-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IqhGkJZbLT2shcJriJZuMvE+wPivWixvvNNFJpjI7KFgRl98VPYezmUy6+t63qIX hWM1eiyzUpqxGlYjdU52Ew== 0000722574-08-000121.txt : 20080530 0000722574-08-000121.hdr.sgml : 20080530 20080530090446 ACCESSION NUMBER: 0000722574-08-000121 CONFORMED SUBMISSION TYPE: N-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080331 FILED AS OF DATE: 20080530 DATE AS OF CHANGE: 20080530 EFFECTIVENESS DATE: 20080530 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIDELITY HASTINGS STREET TRUST CENTRAL INDEX KEY: 0000035348 IRS NUMBER: 046026953 STATE OF INCORPORATION: MA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: N-Q SEC ACT: 1940 Act SEC FILE NUMBER: 811-00215 FILM NUMBER: 08868481 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: MAIL ZONE Z1C 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 0000035348 S000007019 Fidelity Growth Discovery Fund C000019191 Fidelity Growth Discovery Fund FDSVX 0000035348 S000007020 Fidelity Fifty C000019192 Fidelity Fifty FFTYX 0000035348 S000007021 Fidelity Fund C000019193 Fidelity Fund FFIDX 0000035348 S000007022 Fidelity Mega Cap Stock Fund C000019194 Fidelity Growth & Income II Portfolio FGRTX C000059099 Fidelity Advisor Mega Cap Stock Fund: Class A C000059100 Fidelity Advisor Mega Cap Stock Fund: Class B C000059101 Fidelity Advisor Mega Cap Stock Fund: Class C C000059102 Fidelity Advisor Mega Cap Stock Fund: Class T C000059103 Fidelity Advisor Mega Cap Stock Fund: Institutional Class N-Q 1 main.htm

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)

Eric D. Roiter, 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, 2008

Item 1. Schedule of Investments

Quarterly Holdings Report

for

Fidelity Fifty®

March 31, 2008

1.799847.104

FIF-QTLY-0508

Investments March 31, 2008 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 97.1%

Shares

Value

CONSUMER DISCRETIONARY - 17.3%

Auto Components - 1.6%

WABCO Holdings, Inc.

449,400

$ 20,501,628

Diversified Consumer Services - 7.9%

DeVry, Inc.

1,216,000

50,877,440

Universal Technical Institute, Inc. (a)(d)

401,057

4,704,399

Weight Watchers International, Inc.

955,806

44,282,492

99,864,331

Hotels, Restaurants & Leisure - 0.3%

International Game Technology

70,900

2,850,889

Household Durables - 3.5%

Harman International Industries, Inc.

1,024,441

44,604,161

Media - 4.0%

The Walt Disney Co.

836,000

26,233,680

Time Warner, Inc.

1,759,173

24,663,605

50,897,285

TOTAL CONSUMER DISCRETIONARY

218,718,294

CONSUMER STAPLES - 7.3%

Beverages - 3.6%

Molson Coors Brewing Co. Class B

864,666

45,455,492

Food & Staples Retailing - 3.7%

CVS Caremark Corp.

1,174,600

47,583,046

Whole Foods Market, Inc.

3,200

105,504

47,688,550

TOTAL CONSUMER STAPLES

93,144,042

ENERGY - 20.5%

Energy Equipment & Services - 7.0%

BJ Services Co.

458,100

13,060,431

Diamond Offshore Drilling, Inc.

308,700

35,932,680

Halliburton Co.

325,500

12,801,915

Weatherford International Ltd. (a)

364,500

26,415,315

88,210,341

Oil, Gas & Consumable Fuels - 13.5%

Chesapeake Energy Corp.

916,100

42,278,015

CVR Energy, Inc. (d)

174,500

4,018,735

EOG Resources, Inc.

335,300

40,236,000

Peabody Energy Corp.

529,400

26,999,400

Common Stocks - continued

Shares

Value

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Tesoro Corp.

424,500

$ 12,735,000

Valero Energy Corp.

264,800

13,004,328

XTO Energy, Inc.

520,031

32,169,118

171,440,596

TOTAL ENERGY

259,650,937

FINANCIALS - 5.9%

Capital Markets - 2.9%

EFG International

633,850

21,699,542

Lehman Brothers Holdings, Inc.

413,800

15,575,432

37,274,974

Diversified Financial Services - 1.6%

Bolsa de Mercadorias & Futuros - BM&F SA

2,256,600

20,331,004

Real Estate Management & Development - 1.4%

Indiabulls Real Estate Ltd. (a)

1,435,394

17,498,683

The St. Joe Co. (d)

2,700

115,911

17,614,594

TOTAL FINANCIALS

75,220,572

HEALTH CARE - 9.5%

Health Care Equipment & Supplies - 3.5%

C.R. Bard, Inc.

221,314

21,334,670

Stryker Corp.

352,800

22,949,640

44,284,310

Health Care Providers & Services - 3.4%

Express Scripts, Inc. (a)

337,600

21,714,432

Henry Schein, Inc. (a)

373,331

21,429,199

43,143,631

Health Care Technology - 0.8%

HLTH Corp. (a)

1,035,900

9,882,486

Life Sciences Tools & Services - 1.3%

Waters Corp. (a)

303,500

16,904,950

Pharmaceuticals - 0.5%

Allergan, Inc.

111,100

6,264,929

TOTAL HEALTH CARE

120,480,306

Common Stocks - continued

Shares

Value

INDUSTRIALS - 13.7%

Airlines - 1.2%

Delta Air Lines, Inc. (a)

1,355,617

$ 11,658,306

Northwest Airlines Corp. (a)

457,200

4,110,228

15,768,534

Electrical Equipment - 5.3%

Alstom SA

118,200

25,622,610

Nexans SA

183,100

21,591,412

Prysmian SpA

919,363

19,620,212

66,834,234

Machinery - 4.3%

Flowserve Corp. (d)

517,200

53,985,336

Road & Rail - 2.9%

All America Latina Logistica SA unit

598,300

6,000,729

CSX Corp.

228,600

12,817,602

Hertz Global Holdings, Inc. (a)

1,535,700

18,520,542

37,338,873

TOTAL INDUSTRIALS

173,926,977

INFORMATION TECHNOLOGY - 17.9%

Communications Equipment - 12.0%

Juniper Networks, Inc. (a)

1,271,555

31,788,875

Nokia Corp. sponsored ADR

2,932,200

93,331,925

Research In Motion Ltd. (a)

245,700

27,574,911

152,695,711

Internet Software & Services - 2.2%

Akamai Technologies, Inc. (a)(d)

994,197

27,996,588

IT Services - 3.7%

Fiserv, Inc. (a)

811,400

39,020,226

Redecard SA

9,400

154,542

Visa, Inc.

112,900

7,040,444

46,215,212

TOTAL INFORMATION TECHNOLOGY

226,907,511

TELECOMMUNICATION SERVICES - 3.9%

Wireless Telecommunication Services - 3.9%

American Tower Corp. Class A (a)(d)

1,261,100

49,447,731

Common Stocks - continued

Shares

Value

UTILITIES - 1.1%

Electric Utilities - 1.1%

Pepco Holdings, Inc.

539,600

$ 13,338,912

TOTAL COMMON STOCKS

(Cost $1,279,447,038)

1,230,835,282

Money Market Funds - 5.3%

Fidelity Cash Central Fund, 2.69% (b)

24,765,257

24,765,257

Fidelity Securities Lending Cash Central Fund, 2.84% (b)(c)

42,684,225

42,684,225

TOTAL MONEY MARKET FUNDS

(Cost $67,449,482)

67,449,482

TOTAL INVESTMENT PORTFOLIO - 102.4%

(Cost $1,346,896,520)

1,298,284,764

NET OTHER ASSETS - (2.4)%

(30,525,415)

NET ASSETS - 100%

$ 1,267,759,349

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.

(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

$ 988,787

Fidelity Securities Lending Cash Central Fund

83,226

Total

$ 1,072,013

Income Tax Information

At March 31, 2008, the aggregate cost of investment securities for income tax purposes was $1,363,564,887. Net unrealized depreciation aggregated $65,280,123, of which $109,368,983 related to appreciated investment securities and $174,649,106 related to depreciated investment securities.

Investment Valuation

Investments are valued as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time. Security transactions are accounted for as of trade date. Wherever possible, the fund uses independent pricing services approved by the Board of Trustees to value its investments. 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. 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. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value. When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. For example, when developments occur between the close of a market and the close of the NYSE that may materially affect the value of some or all of the securities, or when trading in a security is halted, those securities may be fair valued. The frequency of when fair value pricing is used is unpredictable. The value of securities used under fair value pricing may differ from published prices for the same securities.

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 ® Fund

March 31, 2008

1.799854.104

FID-QTLY-0508

Investments March 31, 2008 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.1%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 8.1%

Auto Components - 0.2%

Johnson Controls, Inc.

526,600

$ 17,799

Hotels, Restaurants & Leisure - 1.0%

McDonald's Corp.

766,900

42,770

Vail Resorts, Inc. (a)(d)

500,300

24,159

66,929

Household Durables - 1.0%

Lennar Corp. Class A (d)

666,800

12,543

Whirlpool Corp.

665,200

57,726

70,269

Media - 2.2%

Discovery Holding Co. Class A (a)

775,400

16,454

McGraw-Hill Companies, Inc.

896,855

33,139

News Corp. Class A

1,440,300

27,006

Regal Entertainment Group Class A

1,354,628

26,131

Time Warner, Inc.

3,538,700

49,613

152,343

Multiline Retail - 1.0%

Macy's, Inc.

905,800

20,888

Target Corp.

962,500

48,780

69,668

Specialty Retail - 2.3%

Abercrombie & Fitch Co. Class A

286,300

20,940

AutoZone, Inc. (a)

176,900

20,137

Home Depot, Inc.

983,200

27,500

Lowe's Companies, Inc.

1,491,100

34,206

PetSmart, Inc.

993,451

20,306

Staples, Inc.

1,624,850

35,925

159,014

Textiles, Apparel & Luxury Goods - 0.4%

Polo Ralph Lauren Corp. Class A

547,373

31,906

TOTAL CONSUMER DISCRETIONARY

567,928

CONSUMER STAPLES - 8.2%

Beverages - 1.8%

PepsiCo, Inc.

1,187,990

85,773

The Coca-Cola Co.

651,300

39,645

125,418

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Food & Staples Retailing - 1.6%

CVS Caremark Corp.

1,392,300

$ 56,402

Wal-Mart Stores, Inc.

1,053,800

55,514

111,916

Food Products - 2.9%

Bunge Ltd.

780,400

67,801

Kellogg Co.

380,600

20,004

Lindt & Spruengli AG (participation certificate)

12,834

42,644

Nestle SA (Reg.)

142,841

71,374

201,823

Household Products - 1.4%

Colgate-Palmolive Co.

333,800

26,006

Procter & Gamble Co.

1,026,244

71,909

97,915

Tobacco - 0.5%

Altria Group, Inc.

934,700

20,750

British American Tobacco PLC sponsored ADR (d)

238,900

18,097

38,847

TOTAL CONSUMER STAPLES

575,919

ENERGY - 13.9%

Energy Equipment & Services - 1.3%

Schlumberger Ltd. (NY Shares)

722,200

62,831

Transocean, Inc. (a)

203,933

27,572

90,403

Oil, Gas & Consumable Fuels - 12.6%

Canadian Natural Resources Ltd.

348,800

23,875

Chesapeake Energy Corp.

1,173,900

54,175

Chevron Corp.

709,500

60,563

ConocoPhillips

675,400

51,472

Copano Energy LLC

420,400

14,373

Denbury Resources, Inc. (a)

904,600

25,826

Devon Energy Corp.

169,800

17,715

Energy Transfer Equity LP

567,700

17,735

EOG Resources, Inc.

495,300

59,436

Exxon Mobil Corp.

1,803,700

152,557

Hess Corp.

494,600

43,614

Occidental Petroleum Corp.

1,277,400

93,467

Peabody Energy Corp.

1,343,900

68,539

Common Stocks - continued

Shares

Value (000s)

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Petroleo Brasileiro SA - Petrobras sponsored ADR

346,900

$ 35,422

Plains Exploration & Production Co. (a)

336,800

17,898

Ultra Petroleum Corp. (a)

495,279

38,384

Valero Energy Corp.

1,233,200

60,562

Williams Companies, Inc.

823,700

27,166

XTO Energy, Inc.

325,000

20,105

882,884

TOTAL ENERGY

973,287

FINANCIALS - 16.5%

Capital Markets - 4.9%

Bank of New York Mellon Corp.

1,037,500

43,295

Goldman Sachs Group, Inc.

285,000

47,136

Julius Baer Holding AG

610,658

45,008

Lazard Ltd. Class A

514,500

19,654

Lehman Brothers Holdings, Inc.

1,073,100

40,391

Morgan Stanley

394,600

18,033

State Street Corp.

1,144,300

90,400

T. Rowe Price Group, Inc.

765,300

38,265

342,182

Commercial Banks - 1.8%

First Community Bancorp, California

67,300

1,807

PNC Financial Services Group, Inc.

324,600

21,284

U.S. Bancorp, Delaware

725,500

23,477

Wachovia Corp.

740,700

19,999

Wells Fargo & Co.

2,033,700

59,181

125,748

Consumer Finance - 1.1%

American Express Co.

770,292

33,677

Capital One Financial Corp.

569,400

28,026

SLM Corp.

923,900

14,182

75,885

Diversified Financial Services - 4.2%

Bank of America Corp.

2,970,765

112,622

Bovespa Holding SA

1,196,200

16,190

CIT Group, Inc.

567,100

6,720

Citigroup, Inc.

1,298,500

27,814

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Diversified Financial Services - continued

Deutsche Boerse AG

153,000

$ 24,643

JPMorgan Chase & Co.

2,472,000

106,172

294,161

Insurance - 3.4%

AFLAC, Inc.

293,800

19,082

American International Group, Inc.

1,546,900

66,903

Berkshire Hathaway, Inc. Class A (a)

247

32,950

Hartford Financial Services Group, Inc.

354,700

26,876

MetLife, Inc.

627,600

37,819

Principal Financial Group, Inc.

899,800

50,137

233,767

Thrifts & Mortgage Finance - 1.1%

Fannie Mae

1,471,800

38,738

Freddie Mac (d)

1,494,700

37,846

76,584

TOTAL FINANCIALS

1,148,327

HEALTH CARE - 12.4%

Biotechnology - 1.8%

Cephalon, Inc. (a)

267,200

17,208

CSL Ltd.

1,850,100

62,418

Gilead Sciences, Inc. (a)

919,000

47,356

126,982

Health Care Equipment & Supplies - 5.1%

Becton, Dickinson & Co.

933,000

80,098

C.R. Bard, Inc.

1,193,700

115,073

Covidien Ltd.

659,000

29,161

Philip Morris International, Inc. (a)

934,700

47,277

Smith & Nephew PLC

1,110,100

14,651

Sonova Holding AG

346,437

31,778

St. Jude Medical, Inc. (a)

882,900

38,132

356,170

Health Care Providers & Services - 0.6%

Medco Health Solutions, Inc. (a)

872,000

38,185

Pharmaceuticals - 4.9%

Abbott Laboratories

959,900

52,938

Allergan, Inc.

636,800

35,909

Elan Corp. PLC sponsored ADR (a)

1,954,296

40,767

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Pharmaceuticals - continued

Merck & Co., Inc.

1,314,500

$ 49,885

Roche Holding AG (participation certificate)

472,406

88,902

Wyeth

1,786,640

74,610

343,011

TOTAL HEALTH CARE

864,348

INDUSTRIALS - 12.1%

Aerospace & Defense - 5.7%

General Dynamics Corp.

884,800

73,766

Goodrich Corp.

489,600

28,157

Hexcel Corp. (a)

1,161,300

22,192

Honeywell International, Inc.

1,861,100

105,003

Lockheed Martin Corp.

917,430

91,101

Northrop Grumman Corp.

206,800

16,091

Raytheon Co.

530,800

34,295

Rolls-Royce Group PLC

21

0

The Boeing Co.

386,200

28,722

399,327

Air Freight & Logistics - 0.7%

United Parcel Service, Inc. Class B

697,700

50,946

Commercial Services & Supplies - 0.7%

Stericycle, Inc. (a)

394,900

20,337

The Brink's Co.

406,600

27,315

47,652

Construction & Engineering - 0.7%

Fluor Corp.

240,300

33,921

Jacobs Engineering Group, Inc. (a)

187,200

13,776

47,697

Electrical Equipment - 1.4%

ABB Ltd. (Reg.)

770,534

20,684

Alstom SA

105,300

22,826

American Superconductor Corp. (a)(d)

364,800

8,460

Suntech Power Holdings Co. Ltd. sponsored ADR (a)

543,300

22,036

Vestas Wind Systems AS (a)

212,200

23,179

97,185

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Industrial Conglomerates - 1.9%

General Electric Co.

3,066,226

$ 113,481

Siemens AG sponsored ADR

192,000

20,916

134,397

Machinery - 1.0%

Danaher Corp.

400,000

30,412

Eaton Corp.

220,200

17,543

Sulzer AG (Reg.)

14,241

18,827

66,782

TOTAL INDUSTRIALS

843,986

INFORMATION TECHNOLOGY - 14.3%

Communications Equipment - 2.1%

Cisco Systems, Inc. (a)

3,598,176

86,680

QUALCOMM, Inc.

895,300

36,707

Research In Motion Ltd. (a)

220,400

24,735

148,122

Computers & Peripherals - 3.7%

Apple, Inc. (a)

201,300

28,887

Hewlett-Packard Co.

3,033,600

138,514

International Business Machines Corp.

615,000

70,811

NCR Corp. (a)

814,121

18,586

256,798

Electronic Equipment & Instruments - 1.0%

Amphenol Corp. Class A

1,897,238

70,672

Internet Software & Services - 0.5%

Google, Inc. Class A (sub. vtg.) (a)

79,285

34,923

Semiconductors & Semiconductor Equipment - 3.5%

Analog Devices, Inc.

778,400

22,978

Applied Materials, Inc.

2,794,200

54,515

Infineon Technologies AG sponsored ADR (a)

1,930,600

13,553

Intel Corp.

1,416,700

30,006

Lam Research Corp. (a)

835,000

31,914

Skyworks Solutions, Inc. (a)

2,279,134

16,592

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR

2,315,800

23,783

Texas Instruments, Inc.

611,000

17,273

Xilinx, Inc.

1,456,700

34,597

245,211

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Software - 3.5%

Microsoft Corp.

5,491,100

$ 155,837

Nintendo Co. Ltd.

54,100

28,304

Oracle Corp. (a)

2,044,500

39,990

VMware, Inc. Class A (d)

426,900

18,280

242,411

TOTAL INFORMATION TECHNOLOGY

998,137

MATERIALS - 6.1%

Chemicals - 5.8%

Albemarle Corp.

646,700

23,617

Ecolab, Inc.

806,300

35,018

FMC Corp.

187,600

10,410

Monsanto Co.

2,192,454

244,464

Potash Corp. of Saskatchewan, Inc.

154,600

23,995

Praxair, Inc.

428,322

36,078

The Mosaic Co. (a)

308,400

31,642

405,224

Metals & Mining - 0.3%

Newcrest Mining Ltd.

447,353

13,645

Nucor Corp.

151,200

10,242

23,887

TOTAL MATERIALS

429,111

TELECOMMUNICATION SERVICES - 3.3%

Diversified Telecommunication Services - 3.3%

AT&T, Inc.

2,449,895

93,831

Verizon Communications, Inc.

3,657,600

133,320

227,151

UTILITIES - 3.2%

Electric Utilities - 1.6%

E.ON AG

163,367

30,240

Entergy Corp.

328,900

35,876

Exelon Corp.

276,600

22,479

PPL Corp.

412,700

18,951

107,546

Independent Power Producers & Energy Traders - 1.6%

AES Corp. (a)

674,700

11,247

Common Stocks - continued

Shares

Value (000s)

UTILITIES - continued

Independent Power Producers & Energy Traders - continued

Constellation Energy Group, Inc.

406,000

$ 35,838

Dynegy, Inc. Class A (a)

3,835,000

30,258

NRG Energy, Inc. (a)

935,200

36,463

113,806

TOTAL UTILITIES

221,352

TOTAL COMMON STOCKS

(Cost $6,168,799)

6,849,546

Nonconvertible Preferred Stocks - 0.0%

INDUSTRIALS - 0.0%

Aerospace & Defense - 0.0%

Rolls-Royce Group PLC B Shares (a)

1,881

0

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $0)

0

Money Market Funds - 2.5%

Fidelity Cash Central Fund, 2.69% (b)

116,517,219

116,517

Fidelity Securities Lending Cash Central Fund, 2.84% (b)(c)

54,709,850

54,710

TOTAL MONEY MARKET FUNDS

(Cost $171,227)

171,227

TOTAL INVESTMENT PORTFOLIO - 100.6%

(Cost $6,340,026)

7,020,773

NET OTHER ASSETS - (0.6)%

(40,966)

NET ASSETS - 100%

$ 6,979,807

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.

(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
(Amounts in thousands)

Fidelity Cash Central Fund

$ 4,750

Fidelity Securities Lending Cash Central Fund

374

Total

$ 5,124

Other Information

The following is a summary of the inputs used, as of March 31, 2008, involving the Fund's assets carried at 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

$ 7,020,773

$ 7,006,122

$ 14,651

$ -

Income Tax Information

At March 31, 2008, the aggregate cost of investment securities for income tax purposes was $6,384,051,000. Net unrealized appreciation aggregated $636,722,000, of which $1,046,312,000 related to appreciated investment securities and $409,590,000 related to depreciated investment securities.

Investment Valuation

Investments are valued as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time. Security transactions are accounted for as of trade date. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

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. 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. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

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. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value calculation under these procedures may differ from published prices for the same securities.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, "Fair Value Measurements" (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants would use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within 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


(formerly Fidelity Discovery Fund)

March 31, 2008

1.799853.104

CII-QTLY-0508

Investments March 31, 2008 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.6%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 4.8%

Automobiles - 0.1%

Harley-Davidson, Inc.

47,700

$ 1,789

Diversified Consumer Services - 1.5%

Apollo Group, Inc. Class A (non-vtg.) (a)

336,800

14,550

Strayer Education, Inc.

70,929

10,817

25,367

Hotels, Restaurants & Leisure - 1.1%

BJ's Restaurants, Inc. (a)

45,800

660

McDonald's Corp.

317,400

17,701

18,361

Household Durables - 0.5%

Pulte Homes, Inc. (c)

551,500

8,024

Leisure Equipment & Products - 0.7%

Nikon Corp.

454,000

12,150

Media - 0.2%

Focus Media Holding Ltd. ADR (a)

87,200

3,065

National CineMedia, Inc.

51,100

1,149

4,214

Multiline Retail - 0.1%

Target Corp.

34,400

1,743

Specialty Retail - 0.4%

DSW, Inc. Class A (a)(c)

229,000

2,966

Gamestop Corp. Class A (a)

79,600

4,116

7,082

Textiles, Apparel & Luxury Goods - 0.2%

Lululemon Athletica, Inc. (c)

151,211

4,299

TOTAL CONSUMER DISCRETIONARY

83,029

CONSUMER STAPLES - 7.3%

Beverages - 0.5%

PepsiCo, Inc.

122,700

8,859

Food & Staples Retailing - 1.4%

CVS Caremark Corp.

370,800

15,021

Whole Foods Market, Inc. (c)

233,061

7,684

22,705

Food Products - 1.2%

Nestle SA sponsored ADR

163,300

20,399

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Household Products - 4.2%

Colgate-Palmolive Co.

387,600

$ 30,198

Procter & Gamble Co.

598,300

41,923

72,121

TOTAL CONSUMER STAPLES

124,084

ENERGY - 10.9%

Energy Equipment & Services - 2.0%

Atwood Oceanics, Inc. (a)

820

75

Cameron International Corp. (a)

57,072

2,376

FMC Technologies, Inc. (a)

52,500

2,987

National Oilwell Varco, Inc. (a)

184,700

10,783

Smith International, Inc.

117,894

7,572

Transocean, Inc. (a)

82,000

11,086

34,879

Oil, Gas & Consumable Fuels - 8.9%

Chesapeake Energy Corp.

288,000

13,291

Denbury Resources, Inc. (a)

971,249

27,729

Enterprise Products Partners LP

114,800

3,410

EOG Resources, Inc.

178,200

21,384

Hess Corp.

62,000

5,467

OAO Gazprom sponsored ADR

259,300

13,224

Occidental Petroleum Corp.

23,900

1,749

Petroleo Brasileiro SA - Petrobras sponsored ADR

176,700

18,043

Reliance Industries Ltd.

30,592

1,732

Southwestern Energy Co. (a)

331,600

11,172

Ultra Petroleum Corp. (a)

73,600

5,704

Valero Energy Corp.

195,700

9,611

Williams Companies, Inc.

570,200

18,805

151,321

TOTAL ENERGY

186,200

FINANCIALS - 20.3%

Capital Markets - 2.3%

Charles Schwab Corp.

883,200

16,631

Lehman Brothers Holdings, Inc.

443,651

16,699

Northern Trust Corp.

78,900

5,244

38,574

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Commercial Banks - 0.9%

U.S. Bancorp, Delaware

295,000

$ 9,546

UCBH Holdings, Inc.

258,306

2,004

Wells Fargo & Co.

131,900

3,838

15,388

Diversified Financial Services - 1.4%

JPMorgan Chase & Co.

306,865

13,180

KKR Financial Holdings LLC (c)

823,413

10,424

23,604

Insurance - 12.3%

AFLAC, Inc.

207,880

13,502

American International Group, Inc.

531,231

22,976

Assurant, Inc.

133,000

8,094

Berkshire Hathaway, Inc.:

Class A (a)

102

13,607

Class B (a)

20,490

91,652

Fidelity National Financial, Inc. Class A

571,200

10,470

LandAmerica Financial Group, Inc.

28,500

1,125

Principal Financial Group, Inc.

160,200

8,926

Prudential Financial, Inc.

325,705

25,486

The First American Corp.

455,600

15,463

211,301

Real Estate Investment Trusts - 2.5%

Annaly Capital Management, Inc.

2,122,773

32,521

MFA Mortgage Investments, Inc.

1,654,673

10,424

42,945

Thrifts & Mortgage Finance - 0.9%

New York Community Bancorp, Inc. (c)

836,300

15,237

TOTAL FINANCIALS

347,049

HEALTH CARE - 14.0%

Biotechnology - 5.9%

Acorda Therapeutics, Inc. (a)

268,300

4,816

Altus Pharmaceuticals, Inc. (a)(c)

152,052

692

Biogen Idec, Inc. (a)

372,589

22,985

CSL Ltd.

808,650

27,282

Genentech, Inc. (a)

321,958

26,137

Gilead Sciences, Inc. (a)

357,898

18,442

100,354

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Health Care Equipment & Supplies - 3.0%

Alcon, Inc.

88,500

$ 12,589

Becton, Dickinson & Co.

179,396

15,401

C.R. Bard, Inc.

119,677

11,537

Cochlear Ltd.

82,231

4,111

DENTSPLY International, Inc.

211,500

8,164

51,802

Health Care Providers & Services - 3.6%

Henry Schein, Inc. (a)

237,800

13,650

Medco Health Solutions, Inc. (a)

1,078,508

47,228

60,878

Life Sciences Tools & Services - 1.1%

Covance, Inc. (a)

188,088

15,606

Pharmaceutical Product Development, Inc.

90,000

3,771

19,377

Pharmaceuticals - 0.4%

Allergan, Inc.

135,900

7,663

TOTAL HEALTH CARE

240,074

INDUSTRIALS - 7.5%

Aerospace & Defense - 1.7%

General Dynamics Corp.

222,700

18,566

Rockwell Collins, Inc.

165,581

9,463

United Technologies Corp.

24,400

1,679

29,708

Commercial Services & Supplies - 0.5%

Corrections Corp. of America (a)

269,830

7,426

Robert Half International, Inc.

68,200

1,755

9,181

Electrical Equipment - 1.9%

Alstom SA

60,300

13,071

Vestas Wind Systems AS (a)

184,800

20,186

33,257

Industrial Conglomerates - 2.0%

Global Consumer Acquisition Corp. unit

100,000

995

McDermott International, Inc. (a)

594,600

32,596

33,591

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Machinery - 0.4%

Danaher Corp.

82,400

$ 6,265

Marine - 0.7%

DryShips, Inc.

80,254

4,808

Eagle Bulk Shipping, Inc.

104,830

2,700

Genco Shipping & Trading Ltd.

71,900

4,057

11,565

Trading Companies & Distributors - 0.3%

Fastenal Co. (c)

91,443

4,200

TOTAL INDUSTRIALS

127,767

INFORMATION TECHNOLOGY - 20.6%

Communications Equipment - 6.6%

Harris Corp.

149,700

7,265

Nokia Corp. sponsored ADR

2,454,300

78,120

QUALCOMM, Inc.

484,000

19,844

Research In Motion Ltd. (a)

65,100

7,306

112,535

Computers & Peripherals - 0.4%

EMC Corp. (a)

500,325

7,175

Electronic Equipment & Instruments - 0.8%

Amphenol Corp. Class A

371,100

13,823

Internet Software & Services - 3.6%

Google, Inc. Class A (sub. vtg.) (a)

65,286

28,757

The Knot, Inc. (a)(c)

257,500

3,026

VeriSign, Inc. (a)(c)

880,200

29,258

61,041

IT Services - 4.6%

Cognizant Technology Solutions Corp. Class A (a)

604,700

17,434

ExlService Holdings, Inc. (a)

67,811

1,557

Infosys Technologies Ltd.

264,303

9,507

Infosys Technologies Ltd. sponsored ADR

274,000

9,801

The Western Union Co.

1,411,100

30,014

Visa, Inc.

172,398

10,751

79,064

Semiconductors & Semiconductor Equipment - 3.1%

Applied Materials, Inc.

2,733,100

53,323

Software - 1.5%

Nintendo Co. Ltd.

33,100

17,317

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Software - continued

Ubisoft Entertainment SA (a)

26,500

$ 2,283

VMware, Inc. Class A (c)

127,260

5,449

25,049

TOTAL INFORMATION TECHNOLOGY

352,010

MATERIALS - 8.1%

Chemicals - 2.5%

Monsanto Co.

84,300

9,399

The Mosaic Co. (a)

323,742

33,216

42,615

Metals & Mining - 5.6%

ArcelorMittal SA (NY Reg.) Class A

255,800

20,924

BHP Billiton PLC

249,400

7,398

Compass Minerals International, Inc.

426,003

25,126

Evraz Group SA GDR

36,600

3,159

Fording Canadian Coal Trust (c)

152,300

7,973

Goldcorp, Inc.

520,500

20,225

Rio Tinto PLC sponsored ADR

23,700

9,761

Vedanta Resources PLC

41,200

1,714

96,280

TOTAL MATERIALS

138,895

UTILITIES - 5.1%

Electric Utilities - 3.0%

Entergy Corp.

170,911

18,643

Exelon Corp.

304,497

24,746

PPL Corp.

166,400

7,641

51,030

Independent Power Producers & Energy Traders - 1.4%

Constellation Energy Group, Inc.

264,200

23,321

Common Stocks - continued

Shares

Value (000s)

UTILITIES - continued

Multi-Utilities - 0.7%

Public Service Enterprise Group, Inc.

230,600

$ 9,268

Wisconsin Energy Corp.

78,900

3,471

12,739

TOTAL UTILITIES

87,090

TOTAL COMMON STOCKS

(Cost $1,754,845)

1,686,198

Money Market Funds - 5.3%

Fidelity Cash Central Fund, 2.69% (b)
(Cost $36,384)

36,383,888

36,384

Fidelity Securities Lending Cash Central Fund, 2.44% (b)(d)

53,861,867

53,862

TOTAL MONEY MARKET FUNDS

(Cost $90,246)

90,246

TOTAL INVESTMENT PORTFOLIO - 103.9%

(Cost $1,845,090)

1,776,444

NET OTHER ASSETS - (3.9)%

(65,968)

NET ASSETS - 100%

$ 1,710,476

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.

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

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

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

$ 2,105

Fidelity Securities Lending Cash Central Fund

119

Total

$ 2,224

Income Tax Information

At March 31, 2008, the aggregate cost of investment securities for income tax purposes was $1,852,215,000. Net unrealized depreciation aggregated $75,771,000, of which $72,586,000 related to appreciated investment securities and $148,357,000 related to depreciated investment securities.

Investment Valuation

Investments are valued as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time. Security transactions are accounted for as of trade date. Wherever possible, the fund uses independent pricing services approved by the Board of Trustees to value its investments. 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. 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. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value. When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. For example, when developments occur between the close of a market and the close of the NYSE that may materially affect the value of some or all of the securities, or when trading in a security is halted, those securities may be fair valued. The frequency of when fair value pricing is used is unpredictable. The value of securities used under fair value pricing may differ from published prices for the same securities.

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

(formerly Fidelity ® Growth & Income II
Portfolio)

March 31, 2008

1.799848.104

GII-QTLY-0508

Investments March 31, 2008 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 99.0%

Shares

Value

CONSUMER DISCRETIONARY - 9.9%

Auto Components - 0.4%

Johnson Controls, Inc.

84,600

$ 2,859,480

Automobiles - 0.1%

Toyota Motor Corp. sponsored ADR

10,000

1,008,900

Hotels, Restaurants & Leisure - 1.7%

McDonald's Corp.

213,700

11,918,049

Household Durables - 1.6%

Whirlpool Corp. (d)

128,400

11,142,552

Internet & Catalog Retail - 0.1%

Amazon.com, Inc. (a)

6,600

470,580

Media - 2.0%

CBS Corp. Class B

14,300

315,744

McGraw-Hill Companies, Inc.

57,900

2,139,405

News Corp. Class A

40,100

751,875

Omnicom Group, Inc.

21,100

932,198

The DIRECTV Group, Inc. (a)

77,400

1,918,746

The Walt Disney Co.

58,600

1,838,868

Time Warner Cable, Inc. (a)

18,400

459,632

Time Warner, Inc.

252,100

3,534,442

Viacom, Inc. Class B (non-vtg.) (a)

48,300

1,913,646

13,804,556

Multiline Retail - 1.2%

Sears Holdings Corp. (a)(d)

51,400

5,247,426

Target Corp.

53,400

2,706,312

7,953,738

Specialty Retail - 1.0%

Abercrombie & Fitch Co. Class A

11,100

811,854

Best Buy Co., Inc.

10,000

414,600

Home Depot, Inc.

151,100

4,226,267

Sherwin-Williams Co.

10,000

510,400

Staples, Inc.

55,243

1,221,423

7,184,544

Textiles, Apparel & Luxury Goods - 1.8%

Deckers Outdoor Corp. (a)

15,000

1,617,300

NIKE, Inc. Class B (d)

154,400

10,499,200

12,116,500

TOTAL CONSUMER DISCRETIONARY

68,458,899

Common Stocks - continued

Shares

Value

CONSUMER STAPLES - 7.0%

Beverages - 0.7%

Coca-Cola Enterprises, Inc.

24,300

$ 588,060

Molson Coors Brewing Co. Class B

84,793

4,457,568

5,045,628

Food & Staples Retailing - 3.0%

CVS Caremark Corp.

97,600

3,953,776

Kroger Co.

297,700

7,561,580

Wal-Mart Stores, Inc.

166,584

8,775,645

20,291,001

Food Products - 0.5%

Archer Daniels Midland Co.

15,000

617,400

Kellogg Co.

55,200

2,901,312

Tyson Foods, Inc. Class A

1,300

20,735

3,539,447

Household Products - 2.0%

Kimberly-Clark Corp.

10,000

645,500

Procter & Gamble Co.

190,700

13,362,349

14,007,849

Tobacco - 0.8%

Altria Group, Inc.

245,030

5,439,666

TOTAL CONSUMER STAPLES

48,323,591

ENERGY - 14.4%

Energy Equipment & Services - 2.4%

Halliburton Co.

98,400

3,870,072

Noble Corp.

23,900

1,187,113

Schlumberger Ltd. (NY Shares)

32,715

2,846,205

Transocean, Inc. (a)

66,552

8,997,830

16,901,220

Oil, Gas & Consumable Fuels - 12.0%

Apache Corp.

10,000

1,208,200

Canadian Natural Resources Ltd.

5,000

342,246

Chevron Corp.

95,500

8,151,880

ConocoPhillips

150,000

11,431,500

Exxon Mobil Corp.

393,071

33,245,945

Marathon Oil Corp.

204,500

9,325,200

Occidental Petroleum Corp.

20,000

1,463,400

Peabody Energy Corp.

46,927

2,393,277

Plains Exploration & Production Co. (a)

6,100

324,154

Common Stocks - continued

Shares

Value

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Tesoro Corp.

138,100

$ 4,143,000

Valero Energy Corp.

216,500

10,632,315

82,661,117

TOTAL ENERGY

99,562,337

FINANCIALS - 16.6%

Capital Markets - 3.5%

Goldman Sachs Group, Inc.

47,100

7,789,869

Janus Capital Group, Inc.

238,700

5,554,549

Lehman Brothers Holdings, Inc.

209,100

7,870,524

Morgan Stanley

11,500

525,550

State Street Corp.

28,700

2,267,300

24,007,792

Commercial Banks - 1.1%

U.S. Bancorp, Delaware

20,000

647,200

Wachovia Corp.

31,100

839,700

Wells Fargo & Co.

208,400

6,064,440

7,551,340

Consumer Finance - 0.3%

American Express Co.

15,700

686,404

Capital One Financial Corp.

35,000

1,722,700

2,409,104

Diversified Financial Services - 6.4%

Bank of America Corp.

457,780

17,354,440

Citigroup, Inc.

244,400

5,235,048

JPMorgan Chase & Co.

506,200

21,741,290

44,330,778

Insurance - 5.0%

ACE Ltd.

26,100

1,437,066

AFLAC, Inc.

15,000

974,250

Allstate Corp.

47,600

2,287,656

American International Group, Inc.

425,030

18,382,548

Berkshire Hathaway, Inc. Class B (a)

60

268,374

Loews Corp.

60,900

2,449,398

MetLife, Inc.

27,500

1,657,150

Prudential Financial, Inc.

16,600

1,298,950

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Insurance - continued

The Chubb Corp.

27,000

$ 1,335,960

The Travelers Companies, Inc.

86,000

4,115,100

34,206,452

Thrifts & Mortgage Finance - 0.3%

Fannie Mae

58,500

1,539,720

Freddie Mac

30,000

759,600

2,299,320

TOTAL FINANCIALS

114,804,786

HEALTH CARE - 14.5%

Biotechnology - 1.3%

Amgen, Inc. (a)

50,190

2,096,938

Biogen Idec, Inc. (a)

32,200

1,986,418

CSL Ltd.

5,000

168,688

Genentech, Inc. (a)

45,200

3,669,336

Gilead Sciences, Inc. (a)

20,220

1,041,937

8,963,317

Health Care Equipment & Supplies - 3.3%

Baxter International, Inc.

54,900

3,174,318

Becton, Dickinson & Co.

39,200

3,365,320

C.R. Bard, Inc.

200

19,280

Medtronic, Inc.

48,300

2,336,271

Philip Morris International, Inc. (a)

270,030

13,658,117

22,553,306

Health Care Providers & Services - 2.8%

Aetna, Inc.

18,200

766,038

Cardinal Health, Inc.

10,000

525,100

Humana, Inc. (a)

62,800

2,817,208

McKesson Corp.

42,800

2,241,436

Medco Health Solutions, Inc. (a)

169,500

7,422,405

UnitedHealth Group, Inc.

140,200

4,817,272

WellPoint, Inc. (a)

26,900

1,187,097

19,776,556

Life Sciences Tools & Services - 0.4%

Thermo Fisher Scientific, Inc. (a)

45,000

2,557,800

Pharmaceuticals - 6.7%

Abbott Laboratories

20,000

1,103,000

Allergan, Inc.

10,000

563,900

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Pharmaceuticals - continued

Bristol-Myers Squibb Co.

101,300

$ 2,157,690

Johnson & Johnson

201,800

13,090,766

Merck & Co., Inc.

363,900

13,810,005

Pfizer, Inc.

434,200

9,087,806

Schering-Plough Corp.

165,100

2,379,091

Wyeth

96,000

4,008,960

46,201,218

TOTAL HEALTH CARE

100,052,197

INDUSTRIALS - 10.2%

Aerospace & Defense - 4.9%

General Dynamics Corp.

26,500

2,209,305

Honeywell International, Inc.

119,600

6,747,832

L-3 Communications Holdings, Inc.

9,900

1,082,466

Lockheed Martin Corp.

66,900

6,643,170

Northrop Grumman Corp.

74,800

5,820,188

Raytheon Co.

61,000

3,941,210

The Boeing Co.

69,800

5,191,026

United Technologies Corp.

35,900

2,470,638

34,105,835

Air Freight & Logistics - 0.2%

United Parcel Service, Inc. Class B

20,000

1,460,400

Airlines - 0.2%

AMR Corp. (a)

72,200

651,244

UAL Corp.

28,800

620,064

US Airways Group, Inc. (a)

40,900

364,419

1,635,727

Commercial Services & Supplies - 0.0%

Manpower, Inc.

900

50,634

Construction & Engineering - 0.1%

Shaw Group, Inc. (a)

10,000

471,400

Industrial Conglomerates - 1.5%

3M Co.

40,600

3,213,490

General Electric Co.

195,700

7,242,857

10,456,347

Machinery - 2.4%

Caterpillar, Inc.

49,900

3,906,671

Cummins, Inc.

115,900

5,426,438

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Machinery - continued

Deere & Co.

33,300

$ 2,678,652

Eaton Corp.

20,700

1,649,169

Ingersoll-Rand Co. Ltd. Class A

52,900

2,358,282

Manitowoc Co., Inc.

15,000

612,000

16,631,212

Road & Rail - 0.9%

Burlington Northern Santa Fe Corp.

10,000

922,200

Norfolk Southern Corp.

30,000

1,629,600

Union Pacific Corp.

26,000

3,259,880

5,811,680

TOTAL INDUSTRIALS

70,623,235

INFORMATION TECHNOLOGY - 17.9%

Communications Equipment - 3.1%

Cisco Systems, Inc. (a)

414,800

9,992,532

Corning, Inc.

42,100

1,012,084

Juniper Networks, Inc. (a)

10,000

250,000

Motorola, Inc.

116,900

1,087,170

Nokia Corp. sponsored ADR

205,400

6,537,882

QUALCOMM, Inc.

54,100

2,218,100

21,097,768

Computers & Peripherals - 6.0%

Apple, Inc. (a)

33,100

4,749,850

Dell, Inc. (a)

40,000

796,800

EMC Corp. (a)

33,300

477,522

Hewlett-Packard Co.

469,500

21,437,370

International Business Machines Corp.

89,800

10,339,572

Western Digital Corp. (a)

125,800

3,401,632

41,202,746

Electronic Equipment & Instruments - 0.4%

Tyco Electronics Ltd.

81,600

2,800,512

Internet Software & Services - 1.0%

Google, Inc. Class A (sub. vtg.) (a)

15,350

6,761,215

Yahoo!, Inc. (a)

14,300

413,699

7,174,914

IT Services - 0.8%

Accenture Ltd. Class A

156,400

5,500,588

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - 2.7%

Applied Materials, Inc.

375,918

$ 7,334,160

ASML Holding NV (NY Shares)

174,900

4,339,269

Intel Corp.

302,200

6,400,596

Texas Instruments, Inc.

10,000

282,700

18,356,725

Software - 3.9%

Microsoft Corp.

659,100

18,705,258

Oracle Corp. (a)

388,200

7,593,192

Symantec Corp. (a)

53,300

885,846

27,184,296

TOTAL INFORMATION TECHNOLOGY

123,317,549

MATERIALS - 2.8%

Chemicals - 0.9%

Celanese Corp. Class A

39,500

1,542,475

Dow Chemical Co.

35,200

1,297,120

Monsanto Co.

23,000

2,564,500

The Mosaic Co. (a)

10,000

1,026,000

6,430,095

Metals & Mining - 1.5%

ArcelorMittal SA (NY Reg.) Class A

32,300

2,642,140

Freeport-McMoRan Copper & Gold, Inc. Class B

80,500

7,745,710

10,387,850

Paper & Forest Products - 0.4%

International Paper Co. (d)

89,800

2,442,560

TOTAL MATERIALS

19,260,505

TELECOMMUNICATION SERVICES - 3.7%

Diversified Telecommunication Services - 3.7%

AT&T, Inc.

369,700

14,159,510

Qwest Communications International, Inc.

50,000

226,500

Verizon Communications, Inc.

314,600

11,467,170

25,853,180

UTILITIES - 2.0%

Electric Utilities - 0.4%

Entergy Corp.

5,000

545,400

Exelon Corp.

10,000

812,700

Common Stocks - continued

Shares

Value

UTILITIES - continued

Electric Utilities - continued

FirstEnergy Corp.

10,000

$ 686,200

PPL Corp.

10,000

459,200

2,503,500

Independent Power Producers & Energy Traders - 1.1%

AES Corp. (a)

222,100

3,702,407

Constellation Energy Group, Inc.

46,800

4,131,036

7,833,443

Multi-Utilities - 0.5%

Public Service Enterprise Group, Inc.

87,300

3,508,587

TOTAL UTILITIES

13,845,530

TOTAL COMMON STOCKS

(Cost $732,509,104)

684,101,809

Money Market Funds - 3.0%

Fidelity Cash Central Fund, 2.69% (b)

10,741,790

10,741,790

Fidelity Securities Lending Cash Central Fund, 2.84% (b)(c)

10,386,400

10,386,400

TOTAL MONEY MARKET FUNDS

(Cost $21,128,190)

21,128,190

TOTAL INVESTMENT PORTFOLIO - 102.0%

(Cost $753,637,294)

705,229,999

NET OTHER ASSETS - (2.0)%

(14,116,761)

NET ASSETS - 100%

$ 691,113,238

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.

(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

$ 490,187

Fidelity Securities Lending Cash Central Fund

97,021

Total

$ 587,208

Income Tax Information

At March 31, 2008, the aggregate cost of investment securities for income tax purposes was $760,544,715. Net unrealized depreciation aggregated $55,314,716, of which $19,824,198 related to appreciated investment securities and $75,138,914 related to depreciated investment securities.

Investment Valuation

Investments are valued as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time. Security transactions are accounted for as of trade date. Wherever possible, the fund uses independent pricing services approved by the Board of Trustees to value its investments. 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. 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. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value. When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. For example, when developments occur between the close of a market and the close of the NYSE that may materially affect the value of some or all of the securities, or when trading in a security is halted, those securities may be fair valued. The frequency of when fair value pricing is used is unpredictable. The value of securities used under fair value pricing may differ from published prices for the same securities.

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
Class A
Class T
Class B
Class C
Institutional Class

(formerly Fidelity ® Growth & Income II
Portfolio)

March 31, 2008

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

1.864815.100

AGII-QTLY-0508

Investments March 31, 2008 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 99.0%

Shares

Value

CONSUMER DISCRETIONARY - 9.9%

Auto Components - 0.4%

Johnson Controls, Inc.

84,600

$ 2,859,480

Automobiles - 0.1%

Toyota Motor Corp. sponsored ADR

10,000

1,008,900

Hotels, Restaurants & Leisure - 1.7%

McDonald's Corp.

213,700

11,918,049

Household Durables - 1.6%

Whirlpool Corp. (d)

128,400

11,142,552

Internet & Catalog Retail - 0.1%

Amazon.com, Inc. (a)

6,600

470,580

Media - 2.0%

CBS Corp. Class B

14,300

315,744

McGraw-Hill Companies, Inc.

57,900

2,139,405

News Corp. Class A

40,100

751,875

Omnicom Group, Inc.

21,100

932,198

The DIRECTV Group, Inc. (a)

77,400

1,918,746

The Walt Disney Co.

58,600

1,838,868

Time Warner Cable, Inc. (a)

18,400

459,632

Time Warner, Inc.

252,100

3,534,442

Viacom, Inc. Class B (non-vtg.) (a)

48,300

1,913,646

13,804,556

Multiline Retail - 1.2%

Sears Holdings Corp. (a)(d)

51,400

5,247,426

Target Corp.

53,400

2,706,312

7,953,738

Specialty Retail - 1.0%

Abercrombie & Fitch Co. Class A

11,100

811,854

Best Buy Co., Inc.

10,000

414,600

Home Depot, Inc.

151,100

4,226,267

Sherwin-Williams Co.

10,000

510,400

Staples, Inc.

55,243

1,221,423

7,184,544

Textiles, Apparel & Luxury Goods - 1.8%

Deckers Outdoor Corp. (a)

15,000

1,617,300

NIKE, Inc. Class B (d)

154,400

10,499,200

12,116,500

TOTAL CONSUMER DISCRETIONARY

68,458,899

Common Stocks - continued

Shares

Value

CONSUMER STAPLES - 7.0%

Beverages - 0.7%

Coca-Cola Enterprises, Inc.

24,300

$ 588,060

Molson Coors Brewing Co. Class B

84,793

4,457,568

5,045,628

Food & Staples Retailing - 3.0%

CVS Caremark Corp.

97,600

3,953,776

Kroger Co.

297,700

7,561,580

Wal-Mart Stores, Inc.

166,584

8,775,645

20,291,001

Food Products - 0.5%

Archer Daniels Midland Co.

15,000

617,400

Kellogg Co.

55,200

2,901,312

Tyson Foods, Inc. Class A

1,300

20,735

3,539,447

Household Products - 2.0%

Kimberly-Clark Corp.

10,000

645,500

Procter & Gamble Co.

190,700

13,362,349

14,007,849

Tobacco - 0.8%

Altria Group, Inc.

245,030

5,439,666

TOTAL CONSUMER STAPLES

48,323,591

ENERGY - 14.4%

Energy Equipment & Services - 2.4%

Halliburton Co.

98,400

3,870,072

Noble Corp.

23,900

1,187,113

Schlumberger Ltd. (NY Shares)

32,715

2,846,205

Transocean, Inc. (a)

66,552

8,997,830

16,901,220

Oil, Gas & Consumable Fuels - 12.0%

Apache Corp.

10,000

1,208,200

Canadian Natural Resources Ltd.

5,000

342,246

Chevron Corp.

95,500

8,151,880

ConocoPhillips

150,000

11,431,500

Exxon Mobil Corp.

393,071

33,245,945

Marathon Oil Corp.

204,500

9,325,200

Occidental Petroleum Corp.

20,000

1,463,400

Peabody Energy Corp.

46,927

2,393,277

Plains Exploration & Production Co. (a)

6,100

324,154

Common Stocks - continued

Shares

Value

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Tesoro Corp.

138,100

$ 4,143,000

Valero Energy Corp.

216,500

10,632,315

82,661,117

TOTAL ENERGY

99,562,337

FINANCIALS - 16.6%

Capital Markets - 3.5%

Goldman Sachs Group, Inc.

47,100

7,789,869

Janus Capital Group, Inc.

238,700

5,554,549

Lehman Brothers Holdings, Inc.

209,100

7,870,524

Morgan Stanley

11,500

525,550

State Street Corp.

28,700

2,267,300

24,007,792

Commercial Banks - 1.1%

U.S. Bancorp, Delaware

20,000

647,200

Wachovia Corp.

31,100

839,700

Wells Fargo & Co.

208,400

6,064,440

7,551,340

Consumer Finance - 0.3%

American Express Co.

15,700

686,404

Capital One Financial Corp.

35,000

1,722,700

2,409,104

Diversified Financial Services - 6.4%

Bank of America Corp.

457,780

17,354,440

Citigroup, Inc.

244,400

5,235,048

JPMorgan Chase & Co.

506,200

21,741,290

44,330,778

Insurance - 5.0%

ACE Ltd.

26,100

1,437,066

AFLAC, Inc.

15,000

974,250

Allstate Corp.

47,600

2,287,656

American International Group, Inc.

425,030

18,382,548

Berkshire Hathaway, Inc. Class B (a)

60

268,374

Loews Corp.

60,900

2,449,398

MetLife, Inc.

27,500

1,657,150

Prudential Financial, Inc.

16,600

1,298,950

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Insurance - continued

The Chubb Corp.

27,000

$ 1,335,960

The Travelers Companies, Inc.

86,000

4,115,100

34,206,452

Thrifts & Mortgage Finance - 0.3%

Fannie Mae

58,500

1,539,720

Freddie Mac

30,000

759,600

2,299,320

TOTAL FINANCIALS

114,804,786

HEALTH CARE - 14.5%

Biotechnology - 1.3%

Amgen, Inc. (a)

50,190

2,096,938

Biogen Idec, Inc. (a)

32,200

1,986,418

CSL Ltd.

5,000

168,688

Genentech, Inc. (a)

45,200

3,669,336

Gilead Sciences, Inc. (a)

20,220

1,041,937

8,963,317

Health Care Equipment & Supplies - 3.3%

Baxter International, Inc.

54,900

3,174,318

Becton, Dickinson & Co.

39,200

3,365,320

C.R. Bard, Inc.

200

19,280

Medtronic, Inc.

48,300

2,336,271

Philip Morris International, Inc. (a)

270,030

13,658,117

22,553,306

Health Care Providers & Services - 2.8%

Aetna, Inc.

18,200

766,038

Cardinal Health, Inc.

10,000

525,100

Humana, Inc. (a)

62,800

2,817,208

McKesson Corp.

42,800

2,241,436

Medco Health Solutions, Inc. (a)

169,500

7,422,405

UnitedHealth Group, Inc.

140,200

4,817,272

WellPoint, Inc. (a)

26,900

1,187,097

19,776,556

Life Sciences Tools & Services - 0.4%

Thermo Fisher Scientific, Inc. (a)

45,000

2,557,800

Pharmaceuticals - 6.7%

Abbott Laboratories

20,000

1,103,000

Allergan, Inc.

10,000

563,900

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Pharmaceuticals - continued

Bristol-Myers Squibb Co.

101,300

$ 2,157,690

Johnson & Johnson

201,800

13,090,766

Merck & Co., Inc.

363,900

13,810,005

Pfizer, Inc.

434,200

9,087,806

Schering-Plough Corp.

165,100

2,379,091

Wyeth

96,000

4,008,960

46,201,218

TOTAL HEALTH CARE

100,052,197

INDUSTRIALS - 10.2%

Aerospace & Defense - 4.9%

General Dynamics Corp.

26,500

2,209,305

Honeywell International, Inc.

119,600

6,747,832

L-3 Communications Holdings, Inc.

9,900

1,082,466

Lockheed Martin Corp.

66,900

6,643,170

Northrop Grumman Corp.

74,800

5,820,188

Raytheon Co.

61,000

3,941,210

The Boeing Co.

69,800

5,191,026

United Technologies Corp.

35,900

2,470,638

34,105,835

Air Freight & Logistics - 0.2%

United Parcel Service, Inc. Class B

20,000

1,460,400

Airlines - 0.2%

AMR Corp. (a)

72,200

651,244

UAL Corp.

28,800

620,064

US Airways Group, Inc. (a)

40,900

364,419

1,635,727

Commercial Services & Supplies - 0.0%

Manpower, Inc.

900

50,634

Construction & Engineering - 0.1%

Shaw Group, Inc. (a)

10,000

471,400

Industrial Conglomerates - 1.5%

3M Co.

40,600

3,213,490

General Electric Co.

195,700

7,242,857

10,456,347

Machinery - 2.4%

Caterpillar, Inc.

49,900

3,906,671

Cummins, Inc.

115,900

5,426,438

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Machinery - continued

Deere & Co.

33,300

$ 2,678,652

Eaton Corp.

20,700

1,649,169

Ingersoll-Rand Co. Ltd. Class A

52,900

2,358,282

Manitowoc Co., Inc.

15,000

612,000

16,631,212

Road & Rail - 0.9%

Burlington Northern Santa Fe Corp.

10,000

922,200

Norfolk Southern Corp.

30,000

1,629,600

Union Pacific Corp.

26,000

3,259,880

5,811,680

TOTAL INDUSTRIALS

70,623,235

INFORMATION TECHNOLOGY - 17.9%

Communications Equipment - 3.1%

Cisco Systems, Inc. (a)

414,800

9,992,532

Corning, Inc.

42,100

1,012,084

Juniper Networks, Inc. (a)

10,000

250,000

Motorola, Inc.

116,900

1,087,170

Nokia Corp. sponsored ADR

205,400

6,537,882

QUALCOMM, Inc.

54,100

2,218,100

21,097,768

Computers & Peripherals - 6.0%

Apple, Inc. (a)

33,100

4,749,850

Dell, Inc. (a)

40,000

796,800

EMC Corp. (a)

33,300

477,522

Hewlett-Packard Co.

469,500

21,437,370

International Business Machines Corp.

89,800

10,339,572

Western Digital Corp. (a)

125,800

3,401,632

41,202,746

Electronic Equipment & Instruments - 0.4%

Tyco Electronics Ltd.

81,600

2,800,512

Internet Software & Services - 1.0%

Google, Inc. Class A (sub. vtg.) (a)

15,350

6,761,215

Yahoo!, Inc. (a)

14,300

413,699

7,174,914

IT Services - 0.8%

Accenture Ltd. Class A

156,400

5,500,588

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - 2.7%

Applied Materials, Inc.

375,918

$ 7,334,160

ASML Holding NV (NY Shares)

174,900

4,339,269

Intel Corp.

302,200

6,400,596

Texas Instruments, Inc.

10,000

282,700

18,356,725

Software - 3.9%

Microsoft Corp.

659,100

18,705,258

Oracle Corp. (a)

388,200

7,593,192

Symantec Corp. (a)

53,300

885,846

27,184,296

TOTAL INFORMATION TECHNOLOGY

123,317,549

MATERIALS - 2.8%

Chemicals - 0.9%

Celanese Corp. Class A

39,500

1,542,475

Dow Chemical Co.

35,200

1,297,120

Monsanto Co.

23,000

2,564,500

The Mosaic Co. (a)

10,000

1,026,000

6,430,095

Metals & Mining - 1.5%

ArcelorMittal SA (NY Reg.) Class A

32,300

2,642,140

Freeport-McMoRan Copper & Gold, Inc. Class B

80,500

7,745,710

10,387,850

Paper & Forest Products - 0.4%

International Paper Co. (d)

89,800

2,442,560

TOTAL MATERIALS

19,260,505

TELECOMMUNICATION SERVICES - 3.7%

Diversified Telecommunication Services - 3.7%

AT&T, Inc.

369,700

14,159,510

Qwest Communications International, Inc.

50,000

226,500

Verizon Communications, Inc.

314,600

11,467,170

25,853,180

UTILITIES - 2.0%

Electric Utilities - 0.4%

Entergy Corp.

5,000

545,400

Exelon Corp.

10,000

812,700

Common Stocks - continued

Shares

Value

UTILITIES - continued

Electric Utilities - continued

FirstEnergy Corp.

10,000

$ 686,200

PPL Corp.

10,000

459,200

2,503,500

Independent Power Producers & Energy Traders - 1.1%

AES Corp. (a)

222,100

3,702,407

Constellation Energy Group, Inc.

46,800

4,131,036

7,833,443

Multi-Utilities - 0.5%

Public Service Enterprise Group, Inc.

87,300

3,508,587

TOTAL UTILITIES

13,845,530

TOTAL COMMON STOCKS

(Cost $732,509,104)

684,101,809

Money Market Funds - 3.0%

Fidelity Cash Central Fund, 2.69% (b)

10,741,790

10,741,790

Fidelity Securities Lending Cash Central Fund, 2.84% (b)(c)

10,386,400

10,386,400

TOTAL MONEY MARKET FUNDS

(Cost $21,128,190)

21,128,190

TOTAL INVESTMENT PORTFOLIO - 102.0%

(Cost $753,637,294)

705,229,999

NET OTHER ASSETS - (2.0)%

(14,116,761)

NET ASSETS - 100%

$ 691,113,238

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.

(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

$ 490,187

Fidelity Securities Lending Cash Central Fund

97,021

Total

$ 587,208

Income Tax Information

At March 31, 2008, the aggregate cost of investment securities for income tax purposes was $760,544,715. Net unrealized depreciation aggregated $55,314,716, of which $19,824,198 related to appreciated investment securities and $75,138,914 related to depreciated investment securities.

Investment Valuation

Investments are valued as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time. Security transactions are accounted for as of trade date. Wherever possible, the fund uses independent pricing services approved by the Board of Trustees to value its investments. 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. 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. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value. When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. For example, when developments occur between the close of a market and the close of the NYSE that may materially affect the value of some or all of the securities, or when trading in a security is halted, those securities may be fair valued. The frequency of when fair value pricing is used is unpredictable. The value of securities used under fair value pricing may differ from published prices for the same securities.

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/Kimberley Monasterio

Kimberley Monasterio

President and Treasurer

Date:

May 30, 2008

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/ Kimberley Monasterio

Kimberley Monasterio

President and Treasurer

Date:

May 30, 2008

By:

/s/Joseph B. Hollis

Joseph B. Hollis

Chief Financial Officer

Date:

May 30, 2008

EX-99.CERT 2 hast99cert.htm

Exhibit EX-99.CERT

I, Kimberley Monasterio, 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, 2008

/s/Kimberley Monasterio

Kimberley Monasterio

President and Treasurer

I, Joseph B. Hollis, 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, 2008

/s/Joseph B. Hollis

Joseph B. Hollis

Chief Financial Officer

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