices)       (Zip code)

Scott C. Goebel, Secretary

82 Devonshire St.

Boston, Massachusetts 02109
(Name and address of agent for service)

Registrant's telephone number, including area code: 617-563-7000

Date of fiscal year end:	June 30
Date of reporting period:	March 31, 2012

Item 1. Schedule of Investments

Quarterly Holdings Report

for

Fidelity ® Fund

March 31, 2012

1.799854.108

FID-QTLY-0512

Investments March 31, 2012 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.4%
	Shares		Value (000s)
CONSUMER DISCRETIONARY - 13.6%
Automobiles - 0.8%
Ford Motor Co.	3,053,100		$ 38,133
Harley-Davidson, Inc.	110,100		5,404
			43,537
Hotels, Restaurants & Leisure - 3.7%
Las Vegas Sands Corp.	245,600		14,139
McDonald's Corp.	438,000		42,968
Starbucks Corp.	1,680,400		93,918
Yum! Brands, Inc.	693,200		49,342
			200,367
Household Durables - 1.4%
D.R. Horton, Inc.	2,484,700		37,693
Ryland Group, Inc.	1,120,800		21,609
Tempur-Pedic International, Inc. (a)	200,300		16,911
			76,213
Internet & Catalog Retail - 0.6%
Amazon.com, Inc. (a)	162,600		32,928
Media - 1.7%
Comcast Corp. Class A	1,348,200		40,459
The Walt Disney Co.	1,204,600		52,737
			93,196
Multiline Retail - 0.2%
Dollar General Corp. (a)	290,800		13,435
Specialty Retail - 3.1%
Bed Bath & Beyond, Inc. (a)	339,000		22,296
Home Depot, Inc.	578,100		29,084
Lowe's Companies, Inc.	2,340,000		73,429
TJX Companies, Inc.	1,068,800		42,442
			167,251
Textiles, Apparel & Luxury Goods - 2.1%
Deckers Outdoor Corp. (a)	136,500		8,606
Ralph Lauren Corp.	543,673		94,779
VF Corp.	76,700		11,197
			114,582
TOTAL CONSUMER DISCRETIONARY			741,509
CONSUMER STAPLES - 11.7%
Beverages - 2.8%
Beam, Inc.	169,300		9,916
Common Stocks - continued
	Shares		Value (000s)
CONSUMER STAPLES - continued
Beverages - continued
Dr Pepper Snapple Group, Inc.	629,400		$ 25,308
Grupo Modelo SAB de CV Series C	2,673,000		18,635
The Coca-Cola Co.	1,295,700		95,895
			149,754
Food & Staples Retailing - 1.3%
CVS Caremark Corp.	1,241,600		55,624
Drogasil SA	1,809,078		17,586
			73,210
Food Products - 1.7%
Danone	206,000		14,368
Green Mountain Coffee Roasters, Inc. (a)	256,600		12,019
Kraft Foods, Inc. Class A	893,800		33,973
Mead Johnson Nutrition Co. Class A	364,000		30,023
			90,383
Household Products - 0.8%
Colgate-Palmolive Co.	207,200		20,260
Kimberly-Clark Corp.	290,000		21,428
			41,688
Personal Products - 1.1%
Herbalife Ltd.	869,600		59,846
Tobacco - 4.0%
British American Tobacco PLC (United Kingdom)	464,600		23,404
Imperial Tobacco Group PLC	430,235		17,445
Japan Tobacco, Inc.	9,290		52,567
Lorillard, Inc.	297,000		38,456
Philip Morris International, Inc.	999,700		88,583
			220,455
TOTAL CONSUMER STAPLES			635,336
ENERGY - 8.4%
Energy Equipment & Services - 0.0%
Ocean Rig UDW, Inc. (United States)	185,374		3,133
Oil, Gas & Consumable Fuels - 8.4%
Anadarko Petroleum Corp.	385,200		30,177
BP PLC sponsored ADR	407,900		18,356
Bumi PLC	544,042		5,452
Chevron Corp.	1,461,000		156,678
EV Energy Partners LP	319,600		22,241
Common Stocks - continued
	Shares		Value (000s)
ENERGY - continued
Oil, Gas & Consumable Fuels - continued
Gulfport Energy Corp. (a)	547,700		$ 15,949
Marathon Oil Corp.	1,194,100		37,853
Marathon Petroleum Corp.	519,600		22,530
Occidental Petroleum Corp.	732,300		69,737
Plains Exploration & Production Co. (a)	240,600		10,262
Royal Dutch Shell PLC Class B sponsored ADR	661,200		46,701
Williams Companies, Inc.	628,800		19,373
			455,309
TOTAL ENERGY			458,442
FINANCIALS - 14.7%
Capital Markets - 1.2%
Morgan Stanley	1,989,300		39,070
T. Rowe Price Group, Inc.	379,600		24,788
			63,858
Commercial Banks - 5.7%
M&T Bank Corp.	171,200		14,874
SunTrust Banks, Inc.	1,478,400		35,733
U.S. Bancorp	2,611,000		82,716
Wells Fargo & Co.	4,344,567		148,324
Zions Bancorporation	1,295,451		27,800
			309,447
Consumer Finance - 1.3%
American Express Co.	529,292		30,625
Discover Financial Services	1,263,400		42,122
			72,747
Diversified Financial Services - 4.7%
Citigroup, Inc.	2,694,210		98,473
JPMorgan Chase & Co.	3,401,900		156,419
			254,892
Insurance - 0.3%
The Chubb Corp.	262,800		18,162
Real Estate Investment Trusts - 1.2%
American Tower Corp.	363,800		22,927
AvalonBay Communities, Inc.	118,900		16,807
Weyerhaeuser Co.	1,264,400		27,716
			67,450
Common Stocks - continued
	Shares		Value (000s)
FINANCIALS - continued
Real Estate Management & Development - 0.3%
The St. Joe Co. (a)(d)	870,731		$ 16,553
TOTAL FINANCIALS			803,109
HEALTH CARE - 12.7%
Biotechnology - 4.0%
Acorda Therapeutics, Inc. (a)	656,637		17,434
Alexion Pharmaceuticals, Inc. (a)	192,300		17,857
Amgen, Inc.	1,277,900		86,884
Biogen Idec, Inc. (a)	333,100		41,961
BioMarin Pharmaceutical, Inc. (a)	356,400		12,207
Merrimack Pharmaceuticals, Inc.	92,900		575
Theravance, Inc. (a)	727,100		14,178
Vertex Pharmaceuticals, Inc. (a)	728,400		29,872
			220,968
Health Care Equipment & Supplies - 0.5%
Covidien PLC	463,700		25,355
Health Care Providers & Services - 1.7%
Henry Schein, Inc. (a)	296,700		22,454
McKesson Corp.	433,300		38,031
UnitedHealth Group, Inc.	551,100		32,482
			92,967
Pharmaceuticals - 6.5%
Allergan, Inc.	426,900		40,739
AVANIR Pharmaceuticals Class A (a)(d)	1,337,500		4,574
Elan Corp. PLC sponsored ADR (a)	2,044,596		30,689
Eli Lilly & Co.	513,600		20,683
GlaxoSmithKline PLC sponsored ADR	569,400		25,572
Merck & Co., Inc.	1,511,300		58,034
Perrigo Co.	381,700		39,433
Pfizer, Inc.	2,872,100		65,082
Shire PLC	1,103,700		35,314
Valeant Pharmaceuticals International, Inc. (Canada) (a)	631,800		33,878
			353,998
TOTAL HEALTH CARE			693,288
INDUSTRIALS - 8.3%
Aerospace & Defense - 2.5%
Precision Castparts Corp.	301,900		52,199
Common Stocks - continued
	Shares		Value (000s)
INDUSTRIALS - continued
Aerospace & Defense - continued
Textron, Inc.	748,400		$ 20,828
United Technologies Corp.	738,600		61,259
			134,286
Building Products - 0.7%
Armstrong World Industries, Inc.	775,200		37,807
Construction & Engineering - 0.3%
Fluor Corp.	258,400		15,514
Industrial Conglomerates - 0.8%
Danaher Corp.	790,900		44,290
Machinery - 2.0%
Caterpillar, Inc.	414,100		44,110
Cummins, Inc.	389,500		46,756
Stanley Black & Decker, Inc.	210,200		16,177
			107,043
Marine - 0.2%
DryShips, Inc. (a)	3,950,700		13,748
Road & Rail - 1.8%
Union Pacific Corp.	899,300		96,657
TOTAL INDUSTRIALS			449,345
INFORMATION TECHNOLOGY - 23.4%
Communications Equipment - 3.0%
Motorola Solutions, Inc.	1,165,900		59,263
QUALCOMM, Inc.	1,539,700		104,730
			163,993
Computers & Peripherals - 6.9%
Apple, Inc. (a)	629,100		377,125
Electronic Equipment & Components - 1.9%
Amphenol Corp. Class A	1,153,238		68,929
Arrow Electronics, Inc. (a)	771,100		32,363
			101,292
Internet Software & Services - 0.9%
eBay, Inc. (a)	1,122,100		41,394
Facebook, Inc. Class B (e)	260,071		8,003
			49,397
IT Services - 3.4%
Accenture PLC Class A	442,200		28,522
Cognizant Technology Solutions Corp. Class A (a)	355,100		27,325
Common Stocks - continued
	Shares		Value (000s)
INFORMATION TECHNOLOGY - continued
IT Services - continued
Fidelity National Information Services, Inc.	698,800		$ 23,144
IBM Corp.	501,900		104,721
			183,712
Semiconductors & Semiconductor Equipment - 3.4%
Altera Corp.	531,400		21,160
ASML Holding NV	1,344,100		67,393
Avago Technologies Ltd.	235,900		9,193
NXP Semiconductors NV (a)	888,900		23,654
ON Semiconductor Corp. (a)	3,381,500		30,467
Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR	2,144,800		32,773
			184,640
Software - 3.9%
Check Point Software Technologies Ltd. (a)	428,600		27,362
Citrix Systems, Inc. (a)	579,500		45,728
Microsoft Corp.	4,357,000		140,513
Solera Holdings, Inc.	31,064		1,426
			215,029
TOTAL INFORMATION TECHNOLOGY			1,275,188
MATERIALS - 3.1%
Chemicals - 2.0%
CF Industries Holdings, Inc.	169,000		30,868
LyondellBasell Industries NV Class A	230,400		10,057
Monsanto Co.	448,700		35,788
W.R. Grace & Co. (a)	621,700		35,934
			112,647
Metals & Mining - 1.1%
Goldcorp, Inc.	497,400		22,418
Newcrest Mining Ltd.	1,166,913		35,865
			58,283
TOTAL MATERIALS			170,930
TELECOMMUNICATION SERVICES - 0.7%
Diversified Telecommunication Services - 0.3%
Iliad SA	100,916		13,903
Common Stocks - continued
	Shares		Value (000s)
TELECOMMUNICATION SERVICES - continued
Wireless Telecommunication Services - 0.4%
Vodafone Group PLC sponsored ADR	772,000		$ 21,361
TOTAL TELECOMMUNICATION SERVICES			35,264
UTILITIES - 1.8%
Electric Utilities - 1.2%
American Electric Power Co., Inc.	354,100		13,661
NextEra Energy, Inc.	658,100		40,197
PPL Corp.	397,000		11,219
			65,077
Gas Utilities - 0.6%
ONEOK, Inc.	394,100		32,182
TOTAL UTILITIES			97,259
TOTAL COMMON STOCKS (Cost $4,456,397)		5,359,670
Money Market Funds - 1.8%
Fidelity Cash Central Fund, 0.14% (b)	100,122,807		100,123
Fidelity Securities Lending Cash Central Fund, 0.15% (b)(c)	371,700		372
TOTAL MONEY MARKET FUNDS (Cost $100,495)		100,495
TOTAL INVESTMENT PORTFOLIO - 100.2% (Cost $4,556,892)			5,460,165
NET OTHER ASSETS (LIABILITIES) - (0.2)%			(12,319)
NET ASSETS - 100%		$ 5,447,846

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $8,003,000 or 0.1% of net assets.

Additional information on each restricted holding is as follows:

Security	Acquisition Date	Acquisition Cost (000s)
Facebook, Inc. Class B	3/31/11 - 5/19/11	$ 6,504

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund	Income earned (Amounts in thousands)
Fidelity Cash Central Fund	$ 137
Fidelity Securities Lending Cash Central Fund	353
Total	$ 490

Other Information

The following is a summary of the inputs used, as of March 31, 2012, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:
Description (Amounts in thousands)	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 741,509	$ 741,509	$ -	$ -
Consumer Staples	635,336	559,365	75,971	-
Energy	458,442	458,442	-	-
Financials	803,109	803,109	-	-
Health Care	693,288	657,974	35,314	-
Industrials	449,345	449,345	-	-
Information Technology	1,275,188	1,267,185	-	8,003
Materials	170,930	170,930	-	-
Telecommunication Services	35,264	35,264	-	-
Utilities	97,259	97,259	-	-
Money Market Funds	100,495	100,495	-	-
Total Investments in Securities:	$ 5,460,165	$ 5,340,877	$ 111,285	$ 8,003

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

(Amounts in thousands)
Investments in Securities:
Beginning Balance	$ 6,502
Total Realized Gain (Loss)	-
Total Unrealized Gain (Loss)	1,501
Cost of Purchases	-
Proceeds of Sales	-
Amortization/Accretion	-
Transfers in to Level 3	-
Transfers out of Level 3	-
Ending Balance	$ 8,003
The change in unrealized gain (loss) for the period attributable to Level 3 securities held at March 31, 2012	$ 1,501

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges.

Income Tax Information

At March 31, 2012, the cost of investment securities for income tax purposes was $4,577,721,000. Net unrealized appreciation aggregated $882,444,000, of which $960,774,000 related to appreciated investment securities and $78,330,000 related to depreciated investment securities.

Investment Valuation

Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Security transactions are accounted for as of trade date. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value calculation under these procedures may differ from published prices for the same securities. The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels: Level 1 - quoted prices in active markets for identical investments. Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds etc.). Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available). Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts, futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and these securities are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please

see the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC

or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity ® Fifty

March 31, 2012

1.799847.108

FIF-QTLY-0512

Investments March 31, 2012 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 99.6%
	Shares		Value
CONSUMER DISCRETIONARY - 15.2%
Hotels, Restaurants & Leisure - 5.8%
Las Vegas Sands Corp.	163,000		$ 9,383,910
Wyndham Worldwide Corp.	240,000		11,162,400
Yum! Brands, Inc.	288,000		20,499,840
			41,046,150
Household Durables - 0.2%
PulteGroup, Inc. (a)	152,400		1,348,740
Media - 1.0%
Comcast Corp. Class A	245,000		7,352,450
Multiline Retail - 0.7%
Dollar General Corp. (a)	113,000		5,220,600
Specialty Retail - 5.4%
Cabela's, Inc. Class A (a)	296,000		11,292,400
TJX Companies, Inc.	690,000		27,399,900
			38,692,300
Textiles, Apparel & Luxury Goods - 2.1%
G-III Apparel Group Ltd. (a)	517,400		14,704,508
TOTAL CONSUMER DISCRETIONARY			108,364,748
CONSUMER STAPLES - 8.0%
Beverages - 1.7%
Anheuser-Busch InBev SA NV	169,000		12,307,608
Personal Products - 4.7%
Estee Lauder Companies, Inc. Class A	499,000		30,908,060
Nu Skin Enterprises, Inc. Class A	50,200		2,907,082
			33,815,142
Tobacco - 1.6%
British American Tobacco PLC sponsored ADR	110,500		11,184,810
TOTAL CONSUMER STAPLES			57,307,560
ENERGY - 7.7%
Energy Equipment & Services - 1.2%
Cameron International Corp. (a)	116,000		6,128,280
National Oilwell Varco, Inc.	33,000		2,622,510
			8,750,790
Oil, Gas & Consumable Fuels - 6.5%
Continental Resources, Inc. (a)(d)	72,000		6,179,040
Marathon Petroleum Corp.	256,000		11,100,160
Common Stocks - continued
	Shares		Value
ENERGY - continued
Oil, Gas & Consumable Fuels - continued
Noble Energy, Inc.	154,899		$ 15,146,024
Pioneer Natural Resources Co.	46,000		5,133,140
Whiting Petroleum Corp. (a)	158,000		8,579,400
			46,137,764
TOTAL ENERGY			54,888,554
FINANCIALS - 16.7%
Capital Markets - 1.0%
Morgan Stanley	370,600		7,278,584
Commercial Banks - 11.3%
Comerica, Inc.	185,000		5,986,600
Fifth Third Bancorp	2,585,000		36,319,250
SunTrust Banks, Inc.	243,000		5,873,310
SVB Financial Group (a)	35,000		2,251,900
Wells Fargo & Co.	877,000		29,940,780
			80,371,840
Insurance - 2.4%
Lincoln National Corp.	587,000		15,473,320
Torchmark Corp.	38,000		1,894,300
			17,367,620
Real Estate Investment Trusts - 2.0%
American Tower Corp.	223,000		14,053,460
TOTAL FINANCIALS			119,071,504
HEALTH CARE - 10.0%
Biotechnology - 5.7%
Amgen, Inc.	143,000		9,722,570
Biogen Idec, Inc. (a)	176,600		22,246,302
Medivation, Inc. (a)	118,400		8,846,848
			40,815,720
Health Care Providers & Services - 3.7%
UnitedHealth Group, Inc.	443,700		26,151,678
Pharmaceuticals - 0.6%
Perrigo Co.	43,000		4,442,330
TOTAL HEALTH CARE			71,409,728
Common Stocks - continued
	Shares		Value
INDUSTRIALS - 5.1%
Machinery - 1.1%
Cummins, Inc.	68,700		$ 8,246,748
Road & Rail - 2.0%
Kansas City Southern	200,000		14,338,000
Trading Companies & Distributors - 2.0%
WESCO International, Inc. (a)	219,000		14,302,890
TOTAL INDUSTRIALS			36,887,638
INFORMATION TECHNOLOGY - 31.9%
Computers & Peripherals - 5.3%
Apple, Inc. (a)	63,726		38,201,825
IT Services - 7.0%
IBM Corp.	20,000		4,173,000
MasterCard, Inc. Class A	108,500		45,628,590
			49,801,590
Semiconductors & Semiconductor Equipment - 1.5%
Cirrus Logic, Inc. (a)	39,800		947,240
NXP Semiconductors NV (a)	362,000		9,632,820
			10,580,060
Software - 18.1%
Citrix Systems, Inc. (a)	579,800		45,752,019
Fair Isaac Corp.	224,000		9,833,600
Intuit, Inc.	646,000		38,843,980
Microsoft Corp.	567,000		18,285,750
salesforce.com, Inc. (a)	107,500		16,609,825
			129,325,174
TOTAL INFORMATION TECHNOLOGY			227,908,649
MATERIALS - 5.0%
Chemicals - 4.2%
LyondellBasell Industries NV Class A	206,000		8,991,900
W.R. Grace & Co. (a)	360,500		20,836,900
			29,828,800
Common Stocks - continued
	Shares		Value
MATERIALS - continued
Paper & Forest Products - 0.8%
International Paper Co.	174,000		$ 6,107,400
TOTAL MATERIALS			35,936,200
TOTAL COMMON STOCKS (Cost $633,169,808)		711,774,581
Money Market Funds - 0.8%
Fidelity Cash Central Fund, 0.14% (b)	3,896,312		3,896,312
Fidelity Securities Lending Cash Central Fund, 0.15% (b)(c)	1,759,500		1,759,500
TOTAL MONEY MARKET FUNDS (Cost $5,655,812)		5,655,812
TOTAL INVESTMENT PORTFOLIO - 100.4% (Cost $638,825,620)			717,430,393
NET OTHER ASSETS (LIABILITIES) - (0.4)%			(3,001,534)
NET ASSETS - 100%		$ 714,428,859

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund	Income earned
Fidelity Cash Central Fund	$ 10,284
Fidelity Securities Lending Cash Central Fund	57,944
Total	$ 68,228

Other Information

The following is a summary of the inputs used, as of March 31, 2012, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:
Description	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 108,364,748	$ 108,364,748	$ -	$ -
Consumer Staples	57,307,560	44,999,952	12,307,608	-
Energy	54,888,554	54,888,554	-	-
Financials	119,071,504	119,071,504	-	-
Health Care	71,409,728	71,409,728	-	-
Industrials	36,887,638	36,887,638	-	-
Information Technology	227,908,649	227,908,649	-	-
Materials	35,936,200	35,936,200	-	-
Money Market Funds	5,655,812	5,655,812	-	-
Total Investments in Securities:	$ 717,430,393	$ 705,122,785	$ 12,307,608	$ -

Income Tax Information

At March 31, 2012, the cost of investment securities for income tax purposes was $640,584,837. Net unrealized appreciation aggregated $76,845,556, of which $81,062,078 related to appreciated investment securities and $4,216,522 related to depreciated investment securities.

Investment Valuation

Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Security transactions are accounted for as of trade date. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value calculation under these procedures may differ from published prices for the same securities. The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels: Level 1 - quoted prices in active markets for identical investments. Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds etc.). Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available). Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts, futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and these securities are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please

see the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC

or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity ® Growth Discovery Fund

March 31, 2012

1.799853.108

CII-QTLY-0512

Investments March 31, 2012 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 97.9%
	Shares		Value (000s)
CONSUMER DISCRETIONARY - 18.2%
Auto Components - 0.6%
Gentex Corp.	277,879		$ 6,808
Automobiles - 2.4%
Harley-Davidson, Inc.	431,276		21,167
Tesla Motors, Inc. (a)(d)	133,392		4,968
			26,135
Diversified Consumer Services - 0.4%
Anhanguera Educacional Participacoes SA	201,400		2,427
Kroton Educacional SA unit (a)	112,200		1,634
			4,061
Hotels, Restaurants & Leisure - 4.1%
Arcos Dorados Holdings, Inc.	24,400		441
BJ's Restaurants, Inc. (a)	66,316		3,339
Chipotle Mexican Grill, Inc. (a)	4,607		1,926
Dunkin' Brands Group, Inc. (d)	132,569		3,992
McDonald's Corp.	234,000		22,955
Starbucks Corp.	228,426		12,767
			45,420
Household Durables - 0.5%
Tupperware Brands Corp.	92,408		5,868
Internet & Catalog Retail - 1.1%
Amazon.com, Inc. (a)	61,008		12,355
Media - 0.5%
Discovery Communications, Inc. Class C (non-vtg.) (a)	112,550		5,276
Multiline Retail - 1.4%
Dollar General Corp. (a)	119,758		5,533
Dollarama, Inc.	184,190		8,590
Dollarama, Inc. (a)(e)	25,900		1,208
			15,331
Specialty Retail - 5.8%
AutoZone, Inc. (a)	16,480		6,127
Bed Bath & Beyond, Inc. (a)	120,895		7,951
GNC Holdings, Inc.	157,962		5,511
Home Depot, Inc.	83,500		4,201
Lowe's Companies, Inc.	524,405		16,456
Ross Stores, Inc.	136,866		7,952
TJX Companies, Inc.	165,018		6,553
Ulta Salon, Cosmetics & Fragrance, Inc.	37,985		3,528
Vitamin Shoppe, Inc. (a)	126,105		5,575
			63,854
Common Stocks - continued
	Shares		Value (000s)
CONSUMER DISCRETIONARY - continued
Textiles, Apparel & Luxury Goods - 1.4%
lululemon athletica, Inc. (a)	50,300		$ 3,756
NIKE, Inc. Class B	85,115		9,230
Ralph Lauren Corp.	10,332		1,801
			14,787
TOTAL CONSUMER DISCRETIONARY			199,895
CONSUMER STAPLES - 9.2%
Beverages - 1.9%
Anheuser-Busch InBev SA NV ADR	7,600		553
Monster Beverage Corp. (a)	85,591		5,314
SABMiller PLC	13,100		526
The Coca-Cola Co.	195,900		14,499
			20,892
Food & Staples Retailing - 0.7%
Costco Wholesale Corp.	20,600		1,870
Drogasil SA	172,924		1,681
Whole Foods Market, Inc.	56,920		4,736
			8,287
Food Products - 1.5%
Green Mountain Coffee Roasters, Inc. (a)(d)	171,296		8,024
Mead Johnson Nutrition Co. Class A	88,431		7,294
Want Want China Holdings Ltd.	659,000		737
			16,055
Household Products - 1.0%
Colgate-Palmolive Co.	117,803		11,519
Personal Products - 1.6%
Estee Lauder Companies, Inc. Class A	25,868		1,602
Herbalife Ltd.	226,884		15,614
			17,216
Tobacco - 2.5%
Altria Group, Inc.	32,870		1,015
British American Tobacco PLC sponsored ADR	90,700		9,181
Philip Morris International, Inc.	172,200		15,259
Swedish Match Co. AB	43,600		1,736
			27,191
TOTAL CONSUMER STAPLES			101,160
Common Stocks - continued
	Shares		Value (000s)
ENERGY - 7.7%
Energy Equipment & Services - 3.1%
Cameron International Corp. (a)	79,600		$ 4,205
Dresser-Rand Group, Inc. (a)	94,205		4,370
National Oilwell Varco, Inc.	75,500		6,000
Oceaneering International, Inc.	145,256		7,828
Poseidon Concepts Corp. (d)	271,100		3,810
Schlumberger Ltd.	119,056		8,326
			34,539
Oil, Gas & Consumable Fuels - 4.6%
Anadarko Petroleum Corp.	43,881		3,438
Apache Corp.	28,359		2,848
Atlas Pipeline Partners, LP	158,963		5,624
Concho Resources, Inc. (a)	70,821		7,229
Kosmos Energy Ltd.	210,533		2,787
Markwest Energy Partners LP	45,460		2,657
Noble Energy, Inc.	36,500		3,569
Occidental Petroleum Corp.	117,227		11,164
ONEOK Partners LP	19,784		1,082
Pioneer Natural Resources Co.	31,200		3,482
Targa Resources Corp.	61,151		2,779
Valero Energy Corp.	154,907		3,992
			50,651
TOTAL ENERGY			85,190
FINANCIALS - 2.7%
Capital Markets - 0.6%
GP Investments Ltd. (depositary receipt) (a)	362,094		1,021
Invesco Ltd.	198,921		5,305
JMP Group, Inc.	30,045		222
			6,548
Commercial Banks - 0.2%
First Republic Bank (a)	65,800		2,167
Consumer Finance - 0.3%
Mahindra & Mahindra Financial Services Ltd.	75,209		992
Shriram Transport Finance Co. Ltd.	165,090		1,951
			2,943
Diversified Financial Services - 0.5%
CME Group, Inc.	20,492		5,929
Common Stocks - continued
	Shares		Value (000s)
FINANCIALS - continued
Real Estate Investment Trusts - 1.1%
American Tower Corp.	142,728		$ 8,995
Public Storage	20,230		2,795
			11,790
Real Estate Management & Development - 0.0%
BR Malls Participacoes SA	48,300		629
TOTAL FINANCIALS			30,006
HEALTH CARE - 3.8%
Biotechnology - 1.1%
Aegerion Pharmaceuticals, Inc. (a)	34,700		480
Amgen, Inc.	49,100		3,338
Biogen Idec, Inc. (a)	49,779		6,271
Biovitrum AB (a)	607,448		2,057
			12,146
Health Care Equipment & Supplies - 0.2%
Edwards Lifesciences Corp. (a)	27,100		1,971
Health Care Providers & Services - 0.0%
Apollo Hospitals Enterprise Ltd.	42,413		533
Life Sciences Tools & Services - 0.2%
Illumina, Inc. (a)	40,700		2,141
Pharmaceuticals - 2.3%
Novo Nordisk A/S Series B	59,177		8,217
Perrigo Co.	16,919		1,748
Valeant Pharmaceuticals International, Inc. (Canada) (a)(d)	286,725		15,375
			25,340
TOTAL HEALTH CARE			42,131
INDUSTRIALS - 13.3%
Aerospace & Defense - 3.6%
Honeywell International, Inc.	72,644		4,435
Precision Castparts Corp.	72,753		12,579
TransDigm Group, Inc. (a)	52,758		6,107
United Technologies Corp.	192,760		15,988
			39,109
Air Freight & Logistics - 0.9%
United Parcel Service, Inc. Class B	122,545		9,892
Common Stocks - continued
	Shares		Value (000s)
INDUSTRIALS - continued
Commercial Services & Supplies - 0.4%
Cintas Corp.	108,671		$ 4,251
Electrical Equipment - 1.4%
AMETEK, Inc.	62,365		3,025
Polypore International, Inc. (a)(d)	20,435		718
Regal-Beloit Corp.	52,765		3,459
Roper Industries, Inc.	87,567		8,683
			15,885
Industrial Conglomerates - 1.6%
Danaher Corp.	313,200		17,539
Machinery - 1.8%
CLARCOR, Inc.	141,251		6,934
Graco, Inc.	47,523		2,522
Ingersoll-Rand PLC	252,691		10,449
			19,905
Professional Services - 2.2%
Advisory Board Co. (a)	62,439		5,533
Corporate Executive Board Co.	132,224		5,687
Equifax, Inc.	129,966		5,752
IHS, Inc. Class A (a)	58,285		5,458
Qualicorp SA	164,700		1,412
			23,842
Road & Rail - 0.1%
J.B. Hunt Transport Services, Inc.	20,000		1,087
Trading Companies & Distributors - 1.3%
MSC Industrial Direct Co., Inc. Class A	38,790		3,230
W.W. Grainger, Inc.	52,338		11,243
			14,473
TOTAL INDUSTRIALS			145,983
INFORMATION TECHNOLOGY - 36.9%
Communications Equipment - 3.6%
Acme Packet, Inc. (a)	225,599		6,208
QUALCOMM, Inc.	493,064		33,538
			39,746
Computers & Peripherals - 12.1%
Apple, Inc. (a)	206,002		123,488
SanDisk Corp. (a)	196,897		9,764
			133,252
Common Stocks - continued
	Shares		Value (000s)
INFORMATION TECHNOLOGY - continued
Electronic Equipment & Components - 0.3%
Invensense, Inc. (d)	152,412		$ 2,759
Internet Software & Services - 5.8%
Baidu.com, Inc. sponsored ADR (a)	69,062		10,067
Bankrate, Inc.	276,878		6,853
Cornerstone OnDemand, Inc.	82,471		1,801
Dice Holdings, Inc. (a)	184,058		1,717
Google, Inc. Class A (a)	29,896		19,171
InfoSpace, Inc. (a)	172,485		2,210
KIT Digital, Inc. (a)(d)	345,796		2,490
MercadoLibre, Inc.	28,158		2,754
SPS Commerce, Inc. (a)	64,705		1,739
Velti PLC (a)	244,759		3,316
VeriSign, Inc.	298,824		11,457
			63,575
IT Services - 3.1%
Accenture PLC Class A	229,369		14,794
Cognizant Technology Solutions Corp. Class A (a)	142,270		10,948
Heartland Payment Systems, Inc.	118,504		3,418
MasterCard, Inc. Class A	6,400		2,691
ServiceSource International, Inc.	163,337		2,528
			34,379
Semiconductors & Semiconductor Equipment - 4.1%
Analog Devices, Inc.	55,424		2,239
ARM Holdings PLC sponsored ADR	93,197		2,637
ASML Holding NV	60,800		3,049
Avago Technologies Ltd.	147,118		5,733
Broadcom Corp. Class A	261,548		10,279
Cirrus Logic, Inc. (a)	50,275		1,197
Ezchip Semiconductor Ltd. (a)	67,941		2,944
Linear Technology Corp.	83,300		2,807
Marvell Technology Group Ltd. (a)	242,700		3,818
PMC-Sierra, Inc. (a)	260,016		1,880
Texas Instruments, Inc.	239,200		8,040
			44,623
Software - 7.9%
ANSYS, Inc. (a)	97,658		6,350
Ariba, Inc. (a)	266,028		8,702
Aspen Technology, Inc. (a)	16,014		329
Check Point Software Technologies Ltd. (a)	164,998		10,533
Citrix Systems, Inc. (a)	196,990		15,544
Common Stocks - continued
	Shares		Value (000s)
INFORMATION TECHNOLOGY - continued
Software - continued
Computer Modelling Group Ltd.	135,500		$ 2,160
Intuit, Inc.	161,953		9,738
Mitek Systems, Inc. (a)(d)	120,039		1,392
Oracle Corp.	164,559		4,799
Red Hat, Inc. (a)	70,500		4,222
salesforce.com, Inc. (a)	86,066		13,298
SolarWinds, Inc. (a)	100,227		3,874
VMware, Inc. Class A (a)	57,275		6,436
			87,377
TOTAL INFORMATION TECHNOLOGY			405,711
MATERIALS - 4.0%
Chemicals - 3.2%
CF Industries Holdings, Inc.	21,200		3,872
Ecolab, Inc.	78,600		4,851
FMC Corp.	68,373		7,238
Monsanto Co.	78,881		6,292
Praxair, Inc.	88,300		10,123
Sherwin-Williams Co.	28,900		3,141
			35,517
Metals & Mining - 0.8%
Kenmare Resources PLC (a)	1,214,702		974
Newmont Mining Corp.	140,303		7,193
			8,167
TOTAL MATERIALS			43,684
TELECOMMUNICATION SERVICES - 1.6%
Wireless Telecommunication Services - 1.6%
SBA Communications Corp. Class A (a)	124,712		6,337
TIM Participacoes SA sponsored ADR (d)	363,514		11,727
			18,064
UTILITIES - 0.5%
Gas Utilities - 0.5%
ONEOK, Inc.	70,600		5,765
TOTAL COMMON STOCKS (Cost $858,740)		1,077,589
Money Market Funds - 3.5%
	Shares		Value (000s)
Fidelity Cash Central Fund, 0.14% (b)	6,454,101		$ 6,454
Fidelity Securities Lending Cash Central Fund, 0.15% (b)(c)	32,834,949		32,835
TOTAL MONEY MARKET FUNDS (Cost $39,289)		39,289
TOTAL INVESTMENT PORTFOLIO - 101.4% (Cost $898,029)			1,116,878
NET OTHER ASSETS (LIABILITIES) - (1.4)%			(15,910)
NET ASSETS - 100%		$ 1,100,968

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $1,208,000 or 0.1% of net assets.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund	Income earned (Amounts in thousands)
Fidelity Cash Central Fund	$ 26
Fidelity Securities Lending Cash Central Fund	199
Total	$ 225

Other Information

The following is a summary of the inputs used, as of March 31, 2012, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:
Description (Amounts in thousands)	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 199,895	$ 199,895	$ -	$ -
Consumer Staples	101,160	101,160	-	-
Energy	85,190	85,190	-	-
Financials	30,006	30,006	-	-
Health Care	42,131	33,914	8,217	-
Industrials	145,983	145,983	-	-
Information Technology	405,711	405,711	-	-
Materials	43,684	43,684	-	-
Telecommunication Services	18,064	18,064	-	-
Utilities	5,765	5,765	-	-
Money Market Funds	39,289	39,289	-	-
Total Investments in Securities:	$ 1,116,878	$ 1,108,661	$ 8,217	$ -

Income Tax Information

At March 31, 2012, the cost of investment securities for income tax purposes was $900,863,000. Net unrealized appreciation aggregated $216,015,000, of which $238,112,000 related to appreciated investment securities and $22,097,000 related to depreciated investment securities.

Investment Valuation

Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Security transactions are accounted for as of trade date. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value calculation under these procedures may differ from published prices for the same securities. The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels: Level 1 - quoted prices in active markets for identical investments. Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds etc.). Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available). Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts, futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and these securities are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please

see the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC

or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity ® Mega Cap Stock Fund

March 31, 2012

1.799848.108

GII-QTLY-0512

Investments March 31, 2012 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 97.4%
	Shares		Value
CONSUMER DISCRETIONARY - 11.3%
Auto Components - 0.5%
Johnson Controls, Inc.	237,500		$ 7,714,000
Automobiles - 0.4%
Bayerische Motoren Werke AG (BMW)	71,915		6,467,174
Hotels, Restaurants & Leisure - 1.2%
McDonald's Corp.	111,300		10,918,530
Yum! Brands, Inc.	92,100		6,555,678
			17,474,208
Internet & Catalog Retail - 0.2%
Amazon.com, Inc. (a)	12,400		2,511,124
Media - 5.6%
Comcast Corp. Class A (special) (non-vtg.)	1,040,600		30,708,106
The Walt Disney Co.	284,700		12,464,166
Thomson Reuters Corp.	91,200		2,636,668
Time Warner Cable, Inc.	79,300		6,462,950
Time Warner, Inc.	616,600		23,276,650
Viacom, Inc. Class B (non-vtg.)	146,800		6,967,128
			82,515,668
Multiline Retail - 1.4%
Target Corp.	352,700		20,551,829
Specialty Retail - 2.0%
Home Depot, Inc.	217,000		10,917,270
Lowe's Companies, Inc.	581,700		18,253,746
			29,171,016
TOTAL CONSUMER DISCRETIONARY			166,405,019
CONSUMER STAPLES - 11.0%
Beverages - 2.7%
PepsiCo, Inc.	267,800		17,768,530
The Coca-Cola Co.	284,700		21,070,647
			38,839,177
Food & Staples Retailing - 1.5%
CVS Caremark Corp.	219,200		9,820,160
Tesco PLC	428,800		2,263,357
Walgreen Co.	300,400		10,060,396
			22,143,913
Common Stocks - continued
	Shares		Value
CONSUMER STAPLES - continued
Food Products - 1.4%
Danone	139,517		$ 9,731,296
Kellogg Co.	186,200		9,985,906
			19,717,202
Household Products - 4.5%
Colgate-Palmolive Co.	103,400		10,110,452
Kimberly-Clark Corp.	285,100		21,066,039
Procter & Gamble Co.	525,800		35,339,018
			66,515,509
Tobacco - 0.9%
British American Tobacco PLC sponsored ADR	71,900		7,277,718
Philip Morris International, Inc.	73,730		6,533,215
			13,810,933
TOTAL CONSUMER STAPLES			161,026,734
ENERGY - 13.0%
Energy Equipment & Services - 2.4%
Halliburton Co.	533,100		17,693,589
National Oilwell Varco, Inc.	59,200		4,704,624
Schlumberger Ltd.	191,200		13,370,616
			35,768,829
Oil, Gas & Consumable Fuels - 10.6%
Apache Corp.	68,100		6,839,964
BP PLC sponsored ADR	120,300		5,413,500
Chevron Corp.	395,800		42,445,592
Exxon Mobil Corp.	572,371		49,641,737
Hess Corp.	14,800		872,460
Marathon Petroleum Corp.	43,900		1,903,504
Occidental Petroleum Corp.	135,400		12,894,142
Royal Dutch Shell PLC Class A sponsored ADR	248,600		17,434,318
Suncor Energy, Inc.	367,100		11,993,172
Williams Companies, Inc.	209,700		6,460,857
			155,899,246
TOTAL ENERGY			191,668,075
FINANCIALS - 18.1%
Capital Markets - 3.0%
BlackRock, Inc. Class A	8,900		1,823,610
Common Stocks - continued
	Shares		Value
FINANCIALS - continued
Capital Markets - continued
Charles Schwab Corp.	780,700		$ 11,218,659
Goldman Sachs Group, Inc.	35,200		4,377,824
Morgan Stanley	787,900		15,474,356
Northern Trust Corp.	102,300		4,854,135
State Street Corp.	107,500		4,891,250
UBS AG (NY Shares)	128,800		1,805,776
			44,445,610
Commercial Banks - 7.0%
Bank of Montreal	13,000		772,793
BB&T Corp.	395,900		12,427,301
HSBC Holdings PLC sponsored ADR	48,900		2,170,671
Standard Chartered PLC (United Kingdom)	162,166		4,046,399
U.S. Bancorp	559,100		17,712,288
Wells Fargo & Co.	1,903,630		64,989,928
			102,119,380
Diversified Financial Services - 6.9%
Citigroup, Inc.	726,270		26,545,169
CME Group, Inc.	29,000		8,390,570
JPMorgan Chase & Co.	1,460,900		67,172,182
			102,107,921
Insurance - 1.2%
ACE Ltd.	38,900		2,847,480
AXA SA	123,500		2,047,293
MetLife, Inc.	331,300		12,374,055
			17,268,828
TOTAL FINANCIALS			265,941,739
HEALTH CARE - 10.7%
Biotechnology - 1.0%
Amgen, Inc.	209,790		14,263,622
Health Care Equipment & Supplies - 0.3%
Baxter International, Inc.	24,200		1,446,676
St. Jude Medical, Inc.	62,100		2,751,651
			4,198,327
Health Care Providers & Services - 3.0%
Aetna, Inc.	228,400		11,456,544
Common Stocks - continued
	Shares		Value
HEALTH CARE - continued
Health Care Providers & Services - continued
McKesson Corp.	177,400		$ 15,570,398
WellPoint, Inc.	225,700		16,656,660
			43,683,602
Life Sciences Tools & Services - 0.3%
Thermo Fisher Scientific, Inc.	83,500		4,707,730
Pharmaceuticals - 6.1%
Abbott Laboratories	263,400		16,143,786
Eli Lilly & Co.	65,900		2,653,793
GlaxoSmithKline PLC sponsored ADR	196,700		8,833,797
Johnson & Johnson	240,600		15,869,976
Merck & Co., Inc.	651,700		25,025,280
Pfizer, Inc.	948,300		21,488,478
			90,015,110
TOTAL HEALTH CARE			156,868,391
INDUSTRIALS - 9.5%
Aerospace & Defense - 2.8%
Honeywell International, Inc.	185,000		11,294,250
Raytheon Co.	142,800		7,536,984
The Boeing Co.	106,500		7,920,405
United Technologies Corp.	181,500		15,053,610
			41,805,249
Air Freight & Logistics - 0.9%
United Parcel Service, Inc. Class B	166,100		13,407,592
Electrical Equipment - 0.7%
Emerson Electric Co.	190,300		9,929,854
Industrial Conglomerates - 4.0%
3M Co.	26,300		2,346,223
Danaher Corp.	168,600		9,441,600
General Electric Co.	1,760,700		35,337,249
Koninklijke Philips Electronics NV (depositary receipt) (NY Reg.)	318,597		6,483,449
Siemens AG	29,260		2,950,587
Tyco International Ltd.	40,500		2,275,290
			58,834,398
Common Stocks - continued
	Shares		Value
INDUSTRIALS - continued
Machinery - 0.9%
Illinois Tool Works, Inc.	107,500		$ 6,140,400
Ingersoll-Rand PLC	166,340		6,878,159
			13,018,559
Road & Rail - 0.2%
Union Pacific Corp.	21,500		2,310,820
TOTAL INDUSTRIALS			139,306,472
INFORMATION TECHNOLOGY - 21.5%
Communications Equipment - 2.3%
Cisco Systems, Inc.	885,100		18,719,865
Juniper Networks, Inc. (a)	227,665		5,208,975
QUALCOMM, Inc.	130,800		8,897,016
			32,825,856
Computers & Peripherals - 7.5%
Apple, Inc. (a)	144,201		86,444,173
EMC Corp. (a)	471,800		14,097,384
Hewlett-Packard Co.	415,700		9,906,131
			110,447,688
Electronic Equipment & Components - 0.4%
Corning, Inc.	423,100		5,957,248
Internet Software & Services - 2.4%
Google, Inc. Class A (a)	54,550		34,979,642
IT Services - 4.8%
Accenture PLC Class A	169,200		10,913,400
Cognizant Technology Solutions Corp. Class A (a)	135,300		10,411,335
IBM Corp.	83,600		17,443,140
MasterCard, Inc. Class A	46,500		19,555,110
Visa, Inc. Class A	106,100		12,519,800
			70,842,785
Semiconductors & Semiconductor Equipment - 0.1%
Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR	96,300		1,471,464
Software - 4.0%
Microsoft Corp.	1,110,000		35,797,500
Oracle Corp.	656,300		19,137,708
salesforce.com, Inc. (a)	26,300		4,063,613
			58,998,821
TOTAL INFORMATION TECHNOLOGY			315,523,504
Common Stocks - continued
	Shares		Value
MATERIALS - 0.8%
Chemicals - 0.8%
E.I. du Pont de Nemours & Co.	118,900		$ 6,289,810
Syngenta AG (Switzerland)	17,850		6,150,791
			12,440,601
TELECOMMUNICATION SERVICES - 0.2%
Wireless Telecommunication Services - 0.2%
Vodafone Group PLC sponsored ADR	83,300		2,304,911
UTILITIES - 1.3%
Electric Utilities - 0.8%
Duke Energy Corp.	29,000		609,290
FirstEnergy Corp.	142,500		6,496,575
NextEra Energy, Inc.	46,800		2,858,544
PPL Corp.	47,530		1,343,198
			11,307,607
Multi-Utilities - 0.5%
National Grid PLC	404,842		4,080,346
PG&E Corp.	83,100		3,607,371
			7,687,717
TOTAL UTILITIES			18,995,324
TOTAL COMMON STOCKS (Cost $1,254,322,115)		1,430,480,770
Nonconvertible Preferred Stocks - 0.7%
CONSUMER DISCRETIONARY - 0.7%
Automobiles - 0.7%
Volkswagen AG (Cost $8,618,944)	58,100		10,216,406

Convertible Bonds - 0.1%
	Principal Amount	Value
ENERGY - 0.1%
Oil, Gas & Consumable Fuels - 0.1%
Chesapeake Energy Corp. 2.5% 5/15/37 (Cost $1,982,539)	$ 2,110,000	$ 1,948,374

Money Market Funds - 2.7%
	Shares
Fidelity Cash Central Fund, 0.14% (b) (Cost $39,131,776)	39,131,776		39,131,776
TOTAL INVESTMENT PORTFOLIO - 100.9% (Cost $1,304,055,374)			1,481,777,326
NET OTHER ASSETS (LIABILITIES) - (0.9)%			(12,905,895)
NET ASSETS - 100%		$ 1,468,871,431

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund	Income earned
Fidelity Cash Central Fund	$ 8,362
Fidelity Securities Lending Cash Central Fund	52,692
Total	$ 61,054

Other Information

The following is a summary of the inputs used, as of March 31, 2012, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:
Description	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 176,621,425	$ 176,621,425	$ -	$ -
Consumer Staples	161,026,734	161,026,734	-	-
Energy	191,668,075	191,668,075	-	-
Financials	265,941,739	265,941,739	-	-
Health Care	156,868,391	156,868,391	-	-
Industrials	139,306,472	136,355,885	2,950,587	-
Information Technology	315,523,504	315,523,504	-	-
Materials	12,440,601	6,289,810	6,150,791	-
Telecommunication Services	2,304,911	2,304,911	-	-
Utilities	18,995,324	14,914,978	4,080,346	-
Corporate Bonds	1,948,374	-	1,948,374	-
Money Market Funds	39,131,776	39,131,776	-	-
Total Investments in Securities:	$ 1,481,777,326	$ 1,466,647,228	$ 15,130,098	$ -

Income Tax Information

At March 31, 2012, the cost of investment securities for income tax purposes was $1,310,737,434. Net unrealized appreciation aggregated $171,039,892, of which $201,199,271 related to appreciated investment securities and $30,159,379 related to depreciated investment securities.

Investment Valuation

Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Security transactions are accounted for as of trade date. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value calculation under these procedures may differ from published prices for the same securities. The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels: Level 1 - quoted prices in active markets for identical investments. Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds etc.). Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available). Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts, futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and these securities are categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from independent pricing services or from dealers who make markets in such securities. For corporate bonds, pricing services utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices and are generally categorized as Level 2 in the hierarchy.

When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing matrices which consider similar factors that would be used by independent pricing services.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please

see the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC

or an affiliate.

Quarterly Report

Quarterly Holdings Report

for

Fidelity Advisor® Mega Cap
Stock Fund
Class A
Class T
Class B
Class C
Institutional Class

March 31, 2012

Class A, Class T, Class B, Class C and
Institutional Class are classes of
Fidelity® Mega Cap Stock Fund

1.864815.104

AGII-QTLY-0512

Investments March 31, 2012 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 97.4%
	Shares		Value
CONSUMER DISCRETIONARY - 11.3%
Auto Components - 0.5%
Johnson Controls, Inc.	237,500		$ 7,714,000
Automobiles - 0.4%
Bayerische Motoren Werke AG (BMW)	71,915		6,467,174
Hotels, Restaurants & Leisure - 1.2%
McDonald's Corp.	111,300		10,918,530
Yum! Brands, Inc.	92,100		6,555,678
			17,474,208
Internet & Catalog Retail - 0.2%
Amazon.com, Inc. (a)	12,400		2,511,124
Media - 5.6%
Comcast Corp. Class A (special) (non-vtg.)	1,040,600		30,708,106
The Walt Disney Co.	284,700		12,464,166
Thomson Reuters Corp.	91,200		2,636,668
Time Warner Cable, Inc.	79,300		6,462,950
Time Warner, Inc.	616,600		23,276,650
Viacom, Inc. Class B (non-vtg.)	146,800		6,967,128
			82,515,668
Multiline Retail - 1.4%
Target Corp.	352,700		20,551,829
Specialty Retail - 2.0%
Home Depot, Inc.	217,000		10,917,270
Lowe's Companies, Inc.	581,700		18,253,746
			29,171,016
TOTAL CONSUMER DISCRETIONARY			166,405,019
CONSUMER STAPLES - 11.0%
Beverages - 2.7%
PepsiCo, Inc.	267,800		17,768,530
The Coca-Cola Co.	284,700		21,070,647
			38,839,177
Food & Staples Retailing - 1.5%
CVS Caremark Corp.	219,200		9,820,160
Tesco PLC	428,800		2,263,357
Walgreen Co.	300,400		10,060,396
			22,143,913
Common Stocks - continued
	Shares		Value
CONSUMER STAPLES - continued
Food Products - 1.4%
Danone	139,517		$ 9,731,296
Kellogg Co.	186,200		9,985,906
			19,717,202
Household Products - 4.5%
Colgate-Palmolive Co.	103,400		10,110,452
Kimberly-Clark Corp.	285,100		21,066,039
Procter & Gamble Co.	525,800		35,339,018
			66,515,509
Tobacco - 0.9%
British American Tobacco PLC sponsored ADR	71,900		7,277,718
Philip Morris International, Inc.	73,730		6,533,215
			13,810,933
TOTAL CONSUMER STAPLES			161,026,734
ENERGY - 13.0%
Energy Equipment & Services - 2.4%
Halliburton Co.	533,100		17,693,589
National Oilwell Varco, Inc.	59,200		4,704,624
Schlumberger Ltd.	191,200		13,370,616
			35,768,829
Oil, Gas & Consumable Fuels - 10.6%
Apache Corp.	68,100		6,839,964
BP PLC sponsored ADR	120,300		5,413,500
Chevron Corp.	395,800		42,445,592
Exxon Mobil Corp.	572,371		49,641,737
Hess Corp.	14,800		872,460
Marathon Petroleum Corp.	43,900		1,903,504
Occidental Petroleum Corp.	135,400		12,894,142
Royal Dutch Shell PLC Class A sponsored ADR	248,600		17,434,318
Suncor Energy, Inc.	367,100		11,993,172
Williams Companies, Inc.	209,700		6,460,857
			155,899,246
TOTAL ENERGY			191,668,075
FINANCIALS - 18.1%
Capital Markets - 3.0%
BlackRock, Inc. Class A	8,900		1,823,610
Common Stocks - continued
	Shares		Value
FINANCIALS - continued
Capital Markets - continued
Charles Schwab Corp.	780,700		$ 11,218,659
Goldman Sachs Group, Inc.	35,200		4,377,824
Morgan Stanley	787,900		15,474,356
Northern Trust Corp.	102,300		4,854,135
State Street Corp.	107,500		4,891,250
UBS AG (NY Shares)	128,800		1,805,776
			44,445,610
Commercial Banks - 7.0%
Bank of Montreal	13,000		772,793
BB&T Corp.	395,900		12,427,301
HSBC Holdings PLC sponsored ADR	48,900		2,170,671
Standard Chartered PLC (United Kingdom)	162,166		4,046,399
U.S. Bancorp	559,100		17,712,288
Wells Fargo & Co.	1,903,630		64,989,928
			102,119,380
Diversified Financial Services - 6.9%
Citigroup, Inc.	726,270		26,545,169
CME Group, Inc.	29,000		8,390,570
JPMorgan Chase & Co.	1,460,900		67,172,182
			102,107,921
Insurance - 1.2%
ACE Ltd.	38,900		2,847,480
AXA SA	123,500		2,047,293
MetLife, Inc.	331,300		12,374,055
			17,268,828
TOTAL FINANCIALS			265,941,739
HEALTH CARE - 10.7%
Biotechnology - 1.0%
Amgen, Inc.	209,790		14,263,622
Health Care Equipment & Supplies - 0.3%
Baxter International, Inc.	24,200		1,446,676
St. Jude Medical, Inc.	62,100		2,751,651
			4,198,327
Health Care Providers & Services - 3.0%
Aetna, Inc.	228,400		11,456,544
Common Stocks - continued
	Shares		Value
HEALTH CARE - continued
Health Care Providers & Services - continued
McKesson Corp.	177,400		$ 15,570,398
WellPoint, Inc.	225,700		16,656,660
			43,683,602
Life Sciences Tools & Services - 0.3%
Thermo Fisher Scientific, Inc.	83,500		4,707,730
Pharmaceuticals - 6.1%
Abbott Laboratories	263,400		16,143,786
Eli Lilly & Co.	65,900		2,653,793
GlaxoSmithKline PLC sponsored ADR	196,700		8,833,797
Johnson & Johnson	240,600		15,869,976
Merck & Co., Inc.	651,700		25,025,280
Pfizer, Inc.	948,300		21,488,478
			90,015,110
TOTAL HEALTH CARE			156,868,391
INDUSTRIALS - 9.5%
Aerospace & Defense - 2.8%
Honeywell International, Inc.	185,000		11,294,250
Raytheon Co.	142,800		7,536,984
The Boeing Co.	106,500		7,920,405
United Technologies Corp.	181,500		15,053,610
			41,805,249
Air Freight & Logistics - 0.9%
United Parcel Service, Inc. Class B	166,100		13,407,592
Electrical Equipment - 0.7%
Emerson Electric Co.	190,300		9,929,854
Industrial Conglomerates - 4.0%
3M Co.	26,300		2,346,223
Danaher Corp.	168,600		9,441,600
General Electric Co.	1,760,700		35,337,249
Koninklijke Philips Electronics NV (depositary receipt) (NY Reg.)	318,597		6,483,449
Siemens AG	29,260		2,950,587
Tyco International Ltd.	40,500		2,275,290
			58,834,398
Common Stocks - continued
	Shares		Value
INDUSTRIALS - continued
Machinery - 0.9%
Illinois Tool Works, Inc.	107,500		$ 6,140,400
Ingersoll-Rand PLC	166,340		6,878,159
			13,018,559
Road & Rail - 0.2%
Union Pacific Corp.	21,500		2,310,820
TOTAL INDUSTRIALS			139,306,472
INFORMATION TECHNOLOGY - 21.5%
Communications Equipment - 2.3%
Cisco Systems, Inc.	885,100		18,719,865
Juniper Networks, Inc. (a)	227,665		5,208,975
QUALCOMM, Inc.	130,800		8,897,016
			32,825,856
Computers & Peripherals - 7.5%
Apple, Inc. (a)	144,201		86,444,173
EMC Corp. (a)	471,800		14,097,384
Hewlett-Packard Co.	415,700		9,906,131
			110,447,688
Electronic Equipment & Components - 0.4%
Corning, Inc.	423,100		5,957,248
Internet Software & Services - 2.4%
Google, Inc. Class A (a)	54,550		34,979,642
IT Services - 4.8%
Accenture PLC Class A	169,200		10,913,400
Cognizant Technology Solutions Corp. Class A (a)	135,300		10,411,335
IBM Corp.	83,600		17,443,140
MasterCard, Inc. Class A	46,500		19,555,110
Visa, Inc. Class A	106,100		12,519,800
			70,842,785
Semiconductors & Semiconductor Equipment - 0.1%
Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR	96,300		1,471,464
Software - 4.0%
Microsoft Corp.	1,110,000		35,797,500
Oracle Corp.	656,300		19,137,708
salesforce.com, Inc. (a)	26,300		4,063,613
			58,998,821
TOTAL INFORMATION TECHNOLOGY			315,523,504
Common Stocks - continued
	Shares		Value
MATERIALS - 0.8%
Chemicals - 0.8%
E.I. du Pont de Nemours & Co.	118,900		$ 6,289,810
Syngenta AG (Switzerland)	17,850		6,150,791
			12,440,601
TELECOMMUNICATION SERVICES - 0.2%
Wireless Telecommunication Services - 0.2%
Vodafone Group PLC sponsored ADR	83,300		2,304,911
UTILITIES - 1.3%
Electric Utilities - 0.8%
Duke Energy Corp.	29,000		609,290
FirstEnergy Corp.	142,500		6,496,575
NextEra Energy, Inc.	46,800		2,858,544
PPL Corp.	47,530		1,343,198
			11,307,607
Multi-Utilities - 0.5%
National Grid PLC	404,842		4,080,346
PG&E Corp.	83,100		3,607,371
			7,687,717
TOTAL UTILITIES			18,995,324
TOTAL COMMON STOCKS (Cost $1,254,322,115)		1,430,480,770
Nonconvertible Preferred Stocks - 0.7%
CONSUMER DISCRETIONARY - 0.7%
Automobiles - 0.7%
Volkswagen AG (Cost $8,618,944)	58,100		10,216,406

Convertible Bonds - 0.1%
	Principal Amount	Value
ENERGY - 0.1%
Oil, Gas & Consumable Fuels - 0.1%
Chesapeake Energy Corp. 2.5% 5/15/37 (Cost $1,982,539)	$ 2,110,000	$ 1,948,374

Money Market Funds - 2.7%
	Shares
Fidelity Cash Central Fund, 0.14% (b) (Cost $39,131,776)	39,131,776		39,131,776
TOTAL INVESTMENT PORTFOLIO - 100.9% (Cost $1,304,055,374)			1,481,777,326
NET OTHER ASSETS (LIABILITIES) - (0.9)%			(12,905,895)
NET ASSETS - 100%		$ 1,468,871,431

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund	Income earned
Fidelity Cash Central Fund	$ 8,362
Fidelity Securities Lending Cash Central Fund	52,692
Total	$ 61,054

Other Information

The following is a summary of the inputs used, as of March 31, 2012, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:
Description	Total	Level 1	Level 2	Level 3
Investments in Securities:
Equities:
Consumer Discretionary	$ 176,621,425	$ 176,621,425	$ -	$ -
Consumer Staples	161,026,734	161,026,734	-	-
Energy	191,668,075	191,668,075	-	-
Financials	265,941,739	265,941,739	-	-
Health Care	156,868,391	156,868,391	-	-
Industrials	139,306,472	136,355,885	2,950,587	-
Information Technology	315,523,504	315,523,504	-	-
Materials	12,440,601	6,289,810	6,150,791	-
Telecommunication Services	2,304,911	2,304,911	-	-
Utilities	18,995,324	14,914,978	4,080,346	-
Corporate Bonds	1,948,374	-	1,948,374	-
Money Market Funds	39,131,776	39,131,776	-	-
Total Investments in Securities:	$ 1,481,777,326	$ 1,466,647,228	$ 15,130,098	$ -

Income Tax Information

At March 31, 2012, the cost of investment securities for income tax purposes was $1,310,737,434. Net unrealized appreciation aggregated $171,039,892, of which $201,199,271 related to appreciated investment securities and $30,159,379 related to depreciated investment securities.

Investment Valuation

Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Security transactions are accounted for as of trade date. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value calculation under these procedures may differ from published prices for the same securities. The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels: Level 1 - quoted prices in active markets for identical investments. Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds etc.). Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available). Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts, futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and these securities are categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from independent pricing services or from dealers who make markets in such securities. For corporate bonds, pricing services utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices and are generally categorized as Level 2 in the hierarchy.

When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing matrices which consider similar factors that would be used by independent pricing services.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please visit advisor.fidelity.com or call Fidelity at 1-877-208-0098 for a free copy of the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC

or an affiliate.

Quarterly Report

Item 2. Controls and Procedures

(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the Fidelity Hastings Street Trust's (the "Trust") disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act) provide reasonable assurances that material information relating to the Trust is made known to them by the appropriate persons, based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.

(a)(ii) There was no change in the Trust's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) that occurred during the Trust's last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Trust's internal control over financial reporting.

Item 3. Exhibits

Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Fidelity Hastings Street Trust

By:	/s/Kenneth B. Robins
	Kenneth B. Robins
	President and Treasurer
Date:	May 30, 2012

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:	/s/Kenneth B. Robins
	Kenneth B. Robins
	President and Treasurer
Date:	May 30, 2012
By:	/s/Christine Reynolds
	Christine Reynolds
	Chief Financial Officer
Date:	May 30, 2012

EX-99.CERT

Exhibit EX-99.CERT

I, Kenneth B. Robins, certify that:

1. I have reviewed this report on Form N-Q of Fidelity Hastings Street Trust;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based upon such evaluation; and

d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: May 30, 2012

/s/Kenneth B. Robins

Kenneth B. Robins

President and Treasurer

I, Christine Reynolds, certify that:

1. I have reviewed this report on Form N-Q of Fidelity Hastings Street Trust;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based upon such evaluation; and

d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: May 30, 2012

/s/Christine Reynolds

Christine Reynolds

Chief Financial Officer