N-CSRS 1 filing906.htm PRIMARY DOCUMENT

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES


Investment Company Act file number   811-215


Fidelity Hastings Street Trust

 (Exact name of registrant as specified in charter)


245 Summer St., Boston, MA 02210

 (Address of principal executive offices)       (Zip code)


Marc Bryant, Secretary

245 Summer St.

Boston, Massachusetts  02210

(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:

December 31, 2016


Item 1.

Reports to Stockholders




Fidelity Advisor® Mega Cap Stock Fund -
Class A, Class T, Class C, Class I and Class Z



Semi-Annual Report

December 31, 2016

Class A, Class T, Class C, Class I and Class Z are classes of Fidelity® Mega Cap Stock Fund




Fidelity Investments


Contents

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Shareholder Expense Example

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2017 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.institutional.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Investment Summary (Unaudited)

Top Ten Stocks as of December 31, 2016

 % of fund's net assets % of fund's net assets 6 months ago 
JPMorgan Chase & Co.(a) 4.9 3.9 
Bank of America Corp.(a) 4.6 2.9 
Apple, Inc. 4.0 3.3 
Citigroup, Inc.(a) 3.7 2.5 
Microsoft Corp. 3.7 3.4 
General Electric Co.(a) 3.2 3.6 
Chevron Corp. 2.7 2.8 
Johnson & Johnson 2.2 2.7 
Procter & Gamble Co. 2.1 2.4 
Comcast Corp. Class A 2.1 2.0 
 33.2  

 (a) Security or a portion of the security is pledged as collateral for call options written.


Top Five Market Sectors as of December 31, 2016

 % of fund's net assets % of fund's net assets 6 months ago 
Financials 23.3 17.4 
Information Technology 20.6 23.1 
Health Care 13.0 14.4 
Energy 12.7 11.5 
Industrials 9.7 11.0 

Prior period industry classifications reflect the categories in place as of the date indicated and have not been adjusted to reflect current industry classifications.

Asset Allocation (% of fund's net assets)

As of December 31, 2016*,** 
   Stocks 99.5% 
   Other Investments 0.2% 
   Short-Term Investments and Net Other Assets (Liabilities) 0.3% 


 * Foreign investments - 8.3%

 ** Written options - (0.5)%


As of June 30, 2016*,** 
   Stocks 99.9% 
   Short-Term Investments and Net Other Assets (Liabilities) 0.1% 


 * Foreign investments - 10.0%

 ** Written options - (0.0)%


Investments December 31, 2016 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 99.5%   
 Shares Value 
CONSUMER DISCRETIONARY - 8.7%   
Automobiles - 0.4%   
General Motors Co. 396,700 $13,821,028 
Hotels, Restaurants & Leisure - 0.3%   
Las Vegas Sands Corp. (a) 112,000 5,981,920 
Yum! Brands, Inc. 86,200 5,459,046 
  11,440,966 
Media - 5.5%   
Comcast Corp. Class A 1,079,800 74,560,190 
The Walt Disney Co. 355,600 37,060,632 
Time Warner, Inc. 713,700 68,893,461 
Viacom, Inc. Class B (non-vtg.) 423,900 14,878,890 
  195,393,173 
Multiline Retail - 1.3%   
Target Corp. 645,400 46,617,242 
Specialty Retail - 1.2%   
Lowe's Companies, Inc. 603,900 42,949,368 
TOTAL CONSUMER DISCRETIONARY  310,221,777 
CONSUMER STAPLES - 7.0%   
Beverages - 2.6%   
Diageo PLC 548,273 14,227,604 
PepsiCo, Inc. 256,305 26,817,192 
The Coca-Cola Co. 1,206,500 50,021,490 
  91,066,286 
Food & Staples Retailing - 1.7%   
Costco Wholesale Corp. 67,800 10,855,458 
CVS Health Corp. 412,600 32,558,266 
Kroger Co. 140,200 4,838,302 
Walgreens Boots Alliance, Inc. 157,297 13,017,900 
  61,269,926 
Household Products - 2.1%   
Procter & Gamble Co. 895,300 75,276,824 
Personal Products - 0.1%   
Estee Lauder Companies, Inc. Class A 27,400 2,095,826 
Tobacco - 0.5%   
Altria Group, Inc. 68,500 4,631,970 
Philip Morris International, Inc. 56,830 5,199,377 
Reynolds American, Inc. 170,100 9,532,404 
  19,363,751 
TOTAL CONSUMER STAPLES  249,072,613 
ENERGY - 12.5%   
Energy Equipment & Services - 0.7%   
Baker Hughes, Inc. 73,500 4,775,295 
Schlumberger Ltd. 243,400 20,433,430 
  25,208,725 
Oil, Gas & Consumable Fuels - 11.8%   
Anadarko Petroleum Corp. 327,600 22,843,548 
Apache Corp. 603,505 38,304,462 
Chevron Corp. 815,200 95,949,040 
ConocoPhillips Co. 1,418,800 71,138,632 
Imperial Oil Ltd. 782,600 27,226,191 
Kinder Morgan, Inc. 2,149,500 44,516,145 
Suncor Energy, Inc. 1,909,900 62,447,108 
The Williams Companies, Inc. 1,963,100 61,130,934 
  423,556,060 
TOTAL ENERGY  448,764,785 
FINANCIALS - 23.3%   
Banks - 18.1%   
Bank of America Corp. (a) 7,438,400 164,388,640 
Citigroup, Inc. (a) 2,217,770 131,802,071 
JPMorgan Chase & Co. (a) 2,053,200 177,170,630 
PNC Financial Services Group, Inc. 293,900 34,374,544 
Standard Chartered PLC (United Kingdom) (b) 409,062 3,345,393 
U.S. Bancorp (a) 1,247,700 64,094,349 
Wells Fargo & Co. 1,295,530 71,396,658 
  646,572,285 
Capital Markets - 4.2%   
Charles Schwab Corp. (a) 697,800 27,542,166 
Goldman Sachs Group, Inc. 77,600 18,581,320 
Morgan Stanley (a) 1,113,800 47,058,050 
State Street Corp. 747,900 58,126,788 
  151,308,324 
Insurance - 1.0%   
American International Group, Inc. 86,500 5,649,315 
Marsh & McLennan Companies, Inc. 235,880 15,943,129 
MetLife, Inc. 278,595 15,013,485 
  36,605,929 
TOTAL FINANCIALS  834,486,538 
HEALTH CARE - 13.0%   
Biotechnology - 3.1%   
Alexion Pharmaceuticals, Inc. (b) 156,600 19,160,010 
Amgen, Inc. 197,490 28,875,013 
Biogen, Inc. (b) 84,700 24,019,226 
Gilead Sciences, Inc. 288,310 20,645,879 
Intercept Pharmaceuticals, Inc. (b) 9,500 1,032,175 
Regeneron Pharmaceuticals, Inc. (b) 19,900 7,305,091 
Vertex Pharmaceuticals, Inc. (b) 133,500 9,834,945 
  110,872,339 
Health Care Equipment & Supplies - 1.8%   
Abbott Laboratories 545,200 20,941,132 
Becton, Dickinson & Co. 15,100 2,499,805 
Boston Scientific Corp. (b) 419,300 9,069,459 
Medtronic PLC 447,013 31,840,736 
  64,351,132 
Health Care Providers & Services - 1.9%   
Anthem, Inc. 102,200 14,693,294 
Cigna Corp. 118,700 15,833,393 
Express Scripts Holding Co. (b) 163,262 11,230,793 
McKesson Corp. 192,500 27,036,625 
  68,794,105 
Pharmaceuticals - 6.2%   
Allergan PLC 57,900 12,159,579 
AstraZeneca PLC sponsored ADR 238,900 6,526,748 
Bayer AG 15,800 1,646,098 
Bristol-Myers Squibb Co. 434,350 25,383,414 
GlaxoSmithKline PLC sponsored ADR 1,322,300 50,921,773 
Johnson & Johnson 674,000 77,651,540 
Novartis AG sponsored ADR 78,800 5,739,792 
Sanofi SA 125,299 10,132,324 
Teva Pharmaceutical Industries Ltd. sponsored ADR 823,600 29,855,500 
  220,016,768 
TOTAL HEALTH CARE  464,034,344 
INDUSTRIALS - 9.7%   
Aerospace & Defense - 2.3%   
General Dynamics Corp. 27,900 4,817,214 
The Boeing Co. 223,300 34,763,344 
United Technologies Corp. 400,300 43,880,886 
  83,461,444 
Air Freight & Logistics - 1.5%   
FedEx Corp. 87,100 16,218,020 
United Parcel Service, Inc. Class B (a) 322,800 37,005,792 
  53,223,812 
Industrial Conglomerates - 3.2%   
General Electric Co. (a) 3,635,200 114,872,320 
Machinery - 0.5%   
Caterpillar, Inc. 36,700 3,403,558 
Deere & Co. 139,700 14,394,688 
  17,798,246 
Road & Rail - 2.2%   
CSX Corp. 868,700 31,212,391 
Norfolk Southern Corp. 148,400 16,037,588 
Union Pacific Corp. 299,190 31,020,019 
  78,269,998 
TOTAL INDUSTRIALS  347,625,820 
INFORMATION TECHNOLOGY - 20.6%   
Communications Equipment - 1.7%   
Cisco Systems, Inc. 2,039,900 61,645,778 
Internet Software & Services - 4.2%   
Alphabet, Inc.:   
Class A (b) 83,250 65,971,463 
Class C (b) 78,026 60,222,027 
Facebook, Inc. Class A (b) 222,400 25,587,120 
  151,780,610 
IT Services - 3.6%   
Cognizant Technology Solutions Corp. Class A (b) 213,500 11,962,405 
First Data Corp. (c) 695,222 9,865,200 
IBM Corp. 19,197 3,186,510 
MasterCard, Inc. Class A (a) 419,800 43,344,350 
PayPal Holdings, Inc. (b) 244,400 9,646,468 
Visa, Inc. Class A 659,700 51,469,794 
  129,474,727 
Semiconductors & Semiconductor Equipment - 2.1%   
Qualcomm, Inc. (a) 1,135,800 74,054,160 
Software - 5.0%   
Adobe Systems, Inc. (b) 165,500 17,038,225 
Microsoft Corp. 2,116,900 131,544,166 
Oracle Corp. 558,700 21,482,015 
Salesforce.com, Inc. (b) 100,500 6,880,230 
  176,944,636 
Technology Hardware, Storage & Peripherals - 4.0%   
Apple, Inc. 1,247,407 144,474,679 
TOTAL INFORMATION TECHNOLOGY  738,374,590 
MATERIALS - 2.0%   
Chemicals - 2.0%   
E.I. du Pont de Nemours & Co. 238,500 17,505,900 
LyondellBasell Industries NV Class A 220,000 18,871,600 
Monsanto Co. 307,110 32,311,043 
PPG Industries, Inc. 42,600 4,036,776 
  72,725,319 
REAL ESTATE - 0.4%   
Equity Real Estate Investment Trusts (REITs) - 0.4%   
American Tower Corp. 57,700 6,097,736 
Crown Castle International Corp. 24,800 2,151,896 
Public Storage 17,400 3,888,900 
  12,138,532 
TELECOMMUNICATION SERVICES - 1.6%   
Diversified Telecommunication Services - 1.6%   
Verizon Communications, Inc. 1,047,225 55,900,871 
UTILITIES - 0.7%   
Electric Utilities - 0.7%   
Exelon Corp. 738,000 26,191,620 
TOTAL COMMON STOCKS   
(Cost $2,652,695,367)  3,559,536,809 
Other - 0.2%   
ENERGY - 0.2%   
Oil, Gas and Consumable Fuels - 0.2%   
Utica Shale Drilling Program (non-operating revenue interest) unit (d)(e)   
(Cost $6,161,494) 6,161,494 6,161,494 
Money Market Funds - 0.8%   
Fidelity Cash Central Fund, 0.60% (f)   
(Cost $30,280,323) 30,274,268 30,280,323 
TOTAL INVESTMENT PORTFOLIO - 100.5%   
(Cost $2,689,137,184)  3,595,978,626 
NET OTHER ASSETS (LIABILITIES) - (0.5)%  (17,011,348) 
NET ASSETS - 100%  $3,578,967,278 

Written Options     
 Expiration Date/Exercise Price Number of Contracts Premium Value 
Call Options     
Bank of America Corp. 1/20/17 - $18.00 7,248 $173,948 $(3,007,920) 
Bank of America Corp. 1/20/17 - $20.00 10,862 477,917 (2,433,088) 
Charles Schwab 1/20/17 - $35.00 1,269 78,042 (571,050) 
Citigroup, Inc. 1/20/17 - $50.00 1,911 387,924 (1,820,228) 
Citigroup, Inc. 1/20/17 - $55.00 1,978 87,030 (944,495) 
Citigroup, Inc. 2/17/17 - $60.00 1,054 125,423 (223,448) 
General Electric 1/20/17 - $32.00 3,559 110,582 (133,463) 
JPMorgan Chase & Co. 1/20/17 - $70.00 3,923 564,902 (6,414,104) 
JPMorgan Chase & Co. 1/20/17 - $85.00 988 50,492 (230,204) 
Las Vegas Sands Corp. 1/20/17 - $62.50 396 74,450 (1,782) 
MasterCard, Inc. 1/20/17 - $105.00 865 243,369 (93,420) 
Morgan Stanley 1/20/17 - $36.00 1,648 75,806 (1,046,480) 
Qualcomm, Inc. 1/20/17 - $67.50 1,800 214,231 (88,200) 
U.S. Bancorp 1/20/17 - $50.00 1,848 68,374 (337,260) 
UPS 4/21/17 - $115.00 736 104,510 (277,840) 
TOTAL WRITTEN OPTIONS   $2,837,000 $(17,622,982) 

Legend

 (a) Security or a portion of the security is pledged as collateral for call options written. At period end, the value of securities pledged amounted to $175,707,192.

 (b) Non-income producing

 (c) 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 $9,865,200 or 0.3% of net assets.

 (d) Investment is owned by a wholly-owned subsidiary (Subsidiary) that is treated as a corporation for U.S. tax purposes.

 (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 $6,161,494 or 0.2% of net assets.

 (f) Affiliated fund that is generally 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.


Additional information on each restricted holding is as follows:

Security Acquisition Date Acquisition Cost 
Utica Shale Drilling Program (non-operating revenue interest) unit 10/5/16 - 11/4/16 $6,161,494 

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 $37,475 
Fidelity Securities Lending Cash Central Fund 30,341 
Total $67,816 



Investment Valuation



The following is a summary of the inputs used, as of December 31, 2016, 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 below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
Investments in Securities:     
Equities:     
Consumer Discretionary $310,221,777 $310,221,777 $-- $-- 
Consumer Staples 249,072,613 234,845,009 14,227,604 -- 
Energy 448,764,785 448,764,785 -- -- 
Financials 834,486,538 834,486,538 -- -- 
Health Care 464,034,344 452,255,922 11,778,422 -- 
Industrials 347,625,820 347,625,820 -- -- 
Information Technology 738,374,590 738,374,590 -- -- 
Materials 72,725,319 72,725,319 -- -- 
Real Estate 12,138,532 12,138,532 -- -- 
Telecommunication
Services 
55,900,871 55,900,871 -- -- 
Utilities 26,191,620 26,191,620 -- -- 
Other 6,161,494 -- -- 6,161,494 
Money Market Funds 30,280,323 30,280,323 -- -- 
Total Investments in Securities: $3,595,978,626 $3,563,811,106 $26,006,026 $6,161,494 
Derivative Instruments:     
Liabilities     
Written Options $(17,622,982) $(17,622,982) $-- $-- 
Total Liabilities $(17,622,982) $(17,622,982) $-- $-- 
Total Derivative Instruments: $(17,622,982) $(17,622,982) $-- $-- 



Value of Derivative Instruments



The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of December 31, 2016. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Primary Risk Exposure / Derivative Type Value 
 Asset Liability 
Equity Risk   
Written Options(a) $0 $(17,622,982) 
Total Equity Risk (17,622,982) 
Total Value of Derivatives $0 $(17,622,982) 

 (a) Gross value is presented in the Statement of Assets and Liabilities in the written options, at value line-item.


See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  December 31, 2016 (Unaudited) 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $2,658,856,861) 
$3,565,698,303  
Fidelity Central Funds (cost $30,280,323) 30,280,323  
Total Investments (cost $2,689,137,184)  $3,595,978,626 
Receivable for investments sold  5,458,844 
Receivable for fund shares sold  2,460,958 
Dividends receivable  3,929,421 
Distributions receivable from Fidelity Central Funds  21,918 
Prepaid expenses  6,712 
Other receivables  10,180 
Total assets  3,607,866,659 
Liabilities   
Payable for investments purchased $6,230,584  
Payable for fund shares redeemed 2,974,303  
Accrued management fee 1,335,280  
Distribution and service plan fees payable 54,286  
Written options, at value (premium received $2,837,000) 17,622,982  
Other affiliated payables 634,228  
Other payables and accrued expenses 47,718  
Total liabilities  28,899,381 
Net Assets  $3,578,967,278 
Net Assets consist of:   
Paid in capital  $2,701,362,254 
Undistributed net investment income  165,055 
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions  (14,590,194) 
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies  892,030,163 
Net Assets  $3,578,967,278 
Calculation of Maximum Offering Price   
Class A:   
Net Asset Value and redemption price per share ($70,979,356 ÷ 4,109,286 shares)  $17.27 
Maximum offering price per share (100/94.25 of $17.27)  $18.32 
Class T:   
Net Asset Value and redemption price per share ($28,448,178 ÷ 1,647,103 shares)  $17.27 
Maximum offering price per share (100/96.50 of $17.27)  $17.90 
Class C:   
Net Asset Value and offering price per share ($33,333,643 ÷ 1,952,716 shares)(a)  $17.07 
Mega Cap Stock:   
Net Asset Value, offering price and redemption price per share ($3,295,172,121 ÷ 189,395,269 shares)  $17.40 
Class I:   
Net Asset Value, offering price and redemption price per share ($148,613,602 ÷ 8,532,605 shares)  $17.42 
Class Z:   
Net Asset Value, offering price and redemption price per share ($2,420,378 ÷ 139,525 shares)  $17.35 

 (a) Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.


See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Six months ended December 31, 2016 (Unaudited) 
Investment Income   
Dividends  $39,037,131 
Income from Fidelity Central Funds  67,816 
Total income  39,104,947 
Expenses   
Management fee $7,631,902  
Transfer agent fees 3,265,577  
Distribution and service plan fees 315,928  
Accounting and security lending fees 496,325  
Custodian fees and expenses 33,201  
Independent trustees' fees and expenses 7,144  
Registration fees 69,011  
Audit 28,616  
Legal 9,423  
Interest 8,781  
Miscellaneous 27,255  
Total expenses before reductions 11,893,163  
Expense reductions (12,551) 11,880,612 
Net investment income (loss)  27,224,335 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers 26,188,583  
Fidelity Central Funds 11,344  
Foreign currency transactions (13,137)  
Written options 1,291,805  
Total net realized gain (loss)  27,478,595 
Change in net unrealized appreciation (depreciation) on:
Investment securities 
384,293,597  
Assets and liabilities in foreign currencies (8,350)  
Written options (15,103,865)  
Total change in net unrealized appreciation (depreciation)  369,181,382 
Net gain (loss)  396,659,977 
Net increase (decrease) in net assets resulting from operations  $423,884,312 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Six months ended December 31, 2016 (Unaudited) Year ended June 30, 2016 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $27,224,335 $58,143,372 
Net realized gain (loss) 27,478,595 13,718,399 
Change in net unrealized appreciation (depreciation) 369,181,382 (159,153,365) 
Net increase (decrease) in net assets resulting from operations 423,884,312 (87,291,594) 
Distributions to shareholders from net investment income (52,216,180) (52,372,529) 
Distributions to shareholders from net realized gain (17,291,428) (87,099,408) 
Total distributions (69,507,608) (139,471,937) 
Share transactions - net increase (decrease) (112,479,848) (102,232,897) 
Total increase (decrease) in net assets 241,896,856 (328,996,428) 
Net Assets   
Beginning of period 3,337,070,422 3,666,066,850 
End of period $3,578,967,278 $3,337,070,422 
Other Information   
Undistributed net investment income end of period $165,055 $25,156,900 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Mega Cap Stock Fund Class A

 Six months ended (Unaudited) December 31, Years ended June 30,     
 2016 2016 2015 2014 2013 2012 
Selected Per–Share Data       
Net asset value, beginning of period $15.56 $16.56 $16.32 $13.51 $11.05 $10.37 
Income from Investment Operations       
Net investment income (loss)A .11 .23 .18 .18 .17 .13 
Net realized and unrealized gain (loss) 1.90 (.65) .71 3.00 2.43 .64 
Total from investment operations 2.01 (.42) .89 3.18 2.60 .77 
Distributions from net investment income (.22) (.18) (.17) (.16) (.14) (.09) 
Distributions from net realized gain (.09) (.40) (.47) (.21) – – 
Total distributions (.30)B (.58) (.65)C (.37) (.14) (.09) 
Net asset value, end of period $17.27 $15.56 $16.56 $16.32 $13.51 $11.05 
Total ReturnD,E,F 12.97% (2.56)% 5.69% 23.88% 23.78% 7.57% 
Ratios to Average Net AssetsG,H       
Expenses before reductions .93%I .95% 1.05% .96% .98% 1.02% 
Expenses net of fee waivers, if any .93%I .95% 1.05% .96% .98% 1.02% 
Expenses net of all reductions .93%I .95% 1.05% .96% .98% 1.02% 
Net investment income (loss) 1.36%I 1.46% 1.10% 1.19% 1.37% 1.28% 
Supplemental Data       
Net assets, end of period (000 omitted) $70,979 $68,801 $117,385 $77,335 $20,336 $8,527 
Portfolio turnover rateJ 24%I 25% 22%K 28% 29% 57% 

 A Calculated based on average shares outstanding during the period.

 B Total distributions of $.30 per share is comprised of distributions from net investment income of $.218 and distributions from net realized gain of $.085 per share.

 C Total distributions of $.65 per share is comprised of distributions from net investment income of $.174 and distributions from net realized gain of $.474 per share.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Total returns do not include the effect of the sales charges.

 G Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 I Annualized

 J Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

 K Portfolio turnover rate excludes securities received or delivered in-kind.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Mega Cap Stock Fund Class T

 Six months ended (Unaudited) December 31, Years ended June 30,     
 2016 2016 2015 2014 2013 2012 
Selected Per–Share Data       
Net asset value, beginning of period $15.54 $16.57 $16.31 $13.51 $11.05 $10.38 
Income from Investment Operations       
Net investment income (loss)A .09 .19 .16 .14 .14 .10 
Net realized and unrealized gain (loss) 1.90 (.65) .70 3.00 2.43 .64 
Total from investment operations 1.99 (.46) .86 3.14 2.57 .74 
Distributions from net investment income (.18) (.16) (.13) (.13) (.11) (.07) 
Distributions from net realized gain (.09) (.40) (.47) (.21) – – 
Total distributions (.26)B (.57)C (.60) (.34) (.11) (.07) 
Net asset value, end of period $17.27 $15.54 $16.57 $16.31 $13.51 $11.05 
Total ReturnD,E,F 12.85% (2.83)% 5.53% 23.54% 23.44% 7.19% 
Ratios to Average Net AssetsG,H       
Expenses before reductions 1.20%I 1.21% 1.21% 1.22% 1.26% 1.32% 
Expenses net of fee waivers, if any 1.20%I 1.21% 1.20% 1.22% 1.26% 1.32% 
Expenses net of all reductions 1.20%I 1.20% 1.20% 1.22% 1.26% 1.32% 
Net investment income (loss) 1.10%I 1.21% .95% .92% 1.09% .98% 
Supplemental Data       
Net assets, end of period (000 omitted) $28,448 $26,145 $23,231 $15,728 $8,377 $2,293 
Portfolio turnover rateJ 24%I 25% 22%K 28% 29% 57% 

 A Calculated based on average shares outstanding during the period.

 B Total distributions of $.26 per share is comprised of distributions from net investment income of $.178 and distributions from net realized gain of $.085 per share.

 C Total distributions of $.57 per share is comprised of distributions from net investment income of $.164 and distributions from net realized gain of $.404 per share.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Total returns do not include the effect of the sales charges.

 G Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 I Annualized

 J Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

 K Portfolio turnover rate excludes securities received or delivered in-kind.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Mega Cap Stock Fund Class C

 Six months ended (Unaudited) December 31, Years ended June 30,     
 2016 2016 2015 2014 2013 2012 
Selected Per–Share Data       
Net asset value, beginning of period $15.32 $16.35 $16.12 $13.38 $10.93 $10.28 
Income from Investment Operations       
Net investment income (loss)A .05 .11 .07 .06 .07 .05 
Net realized and unrealized gain (loss) 1.88 (.64) .71 2.97 2.42 .64 
Total from investment operations 1.93 (.53) .78 3.03 2.49 .69 
Distributions from net investment income (.09) (.09) (.08) (.08) (.04) (.04) 
Distributions from net realized gain (.09) (.40) (.47) (.21) – – 
Total distributions (.18) (.50)B (.55) (.29) (.04) (.04) 
Net asset value, end of period $17.07 $15.32 $16.35 $16.12 $13.38 $10.93 
Total ReturnC,D,E 12.60% (3.32)% 5.05% 22.90% 22.83% 6.74% 
Ratios to Average Net AssetsF,G       
Expenses before reductions 1.69%H 1.70% 1.70% 1.71% 1.75% 1.79% 
Expenses net of fee waivers, if any 1.69%H 1.70% 1.70% 1.71% 1.75% 1.79% 
Expenses net of all reductions 1.69%H 1.69% 1.70% 1.71% 1.75% 1.79% 
Net investment income (loss) .60%H .72% .45% .43% .59% .51% 
Supplemental Data       
Net assets, end of period (000 omitted) $33,334 $31,605 $34,790 $16,600 $7,938 $2,845 
Portfolio turnover rateI 24%H 25% 22%J 28% 29% 57% 

 A Calculated based on average shares outstanding during the period.

 B Total distributions of $.50 per share is comprised of distributions from net investment income of $.091 and distributions from net realized gain of $.404 per share.

 C Total returns for periods of less than one year are not annualized.

 D Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 E Total returns do not include the effect of the contingent deferred sales charge.

 F Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 H Annualized

 I Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

 J Portfolio turnover rate excludes securities received or delivered in-kind.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Mega Cap Stock Fund

 Six months ended (Unaudited) December 31, Years ended June 30,     
 2016 2016 2015 2014 2013 2012 
Selected Per–Share Data       
Net asset value, beginning of period $15.68 $16.72 $16.44 $13.60 $11.11 $10.43 
Income from Investment Operations       
Net investment income (loss)A .14 .27 .24 .22 .20 .16 
Net realized and unrealized gain (loss) 1.92 (.66) .72 3.02 2.46 .64 
Total from investment operations 2.06 (.39) .96 3.24 2.66 .80 
Distributions from net investment income (.26) (.25) (.21) (.19) (.17) (.12) 
Distributions from net realized gain (.09) (.40) (.47) (.21) – – 
Total distributions (.34)B (.65) (.68) (.40) (.17) (.12) 
Net asset value, end of period $17.40 $15.68 $16.72 $16.44 $13.60 $11.11 
Total ReturnC,D 13.20% (2.36)% 6.13% 24.18% 24.17% 7.83% 
Ratios to Average Net AssetsE,F       
Expenses before reductions .68%G .69% .67% .68% .70% .76% 
Expenses net of fee waivers, if any .68%G .69% .67% .68% .70% .76% 
Expenses net of all reductions .68%G .68% .67% .68% .70% .75% 
Net investment income (loss) 1.61%G 1.73% 1.48% 1.47% 1.64% 1.55% 
Supplemental Data       
Net assets, end of period (000 omitted) $3,295,172 $3,059,691 $3,300,700 $2,860,197 $2,214,592 $1,287,144 
Portfolio turnover rateH 24%G 25% 22%I 28% 29% 57% 

 A Calculated based on average shares outstanding during the period.

 B Total distributions of $.34 per share is comprised of distributions from net investment income of $.258 and distributions from net realized gain of $.085 per share.

 C Total returns for periods of less than one year are not annualized.

 D Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 E Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 G Annualized

 H Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

 I Portfolio turnover rate excludes securities received or delivered in-kind.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Mega Cap Stock Fund Class I

 Six months ended (Unaudited) December 31, Years ended June 30,     
 2016 2016 2015 2014 2013 2012 
Selected Per–Share Data       
Net asset value, beginning of period $15.70 $16.73 $16.39 $13.55 $11.08 $10.40 
Income from Investment Operations       
Net investment income (loss)A .14 .27 .24 .22 .20 .16 
Net realized and unrealized gain (loss) 1.92 (.65) .72 3.02 2.44 .63 
Total from investment operations 2.06 (.38) .96 3.24 2.64 .79 
Distributions from net investment income (.26) (.24) (.15) (.18) (.17) (.11) 
Distributions from net realized gain (.09) (.40) (.47) (.21) – – 
Total distributions (.34)B (.65)C (.62) (.40)D (.17) (.11) 
Net asset value, end of period $17.42 $15.70 $16.73 $16.39 $13.55 $11.08 
Total ReturnE,F 13.17% (2.31)% 6.11% 24.23% 24.06% 7.77% 
Ratios to Average Net AssetsG,H       
Expenses before reductions .67%I .68% .69% .71% .74% .78% 
Expenses net of fee waivers, if any .67%I .68% .68% .71% .74% .78% 
Expenses net of all reductions .67%I .68% .68% .71% .74% .77% 
Net investment income (loss) 1.62%I 1.73% 1.47% 1.43% 1.61% 1.53% 
Supplemental Data       
Net assets, end of period (000 omitted) $148,614 $148,414 $186,637 $674,416 $312,814 $175,833 
Portfolio turnover rateJ 24%I 25% 22%K 28% 29% 57% 

 A Calculated based on average shares outstanding during the period.

 B Total distributions of $.34 per share is comprised of distributions from net investment income of $.257 and distributions from net realized gain of $.085 per share.

 C Total distributions of $.65 per share is comprised of distributions from net investment income of $.244 and distributions from net realized gain of $.404 per share.

 D Total distributions of $.40 per share is comprised of distributions from net investment income of $.182 and distributions from net realized gain of $.213 per share.

 E Total returns for periods of less than one year are not annualized.

 F Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 G Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 I Annualized

 J Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

 K Portfolio turnover rate excludes securities received or delivered in-kind.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Mega Cap Stock Fund Class Z

 Six months ended (Unaudited) December 31, Years ended June 30,   
 2016 2016 2015 2014 A 
Selected Per–Share Data     
Net asset value, beginning of period $15.65 $16.69 $16.40 $14.31 
Income from Investment Operations     
Net investment income (loss)B .15 .29 .27 .21 
Net realized and unrealized gain (loss) 1.92 (.66) .72 2.20 
Total from investment operations 2.07 (.37) .99 2.41 
Distributions from net investment income (.28) (.27) (.23) (.10) 
Distributions from net realized gain (.09) (.40) (.47) (.21) 
Total distributions (.37) (.67) (.70) (.32)C 
Net asset value, end of period $17.35 $15.65 $16.69 $16.40 
Total ReturnD,E 13.26% (2.21)% 6.33% 17.06% 
Ratios to Average Net AssetsF,G     
Expenses before reductions .53%H .54% .54% .54%H 
Expenses net of fee waivers, if any .53%H .54% .54% .54%H 
Expenses net of all reductions .53%H .53% .54% .54%H 
Net investment income (loss) 1.76%H 1.88% 1.61% 1.59%H 
Supplemental Data     
Net assets, end of period (000 omitted) $2,420 $2,414 $2,449 $117 
Portfolio turnover rateI 24%H 25% 22%J 28% 

 A For the period August 13, 2013 (commencement of sale of shares) to June 30, 2014.

 B Calculated based on average shares outstanding during the period.

 C Total distributions of $.32 per share is comprised of distributions from net investment income of $.104 and distributions from net realized gain of $.213 per share.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 H Annualized

 I Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

 J Portfolio turnover rate excludes securities received or delivered in-kind.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements (Unaudited)

For the period ended December 31, 2016

1. Organization.

Fidelity Mega Cap Stock Fund (the Fund) is a fund of Fidelity Hastings Street Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Mega Cap Stock, Class I and Class Z shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

After the close of business on June 24, 2016, all outstanding Class B shares were converted to Class A shares. All prior fiscal period dollar and share amounts for Class B presented in the Notes to Financial Statements are for the period July 1, 2015 through June 24, 2016.

2. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .005%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fair Value Committee (the Committee) established by the Fund's investment adviser. In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • 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)

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 a third party pricing vendor 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 market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Exchange-traded options are valued using the last sale price or, in the absence of a sale, the last offering price and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of December 31, 2016 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. Certain distributions received by the Fund represent a return of capital or capital gain. The Fund determines the components of these distributions subsequent to the ex-dividend date, based upon receipt of tax filings or other correspondence relating to the underlying investment. These distributions are recorded as a reduction of cost of investments and/or as a realized gain. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, partnerships, and losses deferred due to wash sales and excise tax regulations.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $980,402,667 
Gross unrealized depreciation (90,721,388) 
Net unrealized appreciation (depreciation) on securities $889,681,279 
Tax cost $2,706,297,347 

The Fund elected to defer to its next fiscal year approximately $4,177,604 of capital losses recognized during the period November 1, 2015 to June 30, 2016.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

Consolidated Subsidiary. The Fund invests in certain investments through a wholly-owned subsidiary ("Subsidiary"), which may be subject to federal and state taxes upon disposition.

As of period end, the Fund held an investment of $6,161,494 in this Subsidiary, representing .17% of the Fund's net assets. The financial statements have been consolidated and include accounts of the Fund and each Subsidiary. Accordingly, all inter-company transactions and balances have been eliminated.

4. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including options. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.
 

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded options may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Options. Options give the purchaser the right, but not the obligation, to buy (call) or sell (put) an underlying security or financial instrument at an agreed exercise or strike price between or on certain dates. Options obligate the seller (writer) to buy (put) or sell (call) an underlying instrument at the exercise or strike price or cash settle an underlying derivative instrument if the holder exercises the option on or before the expiration date.

The Fund used exchange-traded written covered call options to manage its exposure to the market. When the Fund writes a covered call option, the Fund holds the underlying instrument which must be delivered to the holder upon the exercise of the option.

Upon entering into a written options contract, the Fund will receive a premium. Premiums received are reflected as a liability on the Statement of Assets and Liabilities. Options are valued daily and any unrealized appreciation (depreciation) is reflected on the Statement of Assets and Liabilities. When a written option is exercised, the premium is added to the proceeds from the sale of the underlying instrument in determining the gain or loss realized on that investment. When an option is closed the Fund will realize a gain or loss depending on whether the proceeds or amount paid for the closing sale transaction are greater or less than the premium received. When an option expires, gains and losses are realized to the extent of premiums received. The net realized gain (loss) on closed and expired written options and the change in net unrealized appreciation (depreciation) on written options are reflected separately on the Statement of Operations.

Writing call options tends to decrease exposure to the underlying instrument and risk of loss is the change in value in excess of the premium received.

Any open options at period end are presented in the Schedule of Investments under the caption "Written Options".

During the period, the Fund recognized net realized gain (loss) of $1,291,805 and a change in net unrealized appreciation (depreciation) of $(15,103,865) related to its investment in written options. This amount is included in the Statement of Operations.

The following is a summary of the Fund's written options activity:

 Number of Contracts Amount of Premiums 
Outstanding at beginning of period 10,200 $772,283 
Options Opened 54,905 3,970,163 
Options Exercised (701) (86,893) 
Options Closed (16,288) (1,266,553) 
Options Expired (8,031) (552,000) 
Outstanding at end of period 40,085 $2,837,000 

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $414,759,197 and $592,869,000, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .20% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annualized management fee rate was .45% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 Distribution
Fee 
Service
Fee 
Total Fees Retained
by FDC 
Class A -% .25% $85,923 $393 
Class T .25% .25% 68,164 – 
Class C .75% .25% 161,841 20,348 
   $315,928 $20,741 

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T and Class C redemptions. The deferred sales charges are 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 Retained
by FDC 
Class A $14,790 
Class T 1,554 
Class C(a) 1,379 
 $17,723 

 (a) When Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.


Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class Z. FIIOC receives an asset-based fee of Class Z's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

For the period, transfer agent fees for each class were as follows:

 Amount % of
Class-Level Average
Net Assets(a) 
Class A $67,318 .20 
Class T 28,685 .21 
Class C 33,107 .20 
Mega Cap Stock 2,998,027 .19 
Class I 137,880 .19 
Class Z 560 .05 
 $3,265,577  

 (a) Annualized


Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $12,138 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR or other affiliated entities of FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender Average Loan Balance Weighted Average Interest Rate Interest Expense 
Borrower $23,142,130 .59% $8,781 

Interfund Trades. The Fund may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

7. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $5,587 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. At period end, there were no security loans outstanding. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $30,341. During the period, there were no securities loaned to FCM.

9. Expense Reductions.

During the period the investment advisor reimbursed and/or waived a portion of fund-level operating expenses in the amount of $12,551.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Six months ended
December 31, 2016 
Year ended June 30, 2016 
From net investment income   
Class A $899,152 $1,080,757 
Class T 291,258 237,487 
Class B – 2,701 
Class C 185,400 200,810 
Mega Cap Stock 48,569,058 48,178,641 
Class I 2,230,910 2,632,093 
Class Z 40,402 40,040 
Total $52,216,180 $52,372,529 
From net realized gain   
Class A $344,294 $2,557,147 
Class T 137,942 579,808 
Class B – 19,784 
Class C 163,372 882,477 
Mega Cap Stock 15,922,546 78,620,158 
Class I 711,666 4,380,245 
Class Z 11,608 59,789 
Total $17,291,428 $87,099,408 

11. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 Shares Shares Dollars Dollars 
 Six months ended
December 31, 2016 
Year ended June 30, 2016 Six months ended
December 31, 2016 
Year ended June 30, 2016 
Class A     
Shares sold 521,589 2,249,513 $8,775,422 $35,033,810 
Reinvestment of distributions 70,690 222,669 1,204,586 3,545,701 
Shares redeemed (905,790) (5,136,376) (14,974,471) (81,329,239) 
Net increase (decrease) (313,511) (2,664,194) $(4,994,463) $(42,749,728) 
Class T     
Shares sold 222,411 686,666 $3,694,556 $10,511,335 
Reinvestment of distributions 24,971 51,253 425,999 811,536 
Shares redeemed (282,853) (457,036) (4,662,106) (6,981,965) 
Net increase (decrease) (35,471) 280,883 $(541,551) $4,340,906 
Class B     
Shares sold – 5,282 $– $81,885 
Reinvestment of distributions – 1,413 – 22,443 
Shares redeemed – (59,664) – (913,434) 
Net increase (decrease) – (52,969) $– $(809,106) 
Class C     
Shares sold 140,907 670,666 $2,327,012 $10,277,856 
Reinvestment of distributions 20,218 68,302 342,433 1,069,779 
Shares redeemed (271,168) (803,589) (4,390,620) (12,024,954) 
Net increase (decrease) (110,043) (64,621) $(1,721,175) $(677,319) 
Mega Cap Stock     
Shares sold 23,276,633 73,675,851 $393,358,699 $1,142,159,263 
Reinvestment of distributions 3,517,132 7,313,288 60,338,870 116,494,236 
Shares redeemed (32,490,405) (83,289,947) (543,369,144) (1,294,330,166) 
Net increase (decrease) (5,696,640) (2,300,808) $(89,671,575) $(35,676,667) 
Class I     
Shares sold 606,328 2,012,535 $10,200,437 $31,112,150 
Reinvestment of distributions 170,239 417,290 2,921,152 6,659,834 
Shares redeemed (1,697,954) (4,128,858) (28,439,121) (64,549,339) 
Net increase (decrease) (921,387) (1,699,033) $(15,317,532) $(26,777,355) 
Class Z     
Shares sold 6,160 14,166 $103,747 $216,431 
Reinvestment of distributions 3,045 6,283 52,010 99,829 
Shares redeemed (23,956) (12,944) (389,309) (199,888) 
Net increase (decrease) (14,751) 7,505 $(233,552) $116,372 

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2016 to December 31, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 Annualized Expense Ratio-A Beginning
Account Value
July 1, 2016 
Ending
Account Value
December 31, 2016 
Expenses Paid
During Period-B
July 1, 2016
to December 31, 2016 
Class A .93%    
Actual  $1,000.00 $1,129.70 $4.99 
Hypothetical-C  $1,000.00 $1,020.52 $4.74 
Class T 1.20%    
Actual  $1,000.00 $1,128.50 $6.44 
Hypothetical-C  $1,000.00 $1,019.16 $6.11 
Class C 1.69%    
Actual  $1,000.00 $1,126.00 $9.06 
Hypothetical-C  $1,000.00 $1,016.69 $8.59 
Mega Cap Stock .68%    
Actual  $1,000.00 $1,132.00 $3.65 
Hypothetical-C  $1,000.00 $1,021.78 $3.47 
Class I .67%    
Actual  $1,000.00 $1,131.70 $3.60 
Hypothetical-C  $1,000.00 $1,021.83 $3.41 
Class Z .53%    
Actual  $1,000.00 $1,132.60 $2.85 
Hypothetical-C  $1,000.00 $1,022.53 $2.70 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

 C 5% return per year before expenses


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Mega Cap Stock Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2016 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationships with the fund; and (iv) the extent to which, if any, economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Nature, Extent, and Quality of Services Provided.  The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the investment personnel compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services.  The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, compliance, and technology and operations capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians, subcustodians, and pricing vendors; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family.  The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including: (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) broadening eligibility requirements for certain lower-priced share classes of, and streamlining the fee structure for, certain existing equity index funds; (v) lowering expense caps for certain existing funds and classes to reduce expenses paid by shareholders; (vi) eliminating redemption fees for certain variable insurance product funds and classes; (vii) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (viii) launching a lower cost share class for use by the Freedom Index Fund product line; (ix) rationalizing product lines and gaining increased efficiencies through fund mergers and share class consolidations; (x) continuing to develop, acquire and implement systems and technology to improve services to the funds and shareholders, strengthen information security, and increase efficiency; (xi) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (xii) accelerating the conversion of all remaining Class B shares to Class A shares, which have a lower expense structure; and (xiii) implementing changes to Fidelity's money market fund product line in response to recent regulatory reforms.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history.

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index for the most recent one-, three-, and five-year periods, as shown below. A peer group is not shown below because the fund does not generally utilize a peer group for performance comparison purposes.

Fidelity Mega Cap Stock Fund


The Board has discussed the fund's underperformance with FMR and has engaged with FMR to consider what steps might be taken to remediate the fund's underperformance.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should continue to benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio.  The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Broadridge investment objective categories that have comparable investment mandates. Combining Broadridge investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Management Fee.  The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Broadridge funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Fidelity Mega Cap Stock Fund


The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2015.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and the boards of other Fidelity funds to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. The Committee's focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expense Ratio.  In its review of each class's total expense ratio, the Board considered the fund's management fee rate as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each class ranked below the competitive median for 2015.

Fees Charged to Other Fidelity Clients.  The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of the fund profitability information and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus the assets of sector funds previously under FMR's management). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board.  In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins; (vi) the realization of fall-out benefits in and attribution of fall-out benefits to certain Fidelity business units; (vii) the appropriateness of certain funds' benchmarks; (viii) the rationalization for certain share classes and expenses; (ix) sub-advisory fee rates for comparable investment mandates; (x) product strategy for certain underperforming funds; and (xi) Fidelity's resources and strategy for cybersecurity.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.





Fidelity Investments

AGII-SANN-0217
1.855230.109


Fidelity® Mega Cap Stock Fund



Semi-Annual Report

December 31, 2016




Fidelity Investments


Contents

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Shareholder Expense Example

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2017 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.institutional.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Investment Summary (Unaudited)

Top Ten Stocks as of December 31, 2016

 % of fund's net assets % of fund's net assets 6 months ago 
JPMorgan Chase & Co.(a) 4.9 3.9 
Bank of America Corp.(a) 4.6 2.9 
Apple, Inc. 4.0 3.3 
Citigroup, Inc.(a) 3.7 2.5 
Microsoft Corp. 3.7 3.4 
General Electric Co.(a) 3.2 3.6 
Chevron Corp. 2.7 2.8 
Johnson & Johnson 2.2 2.7 
Procter & Gamble Co. 2.1 2.4 
Comcast Corp. Class A 2.1 2.0 
 33.2  

 (a) Security or a portion of the security is pledged as collateral for call options written.


Top Five Market Sectors as of December 31, 2016

 % of fund's net assets % of fund's net assets 6 months ago 
Financials 23.3 17.4 
Information Technology 20.6 23.1 
Health Care 13.0 14.4 
Energy 12.7 11.5 
Industrials 9.7 11.0 

Prior period industry classifications reflect the categories in place as of the date indicated and have not been adjusted to reflect current industry classifications.

Asset Allocation (% of fund's net assets)

As of December 31, 2016*,** 
   Stocks 99.5% 
   Other Investments 0.2% 
   Short-Term Investments and Net Other Assets (Liabilities) 0.3% 


 * Foreign investments - 8.3%

 ** Written options - (0.5)%


As of June 30, 2016*,** 
   Stocks 99.9% 
   Short-Term Investments and Net Other Assets (Liabilities) 0.1% 


 * Foreign investments - 10.0%

 ** Written options - (0.0)%


Investments December 31, 2016 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 99.5%   
 Shares Value 
CONSUMER DISCRETIONARY - 8.7%   
Automobiles - 0.4%   
General Motors Co. 396,700 $13,821,028 
Hotels, Restaurants & Leisure - 0.3%   
Las Vegas Sands Corp. (a) 112,000 5,981,920 
Yum! Brands, Inc. 86,200 5,459,046 
  11,440,966 
Media - 5.5%   
Comcast Corp. Class A 1,079,800 74,560,190 
The Walt Disney Co. 355,600 37,060,632 
Time Warner, Inc. 713,700 68,893,461 
Viacom, Inc. Class B (non-vtg.) 423,900 14,878,890 
  195,393,173 
Multiline Retail - 1.3%   
Target Corp. 645,400 46,617,242 
Specialty Retail - 1.2%   
Lowe's Companies, Inc. 603,900 42,949,368 
TOTAL CONSUMER DISCRETIONARY  310,221,777 
CONSUMER STAPLES - 7.0%   
Beverages - 2.6%   
Diageo PLC 548,273 14,227,604 
PepsiCo, Inc. 256,305 26,817,192 
The Coca-Cola Co. 1,206,500 50,021,490 
  91,066,286 
Food & Staples Retailing - 1.7%   
Costco Wholesale Corp. 67,800 10,855,458 
CVS Health Corp. 412,600 32,558,266 
Kroger Co. 140,200 4,838,302 
Walgreens Boots Alliance, Inc. 157,297 13,017,900 
  61,269,926 
Household Products - 2.1%   
Procter & Gamble Co. 895,300 75,276,824 
Personal Products - 0.1%   
Estee Lauder Companies, Inc. Class A 27,400 2,095,826 
Tobacco - 0.5%   
Altria Group, Inc. 68,500 4,631,970 
Philip Morris International, Inc. 56,830 5,199,377 
Reynolds American, Inc. 170,100 9,532,404 
  19,363,751 
TOTAL CONSUMER STAPLES  249,072,613 
ENERGY - 12.5%   
Energy Equipment & Services - 0.7%   
Baker Hughes, Inc. 73,500 4,775,295 
Schlumberger Ltd. 243,400 20,433,430 
  25,208,725 
Oil, Gas & Consumable Fuels - 11.8%   
Anadarko Petroleum Corp. 327,600 22,843,548 
Apache Corp. 603,505 38,304,462 
Chevron Corp. 815,200 95,949,040 
ConocoPhillips Co. 1,418,800 71,138,632 
Imperial Oil Ltd. 782,600 27,226,191 
Kinder Morgan, Inc. 2,149,500 44,516,145 
Suncor Energy, Inc. 1,909,900 62,447,108 
The Williams Companies, Inc. 1,963,100 61,130,934 
  423,556,060 
TOTAL ENERGY  448,764,785 
FINANCIALS - 23.3%   
Banks - 18.1%   
Bank of America Corp. (a) 7,438,400 164,388,640 
Citigroup, Inc. (a) 2,217,770 131,802,071 
JPMorgan Chase & Co. (a) 2,053,200 177,170,630 
PNC Financial Services Group, Inc. 293,900 34,374,544 
Standard Chartered PLC (United Kingdom) (b) 409,062 3,345,393 
U.S. Bancorp (a) 1,247,700 64,094,349 
Wells Fargo & Co. 1,295,530 71,396,658 
  646,572,285 
Capital Markets - 4.2%   
Charles Schwab Corp. (a) 697,800 27,542,166 
Goldman Sachs Group, Inc. 77,600 18,581,320 
Morgan Stanley (a) 1,113,800 47,058,050 
State Street Corp. 747,900 58,126,788 
  151,308,324 
Insurance - 1.0%   
American International Group, Inc. 86,500 5,649,315 
Marsh & McLennan Companies, Inc. 235,880 15,943,129 
MetLife, Inc. 278,595 15,013,485 
  36,605,929 
TOTAL FINANCIALS  834,486,538 
HEALTH CARE - 13.0%   
Biotechnology - 3.1%   
Alexion Pharmaceuticals, Inc. (b) 156,600 19,160,010 
Amgen, Inc. 197,490 28,875,013 
Biogen, Inc. (b) 84,700 24,019,226 
Gilead Sciences, Inc. 288,310 20,645,879 
Intercept Pharmaceuticals, Inc. (b) 9,500 1,032,175 
Regeneron Pharmaceuticals, Inc. (b) 19,900 7,305,091 
Vertex Pharmaceuticals, Inc. (b) 133,500 9,834,945 
  110,872,339 
Health Care Equipment & Supplies - 1.8%   
Abbott Laboratories 545,200 20,941,132 
Becton, Dickinson & Co. 15,100 2,499,805 
Boston Scientific Corp. (b) 419,300 9,069,459 
Medtronic PLC 447,013 31,840,736 
  64,351,132 
Health Care Providers & Services - 1.9%   
Anthem, Inc. 102,200 14,693,294 
Cigna Corp. 118,700 15,833,393 
Express Scripts Holding Co. (b) 163,262 11,230,793 
McKesson Corp. 192,500 27,036,625 
  68,794,105 
Pharmaceuticals - 6.2%   
Allergan PLC 57,900 12,159,579 
AstraZeneca PLC sponsored ADR 238,900 6,526,748 
Bayer AG 15,800 1,646,098 
Bristol-Myers Squibb Co. 434,350 25,383,414 
GlaxoSmithKline PLC sponsored ADR 1,322,300 50,921,773 
Johnson & Johnson 674,000 77,651,540 
Novartis AG sponsored ADR 78,800 5,739,792 
Sanofi SA 125,299 10,132,324 
Teva Pharmaceutical Industries Ltd. sponsored ADR 823,600 29,855,500 
  220,016,768 
TOTAL HEALTH CARE  464,034,344 
INDUSTRIALS - 9.7%   
Aerospace & Defense - 2.3%   
General Dynamics Corp. 27,900 4,817,214 
The Boeing Co. 223,300 34,763,344 
United Technologies Corp. 400,300 43,880,886 
  83,461,444 
Air Freight & Logistics - 1.5%   
FedEx Corp. 87,100 16,218,020 
United Parcel Service, Inc. Class B (a) 322,800 37,005,792 
  53,223,812 
Industrial Conglomerates - 3.2%   
General Electric Co. (a) 3,635,200 114,872,320 
Machinery - 0.5%   
Caterpillar, Inc. 36,700 3,403,558 
Deere & Co. 139,700 14,394,688 
  17,798,246 
Road & Rail - 2.2%   
CSX Corp. 868,700 31,212,391 
Norfolk Southern Corp. 148,400 16,037,588 
Union Pacific Corp. 299,190 31,020,019 
  78,269,998 
TOTAL INDUSTRIALS  347,625,820 
INFORMATION TECHNOLOGY - 20.6%   
Communications Equipment - 1.7%   
Cisco Systems, Inc. 2,039,900 61,645,778 
Internet Software & Services - 4.2%   
Alphabet, Inc.:   
Class A (b) 83,250 65,971,463 
Class C (b) 78,026 60,222,027 
Facebook, Inc. Class A (b) 222,400 25,587,120 
  151,780,610 
IT Services - 3.6%   
Cognizant Technology Solutions Corp. Class A (b) 213,500 11,962,405 
First Data Corp. (c) 695,222 9,865,200 
IBM Corp. 19,197 3,186,510 
MasterCard, Inc. Class A (a) 419,800 43,344,350 
PayPal Holdings, Inc. (b) 244,400 9,646,468 
Visa, Inc. Class A 659,700 51,469,794 
  129,474,727 
Semiconductors & Semiconductor Equipment - 2.1%   
Qualcomm, Inc. (a) 1,135,800 74,054,160 
Software - 5.0%   
Adobe Systems, Inc. (b) 165,500 17,038,225 
Microsoft Corp. 2,116,900 131,544,166 
Oracle Corp. 558,700 21,482,015 
Salesforce.com, Inc. (b) 100,500 6,880,230 
  176,944,636 
Technology Hardware, Storage & Peripherals - 4.0%   
Apple, Inc. 1,247,407 144,474,679 
TOTAL INFORMATION TECHNOLOGY  738,374,590 
MATERIALS - 2.0%   
Chemicals - 2.0%   
E.I. du Pont de Nemours & Co. 238,500 17,505,900 
LyondellBasell Industries NV Class A 220,000 18,871,600 
Monsanto Co. 307,110 32,311,043 
PPG Industries, Inc. 42,600 4,036,776 
  72,725,319 
REAL ESTATE - 0.4%   
Equity Real Estate Investment Trusts (REITs) - 0.4%   
American Tower Corp. 57,700 6,097,736 
Crown Castle International Corp. 24,800 2,151,896 
Public Storage 17,400 3,888,900 
  12,138,532 
TELECOMMUNICATION SERVICES - 1.6%   
Diversified Telecommunication Services - 1.6%   
Verizon Communications, Inc. 1,047,225 55,900,871 
UTILITIES - 0.7%   
Electric Utilities - 0.7%   
Exelon Corp. 738,000 26,191,620 
TOTAL COMMON STOCKS   
(Cost $2,652,695,367)  3,559,536,809 
Other - 0.2%   
ENERGY - 0.2%   
Oil, Gas and Consumable Fuels - 0.2%   
Utica Shale Drilling Program (non-operating revenue interest) unit (d)(e)   
(Cost $6,161,494) 6,161,494 6,161,494 
Money Market Funds - 0.8%   
Fidelity Cash Central Fund, 0.60% (f)   
(Cost $30,280,323) 30,274,268 30,280,323 
TOTAL INVESTMENT PORTFOLIO - 100.5%   
(Cost $2,689,137,184)  3,595,978,626 
NET OTHER ASSETS (LIABILITIES) - (0.5)%  (17,011,348) 
NET ASSETS - 100%  $3,578,967,278 

Written Options     
 Expiration Date/Exercise Price Number of Contracts Premium Value 
Call Options     
Bank of America Corp. 1/20/17 - $18.00 7,248 $173,948 $(3,007,920) 
Bank of America Corp. 1/20/17 - $20.00 10,862 477,917 (2,433,088) 
Charles Schwab 1/20/17 - $35.00 1,269 78,042 (571,050) 
Citigroup, Inc. 1/20/17 - $50.00 1,911 387,924 (1,820,228) 
Citigroup, Inc. 1/20/17 - $55.00 1,978 87,030 (944,495) 
Citigroup, Inc. 2/17/17 - $60.00 1,054 125,423 (223,448) 
General Electric 1/20/17 - $32.00 3,559 110,582 (133,463) 
JPMorgan Chase & Co. 1/20/17 - $70.00 3,923 564,902 (6,414,104) 
JPMorgan Chase & Co. 1/20/17 - $85.00 988 50,492 (230,204) 
Las Vegas Sands Corp. 1/20/17 - $62.50 396 74,450 (1,782) 
MasterCard, Inc. 1/20/17 - $105.00 865 243,369 (93,420) 
Morgan Stanley 1/20/17 - $36.00 1,648 75,806 (1,046,480) 
Qualcomm, Inc. 1/20/17 - $67.50 1,800 214,231 (88,200) 
U.S. Bancorp 1/20/17 - $50.00 1,848 68,374 (337,260) 
UPS 4/21/17 - $115.00 736 104,510 (277,840) 
TOTAL WRITTEN OPTIONS   $2,837,000 $(17,622,982) 

Legend

 (a) Security or a portion of the security is pledged as collateral for call options written. At period end, the value of securities pledged amounted to $175,707,192.

 (b) Non-income producing

 (c) 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 $9,865,200 or 0.3% of net assets.

 (d) Investment is owned by a wholly-owned subsidiary (Subsidiary) that is treated as a corporation for U.S. tax purposes.

 (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 $6,161,494 or 0.2% of net assets.

 (f) Affiliated fund that is generally 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.


Additional information on each restricted holding is as follows:

Security Acquisition Date Acquisition Cost 
Utica Shale Drilling Program (non-operating revenue interest) unit 10/5/16 - 11/4/16 $6,161,494 

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 $37,475 
Fidelity Securities Lending Cash Central Fund 30,341 
Total $67,816 



Investment Valuation



The following is a summary of the inputs used, as of December 31, 2016, 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 below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
Investments in Securities:     
Equities:     
Consumer Discretionary $310,221,777 $310,221,777 $-- $-- 
Consumer Staples 249,072,613 234,845,009 14,227,604 -- 
Energy 448,764,785 448,764,785 -- -- 
Financials 834,486,538 834,486,538 -- -- 
Health Care 464,034,344 452,255,922 11,778,422 -- 
Industrials 347,625,820 347,625,820 -- -- 
Information Technology 738,374,590 738,374,590 -- -- 
Materials 72,725,319 72,725,319 -- -- 
Real Estate 12,138,532 12,138,532 -- -- 
Telecommunication
Services 
55,900,871 55,900,871 -- -- 
Utilities 26,191,620 26,191,620 -- -- 
Other 6,161,494 -- -- 6,161,494 
Money Market Funds 30,280,323 30,280,323 -- -- 
Total Investments in Securities: $3,595,978,626 $3,563,811,106 $26,006,026 $6,161,494 
Derivative Instruments:     
Liabilities     
Written Options $(17,622,982) $(17,622,982) $-- $-- 
Total Liabilities $(17,622,982) $(17,622,982) $-- $-- 
Total Derivative Instruments: $(17,622,982) $(17,622,982) $-- $-- 



Value of Derivative Instruments



The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of December 31, 2016. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Primary Risk Exposure / Derivative Type Value 
 Asset Liability 
Equity Risk   
Written Options(a) $0 $(17,622,982) 
Total Equity Risk (17,622,982) 
Total Value of Derivatives $0 $(17,622,982) 

 (a) Gross value is presented in the Statement of Assets and Liabilities in the written options, at value line-item.


See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  December 31, 2016 (Unaudited) 
Assets   
Investment in securities, at value — See accompanying schedule:
Unaffiliated issuers (cost $2,658,856,861) 
$3,565,698,303  
Fidelity Central Funds (cost $30,280,323) 30,280,323  
Total Investments (cost $2,689,137,184)  $3,595,978,626 
Receivable for investments sold  5,458,844 
Receivable for fund shares sold  2,460,958 
Dividends receivable  3,929,421 
Distributions receivable from Fidelity Central Funds  21,918 
Prepaid expenses  6,712 
Other receivables  10,180 
Total assets  3,607,866,659 
Liabilities   
Payable for investments purchased $6,230,584  
Payable for fund shares redeemed 2,974,303  
Accrued management fee 1,335,280  
Distribution and service plan fees payable 54,286  
Written options, at value (premium received $2,837,000) 17,622,982  
Other affiliated payables 634,228  
Other payables and accrued expenses 47,718  
Total liabilities  28,899,381 
Net Assets  $3,578,967,278 
Net Assets consist of:   
Paid in capital  $2,701,362,254 
Undistributed net investment income  165,055 
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions  (14,590,194) 
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies  892,030,163 
Net Assets  $3,578,967,278 
Calculation of Maximum Offering Price   
Class A:   
Net Asset Value and redemption price per share ($70,979,356 ÷ 4,109,286 shares)  $17.27 
Maximum offering price per share (100/94.25 of $17.27)  $18.32 
Class T:   
Net Asset Value and redemption price per share ($28,448,178 ÷ 1,647,103 shares)  $17.27 
Maximum offering price per share (100/96.50 of $17.27)  $17.90 
Class C:   
Net Asset Value and offering price per share ($33,333,643 ÷ 1,952,716 shares)(a)  $17.07 
Mega Cap Stock:   
Net Asset Value, offering price and redemption price per share ($3,295,172,121 ÷ 189,395,269 shares)  $17.40 
Class I:   
Net Asset Value, offering price and redemption price per share ($148,613,602 ÷ 8,532,605 shares)  $17.42 
Class Z:   
Net Asset Value, offering price and redemption price per share ($2,420,378 ÷ 139,525 shares)  $17.35 

 (a) Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.


See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Six months ended December 31, 2016 (Unaudited) 
Investment Income   
Dividends  $39,037,131 
Income from Fidelity Central Funds  67,816 
Total income  39,104,947 
Expenses   
Management fee $7,631,902  
Transfer agent fees 3,265,577  
Distribution and service plan fees 315,928  
Accounting and security lending fees 496,325  
Custodian fees and expenses 33,201  
Independent trustees' fees and expenses 7,144  
Registration fees 69,011  
Audit 28,616  
Legal 9,423  
Interest 8,781  
Miscellaneous 27,255  
Total expenses before reductions 11,893,163  
Expense reductions (12,551) 11,880,612 
Net investment income (loss)  27,224,335 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers 26,188,583  
Fidelity Central Funds 11,344  
Foreign currency transactions (13,137)  
Written options 1,291,805  
Total net realized gain (loss)  27,478,595 
Change in net unrealized appreciation (depreciation) on:
Investment securities 
384,293,597  
Assets and liabilities in foreign currencies (8,350)  
Written options (15,103,865)  
Total change in net unrealized appreciation (depreciation)  369,181,382 
Net gain (loss)  396,659,977 
Net increase (decrease) in net assets resulting from operations  $423,884,312 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Six months ended December 31, 2016 (Unaudited) Year ended June 30, 2016 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $27,224,335 $58,143,372 
Net realized gain (loss) 27,478,595 13,718,399 
Change in net unrealized appreciation (depreciation) 369,181,382 (159,153,365) 
Net increase (decrease) in net assets resulting from operations 423,884,312 (87,291,594) 
Distributions to shareholders from net investment income (52,216,180) (52,372,529) 
Distributions to shareholders from net realized gain (17,291,428) (87,099,408) 
Total distributions (69,507,608) (139,471,937) 
Share transactions - net increase (decrease) (112,479,848) (102,232,897) 
Total increase (decrease) in net assets 241,896,856 (328,996,428) 
Net Assets   
Beginning of period 3,337,070,422 3,666,066,850 
End of period $3,578,967,278 $3,337,070,422 
Other Information   
Undistributed net investment income end of period $165,055 $25,156,900 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Mega Cap Stock Fund Class A

 Six months ended (Unaudited) December 31, Years ended June 30,     
 2016 2016 2015 2014 2013 2012 
Selected Per–Share Data       
Net asset value, beginning of period $15.56 $16.56 $16.32 $13.51 $11.05 $10.37 
Income from Investment Operations       
Net investment income (loss)A .11 .23 .18 .18 .17 .13 
Net realized and unrealized gain (loss) 1.90 (.65) .71 3.00 2.43 .64 
Total from investment operations 2.01 (.42) .89 3.18 2.60 .77 
Distributions from net investment income (.22) (.18) (.17) (.16) (.14) (.09) 
Distributions from net realized gain (.09) (.40) (.47) (.21) – – 
Total distributions (.30)B (.58) (.65)C (.37) (.14) (.09) 
Net asset value, end of period $17.27 $15.56 $16.56 $16.32 $13.51 $11.05 
Total ReturnD,E,F 12.97% (2.56)% 5.69% 23.88% 23.78% 7.57% 
Ratios to Average Net AssetsG,H       
Expenses before reductions .93%I .95% 1.05% .96% .98% 1.02% 
Expenses net of fee waivers, if any .93%I .95% 1.05% .96% .98% 1.02% 
Expenses net of all reductions .93%I .95% 1.05% .96% .98% 1.02% 
Net investment income (loss) 1.36%I 1.46% 1.10% 1.19% 1.37% 1.28% 
Supplemental Data       
Net assets, end of period (000 omitted) $70,979 $68,801 $117,385 $77,335 $20,336 $8,527 
Portfolio turnover rateJ 24%I 25% 22%K 28% 29% 57% 

 A Calculated based on average shares outstanding during the period.

 B Total distributions of $.30 per share is comprised of distributions from net investment income of $.218 and distributions from net realized gain of $.085 per share.

 C Total distributions of $.65 per share is comprised of distributions from net investment income of $.174 and distributions from net realized gain of $.474 per share.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Total returns do not include the effect of the sales charges.

 G Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 I Annualized

 J Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

 K Portfolio turnover rate excludes securities received or delivered in-kind.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Mega Cap Stock Fund Class T

 Six months ended (Unaudited) December 31, Years ended June 30,     
 2016 2016 2015 2014 2013 2012 
Selected Per–Share Data       
Net asset value, beginning of period $15.54 $16.57 $16.31 $13.51 $11.05 $10.38 
Income from Investment Operations       
Net investment income (loss)A .09 .19 .16 .14 .14 .10 
Net realized and unrealized gain (loss) 1.90 (.65) .70 3.00 2.43 .64 
Total from investment operations 1.99 (.46) .86 3.14 2.57 .74 
Distributions from net investment income (.18) (.16) (.13) (.13) (.11) (.07) 
Distributions from net realized gain (.09) (.40) (.47) (.21) – – 
Total distributions (.26)B (.57)C (.60) (.34) (.11) (.07) 
Net asset value, end of period $17.27 $15.54 $16.57 $16.31 $13.51 $11.05 
Total ReturnD,E,F 12.85% (2.83)% 5.53% 23.54% 23.44% 7.19% 
Ratios to Average Net AssetsG,H       
Expenses before reductions 1.20%I 1.21% 1.21% 1.22% 1.26% 1.32% 
Expenses net of fee waivers, if any 1.20%I 1.21% 1.20% 1.22% 1.26% 1.32% 
Expenses net of all reductions 1.20%I 1.20% 1.20% 1.22% 1.26% 1.32% 
Net investment income (loss) 1.10%I 1.21% .95% .92% 1.09% .98% 
Supplemental Data       
Net assets, end of period (000 omitted) $28,448 $26,145 $23,231 $15,728 $8,377 $2,293 
Portfolio turnover rateJ 24%I 25% 22%K 28% 29% 57% 

 A Calculated based on average shares outstanding during the period.

 B Total distributions of $.26 per share is comprised of distributions from net investment income of $.178 and distributions from net realized gain of $.085 per share.

 C Total distributions of $.57 per share is comprised of distributions from net investment income of $.164 and distributions from net realized gain of $.404 per share.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Total returns do not include the effect of the sales charges.

 G Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 I Annualized

 J Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

 K Portfolio turnover rate excludes securities received or delivered in-kind.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Mega Cap Stock Fund Class C

 Six months ended (Unaudited) December 31, Years ended June 30,     
 2016 2016 2015 2014 2013 2012 
Selected Per–Share Data       
Net asset value, beginning of period $15.32 $16.35 $16.12 $13.38 $10.93 $10.28 
Income from Investment Operations       
Net investment income (loss)A .05 .11 .07 .06 .07 .05 
Net realized and unrealized gain (loss) 1.88 (.64) .71 2.97 2.42 .64 
Total from investment operations 1.93 (.53) .78 3.03 2.49 .69 
Distributions from net investment income (.09) (.09) (.08) (.08) (.04) (.04) 
Distributions from net realized gain (.09) (.40) (.47) (.21) – – 
Total distributions (.18) (.50)B (.55) (.29) (.04) (.04) 
Net asset value, end of period $17.07 $15.32 $16.35 $16.12 $13.38 $10.93 
Total ReturnC,D,E 12.60% (3.32)% 5.05% 22.90% 22.83% 6.74% 
Ratios to Average Net AssetsF,G       
Expenses before reductions 1.69%H 1.70% 1.70% 1.71% 1.75% 1.79% 
Expenses net of fee waivers, if any 1.69%H 1.70% 1.70% 1.71% 1.75% 1.79% 
Expenses net of all reductions 1.69%H 1.69% 1.70% 1.71% 1.75% 1.79% 
Net investment income (loss) .60%H .72% .45% .43% .59% .51% 
Supplemental Data       
Net assets, end of period (000 omitted) $33,334 $31,605 $34,790 $16,600 $7,938 $2,845 
Portfolio turnover rateI 24%H 25% 22%J 28% 29% 57% 

 A Calculated based on average shares outstanding during the period.

 B Total distributions of $.50 per share is comprised of distributions from net investment income of $.091 and distributions from net realized gain of $.404 per share.

 C Total returns for periods of less than one year are not annualized.

 D Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 E Total returns do not include the effect of the contingent deferred sales charge.

 F Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 H Annualized

 I Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

 J Portfolio turnover rate excludes securities received or delivered in-kind.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Mega Cap Stock Fund

 Six months ended (Unaudited) December 31, Years ended June 30,     
 2016 2016 2015 2014 2013 2012 
Selected Per–Share Data       
Net asset value, beginning of period $15.68 $16.72 $16.44 $13.60 $11.11 $10.43 
Income from Investment Operations       
Net investment income (loss)A .14 .27 .24 .22 .20 .16 
Net realized and unrealized gain (loss) 1.92 (.66) .72 3.02 2.46 .64 
Total from investment operations 2.06 (.39) .96 3.24 2.66 .80 
Distributions from net investment income (.26) (.25) (.21) (.19) (.17) (.12) 
Distributions from net realized gain (.09) (.40) (.47) (.21) – – 
Total distributions (.34)B (.65) (.68) (.40) (.17) (.12) 
Net asset value, end of period $17.40 $15.68 $16.72 $16.44 $13.60 $11.11 
Total ReturnC,D 13.20% (2.36)% 6.13% 24.18% 24.17% 7.83% 
Ratios to Average Net AssetsE,F       
Expenses before reductions .68%G .69% .67% .68% .70% .76% 
Expenses net of fee waivers, if any .68%G .69% .67% .68% .70% .76% 
Expenses net of all reductions .68%G .68% .67% .68% .70% .75% 
Net investment income (loss) 1.61%G 1.73% 1.48% 1.47% 1.64% 1.55% 
Supplemental Data       
Net assets, end of period (000 omitted) $3,295,172 $3,059,691 $3,300,700 $2,860,197 $2,214,592 $1,287,144 
Portfolio turnover rateH 24%G 25% 22%I 28% 29% 57% 

 A Calculated based on average shares outstanding during the period.

 B Total distributions of $.34 per share is comprised of distributions from net investment income of $.258 and distributions from net realized gain of $.085 per share.

 C Total returns for periods of less than one year are not annualized.

 D Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 E Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 G Annualized

 H Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

 I Portfolio turnover rate excludes securities received or delivered in-kind.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Mega Cap Stock Fund Class I

 Six months ended (Unaudited) December 31, Years ended June 30,     
 2016 2016 2015 2014 2013 2012 
Selected Per–Share Data       
Net asset value, beginning of period $15.70 $16.73 $16.39 $13.55 $11.08 $10.40 
Income from Investment Operations       
Net investment income (loss)A .14 .27 .24 .22 .20 .16 
Net realized and unrealized gain (loss) 1.92 (.65) .72 3.02 2.44 .63 
Total from investment operations 2.06 (.38) .96 3.24 2.64 .79 
Distributions from net investment income (.26) (.24) (.15) (.18) (.17) (.11) 
Distributions from net realized gain (.09) (.40) (.47) (.21) – – 
Total distributions (.34)B (.65)C (.62) (.40)D (.17) (.11) 
Net asset value, end of period $17.42 $15.70 $16.73 $16.39 $13.55 $11.08 
Total ReturnE,F 13.17% (2.31)% 6.11% 24.23% 24.06% 7.77% 
Ratios to Average Net AssetsG,H       
Expenses before reductions .67%I .68% .69% .71% .74% .78% 
Expenses net of fee waivers, if any .67%I .68% .68% .71% .74% .78% 
Expenses net of all reductions .67%I .68% .68% .71% .74% .77% 
Net investment income (loss) 1.62%I 1.73% 1.47% 1.43% 1.61% 1.53% 
Supplemental Data       
Net assets, end of period (000 omitted) $148,614 $148,414 $186,637 $674,416 $312,814 $175,833 
Portfolio turnover rateJ 24%I 25% 22%K 28% 29% 57% 

 A Calculated based on average shares outstanding during the period.

 B Total distributions of $.34 per share is comprised of distributions from net investment income of $.257 and distributions from net realized gain of $.085 per share.

 C Total distributions of $.65 per share is comprised of distributions from net investment income of $.244 and distributions from net realized gain of $.404 per share.

 D Total distributions of $.40 per share is comprised of distributions from net investment income of $.182 and distributions from net realized gain of $.213 per share.

 E Total returns for periods of less than one year are not annualized.

 F Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 G Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 I Annualized

 J Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

 K Portfolio turnover rate excludes securities received or delivered in-kind.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Mega Cap Stock Fund Class Z

 Six months ended (Unaudited) December 31, Years ended June 30,   
 2016 2016 2015 2014 A 
Selected Per–Share Data     
Net asset value, beginning of period $15.65 $16.69 $16.40 $14.31 
Income from Investment Operations     
Net investment income (loss)B .15 .29 .27 .21 
Net realized and unrealized gain (loss) 1.92 (.66) .72 2.20 
Total from investment operations 2.07 (.37) .99 2.41 
Distributions from net investment income (.28) (.27) (.23) (.10) 
Distributions from net realized gain (.09) (.40) (.47) (.21) 
Total distributions (.37) (.67) (.70) (.32)C 
Net asset value, end of period $17.35 $15.65 $16.69 $16.40 
Total ReturnD,E 13.26% (2.21)% 6.33% 17.06% 
Ratios to Average Net AssetsF,G     
Expenses before reductions .53%H .54% .54% .54%H 
Expenses net of fee waivers, if any .53%H .54% .54% .54%H 
Expenses net of all reductions .53%H .53% .54% .54%H 
Net investment income (loss) 1.76%H 1.88% 1.61% 1.59%H 
Supplemental Data     
Net assets, end of period (000 omitted) $2,420 $2,414 $2,449 $117 
Portfolio turnover rateI 24%H 25% 22%J 28% 

 A For the period August 13, 2013 (commencement of sale of shares) to June 30, 2014.

 B Calculated based on average shares outstanding during the period.

 C Total distributions of $.32 per share is comprised of distributions from net investment income of $.104 and distributions from net realized gain of $.213 per share.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 H Annualized

 I Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

 J Portfolio turnover rate excludes securities received or delivered in-kind.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements (Unaudited)

For the period ended December 31, 2016

1. Organization.

Fidelity Mega Cap Stock Fund (the Fund) is a fund of Fidelity Hastings Street Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Mega Cap Stock, Class I and Class Z shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

After the close of business on June 24, 2016, all outstanding Class B shares were converted to Class A shares. All prior fiscal period dollar and share amounts for Class B presented in the Notes to Financial Statements are for the period July 1, 2015 through June 24, 2016.

2. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .005%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fair Value Committee (the Committee) established by the Fund's investment adviser. In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • 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)

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 a third party pricing vendor 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 market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Exchange-traded options are valued using the last sale price or, in the absence of a sale, the last offering price and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of December 31, 2016 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. Certain distributions received by the Fund represent a return of capital or capital gain. The Fund determines the components of these distributions subsequent to the ex-dividend date, based upon receipt of tax filings or other correspondence relating to the underlying investment. These distributions are recorded as a reduction of cost of investments and/or as a realized gain. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, partnerships, and losses deferred due to wash sales and excise tax regulations.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $980,402,667 
Gross unrealized depreciation (90,721,388) 
Net unrealized appreciation (depreciation) on securities $889,681,279 
Tax cost $2,706,297,347 

The Fund elected to defer to its next fiscal year approximately $4,177,604 of capital losses recognized during the period November 1, 2015 to June 30, 2016.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

Consolidated Subsidiary. The Fund invests in certain investments through a wholly-owned subsidiary ("Subsidiary"), which may be subject to federal and state taxes upon disposition.

As of period end, the Fund held an investment of $6,161,494 in this Subsidiary, representing .17% of the Fund's net assets. The financial statements have been consolidated and include accounts of the Fund and each Subsidiary. Accordingly, all inter-company transactions and balances have been eliminated.

4. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including options. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.
 

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded options may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Options. Options give the purchaser the right, but not the obligation, to buy (call) or sell (put) an underlying security or financial instrument at an agreed exercise or strike price between or on certain dates. Options obligate the seller (writer) to buy (put) or sell (call) an underlying instrument at the exercise or strike price or cash settle an underlying derivative instrument if the holder exercises the option on or before the expiration date.

The Fund used exchange-traded written covered call options to manage its exposure to the market. When the Fund writes a covered call option, the Fund holds the underlying instrument which must be delivered to the holder upon the exercise of the option.

Upon entering into a written options contract, the Fund will receive a premium. Premiums received are reflected as a liability on the Statement of Assets and Liabilities. Options are valued daily and any unrealized appreciation (depreciation) is reflected on the Statement of Assets and Liabilities. When a written option is exercised, the premium is added to the proceeds from the sale of the underlying instrument in determining the gain or loss realized on that investment. When an option is closed the Fund will realize a gain or loss depending on whether the proceeds or amount paid for the closing sale transaction are greater or less than the premium received. When an option expires, gains and losses are realized to the extent of premiums received. The net realized gain (loss) on closed and expired written options and the change in net unrealized appreciation (depreciation) on written options are reflected separately on the Statement of Operations.

Writing call options tends to decrease exposure to the underlying instrument and risk of loss is the change in value in excess of the premium received.

Any open options at period end are presented in the Schedule of Investments under the caption "Written Options".

During the period, the Fund recognized net realized gain (loss) of $1,291,805 and a change in net unrealized appreciation (depreciation) of $(15,103,865) related to its investment in written options. This amount is included in the Statement of Operations.

The following is a summary of the Fund's written options activity:

 Number of Contracts Amount of Premiums 
Outstanding at beginning of period 10,200 $772,283 
Options Opened 54,905 3,970,163 
Options Exercised (701) (86,893) 
Options Closed (16,288) (1,266,553) 
Options Expired (8,031) (552,000) 
Outstanding at end of period 40,085 $2,837,000 

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $414,759,197 and $592,869,000, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .20% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annualized management fee rate was .45% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 Distribution
Fee 
Service
Fee 
Total Fees Retained
by FDC 
Class A -% .25% $85,923 $393 
Class T .25% .25% 68,164 – 
Class C .75% .25% 161,841 20,348 
   $315,928 $20,741 

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T and Class C redemptions. The deferred sales charges are 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 Retained
by FDC 
Class A $14,790 
Class T 1,554 
Class C(a) 1,379 
 $17,723 

 (a) When Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.


Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class Z. FIIOC receives an asset-based fee of Class Z's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

For the period, transfer agent fees for each class were as follows:

 Amount % of
Class-Level Average
Net Assets(a) 
Class A $67,318 .20 
Class T 28,685 .21 
Class C 33,107 .20 
Mega Cap Stock 2,998,027 .19 
Class I 137,880 .19 
Class Z 560 .05 
 $3,265,577  

 (a) Annualized


Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $12,138 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR or other affiliated entities of FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender Average Loan Balance Weighted Average Interest Rate Interest Expense 
Borrower $23,142,130 .59% $8,781 

Interfund Trades. The Fund may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

7. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $5,587 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. At period end, there were no security loans outstanding. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $30,341. During the period, there were no securities loaned to FCM.

9. Expense Reductions.

During the period the investment advisor reimbursed and/or waived a portion of fund-level operating expenses in the amount of $12,551.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Six months ended
December 31, 2016 
Year ended June 30, 2016 
From net investment income   
Class A $899,152 $1,080,757 
Class T 291,258 237,487 
Class B – 2,701 
Class C 185,400 200,810 
Mega Cap Stock 48,569,058 48,178,641 
Class I 2,230,910 2,632,093 
Class Z 40,402 40,040 
Total $52,216,180 $52,372,529 
From net realized gain   
Class A $344,294 $2,557,147 
Class T 137,942 579,808 
Class B – 19,784 
Class C 163,372 882,477 
Mega Cap Stock 15,922,546 78,620,158 
Class I 711,666 4,380,245 
Class Z 11,608 59,789 
Total $17,291,428 $87,099,408 

11. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 Shares Shares Dollars Dollars 
 Six months ended
December 31, 2016 
Year ended June 30, 2016 Six months ended
December 31, 2016 
Year ended June 30, 2016 
Class A     
Shares sold 521,589 2,249,513 $8,775,422 $35,033,810 
Reinvestment of distributions 70,690 222,669 1,204,586 3,545,701 
Shares redeemed (905,790) (5,136,376) (14,974,471) (81,329,239) 
Net increase (decrease) (313,511) (2,664,194) $(4,994,463) $(42,749,728) 
Class T     
Shares sold 222,411 686,666 $3,694,556 $10,511,335 
Reinvestment of distributions 24,971 51,253 425,999 811,536 
Shares redeemed (282,853) (457,036) (4,662,106) (6,981,965) 
Net increase (decrease) (35,471) 280,883 $(541,551) $4,340,906 
Class B     
Shares sold – 5,282 $– $81,885 
Reinvestment of distributions – 1,413 – 22,443 
Shares redeemed – (59,664) – (913,434) 
Net increase (decrease) – (52,969) $– $(809,106) 
Class C     
Shares sold 140,907 670,666 $2,327,012 $10,277,856 
Reinvestment of distributions 20,218 68,302 342,433 1,069,779 
Shares redeemed (271,168) (803,589) (4,390,620) (12,024,954) 
Net increase (decrease) (110,043) (64,621) $(1,721,175) $(677,319) 
Mega Cap Stock     
Shares sold 23,276,633 73,675,851 $393,358,699 $1,142,159,263 
Reinvestment of distributions 3,517,132 7,313,288 60,338,870 116,494,236 
Shares redeemed (32,490,405) (83,289,947) (543,369,144) (1,294,330,166) 
Net increase (decrease) (5,696,640) (2,300,808) $(89,671,575) $(35,676,667) 
Class I     
Shares sold 606,328 2,012,535 $10,200,437 $31,112,150 
Reinvestment of distributions 170,239 417,290 2,921,152 6,659,834 
Shares redeemed (1,697,954) (4,128,858) (28,439,121) (64,549,339) 
Net increase (decrease) (921,387) (1,699,033) $(15,317,532) $(26,777,355) 
Class Z     
Shares sold 6,160 14,166 $103,747 $216,431 
Reinvestment of distributions 3,045 6,283 52,010 99,829 
Shares redeemed (23,956) (12,944) (389,309) (199,888) 
Net increase (decrease) (14,751) 7,505 $(233,552) $116,372 

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2016 to December 31, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 Annualized Expense Ratio-A Beginning
Account Value
July 1, 2016 
Ending
Account Value
December 31, 2016 
Expenses Paid
During Period-B
July 1, 2016
to December 31, 2016 
Class A .93%    
Actual  $1,000.00 $1,129.70 $4.99 
Hypothetical-C  $1,000.00 $1,020.52 $4.74 
Class T 1.20%    
Actual  $1,000.00 $1,128.50 $6.44 
Hypothetical-C  $1,000.00 $1,019.16 $6.11 
Class C 1.69%    
Actual  $1,000.00 $1,126.00 $9.06 
Hypothetical-C  $1,000.00 $1,016.69 $8.59 
Mega Cap Stock .68%    
Actual  $1,000.00 $1,132.00 $3.65 
Hypothetical-C  $1,000.00 $1,021.78 $3.47 
Class I .67%    
Actual  $1,000.00 $1,131.70 $3.60 
Hypothetical-C  $1,000.00 $1,021.83 $3.41 
Class Z .53%    
Actual  $1,000.00 $1,132.60 $2.85 
Hypothetical-C  $1,000.00 $1,022.53 $2.70 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

 C 5% return per year before expenses


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Mega Cap Stock Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2016 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationships with the fund; and (iv) the extent to which, if any, economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Nature, Extent, and Quality of Services Provided.  The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the investment personnel compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services.  The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, compliance, and technology and operations capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians, subcustodians, and pricing vendors; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family.  The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including: (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) broadening eligibility requirements for certain lower-priced share classes of, and streamlining the fee structure for, certain existing equity index funds; (v) lowering expense caps for certain existing funds and classes to reduce expenses paid by shareholders; (vi) eliminating redemption fees for certain variable insurance product funds and classes; (vii) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (viii) launching a lower cost share class for use by the Freedom Index Fund product line; (ix) rationalizing product lines and gaining increased efficiencies through fund mergers and share class consolidations; (x) continuing to develop, acquire and implement systems and technology to improve services to the funds and shareholders, strengthen information security, and increase efficiency; (xi) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (xii) accelerating the conversion of all remaining Class B shares to Class A shares, which have a lower expense structure; and (xiii) implementing changes to Fidelity's money market fund product line in response to recent regulatory reforms.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history.

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index for the most recent one-, three-, and five-year periods, as shown below. A peer group is not shown below because the fund does not generally utilize a peer group for performance comparison purposes.

Fidelity Mega Cap Stock Fund


The Board has discussed the fund's underperformance with FMR and has engaged with FMR to consider what steps might be taken to remediate the fund's underperformance.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should continue to benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio.  The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Broadridge investment objective categories that have comparable investment mandates. Combining Broadridge investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Management Fee.  The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Broadridge funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Fidelity Mega Cap Stock Fund


The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2015.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and the boards of other Fidelity funds to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. The Committee's focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expense Ratio.  In its review of each class's total expense ratio, the Board considered the fund's management fee rate as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each class ranked below the competitive median for 2015.

Fees Charged to Other Fidelity Clients.  The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of the fund profitability information and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus the assets of sector funds previously under FMR's management). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board.  In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins; (vi) the realization of fall-out benefits in and attribution of fall-out benefits to certain Fidelity business units; (vii) the appropriateness of certain funds' benchmarks; (viii) the rationalization for certain share classes and expenses; (ix) sub-advisory fee rates for comparable investment mandates; (x) product strategy for certain underperforming funds; and (xi) Fidelity's resources and strategy for cybersecurity.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.





Fidelity Investments

Corporate Headquarters

245 Summer St.

Boston, MA 02210

www.fidelity.com

GII-SANN-0217
1.714809.120


Fidelity® Fund



Semi-Annual Report

December 31, 2016




Fidelity Investments


Contents

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Shareholder Expense Example

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2017 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.institutional.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Investment Summary (Unaudited)

Top Ten Stocks as of December 31, 2016

 % of fund's net assets % of fund's net assets 6 months ago 
Apple, Inc. 4.4 1.5 
Microsoft Corp. 3.2 1.0 
JPMorgan Chase & Co. 3.1 1.0 
Bank of America Corp. 3.0 0.0 
Chevron Corp. 2.5 1.9 
Berkshire Hathaway, Inc. Class B 2.4 2.7 
Wells Fargo & Co. 2.3 1.3 
Johnson & Johnson 2.2 2.2 
Amphenol Corp. Class A 2.2 2.1 
Comcast Corp. Class A 2.1 1.7 
 27.4  

Top Five Market Sectors as of December 31, 2016

 % of fund's net assets % of fund's net assets 6 months ago 
Information Technology 20.0 20.3 
Financials 19.9 11.9 
Consumer Discretionary 13.1 12.5 
Health Care 11.5 14.3 
Energy 11.3 5.7 

Prior period industry classifications reflect the categories in place as of the date indicated and have not been adjusted to reflect current industry classifications.

Asset Allocation (% of fund's net assets)

As of December 31, 2016* 
   Stocks 99.4% 
   Short-Term Investments and Net Other Assets (Liabilities) 0.6% 


 * Foreign investments - 6.4%


As of June 30, 2016* 
   Stocks 98.0% 
   Short-Term Investments and Net Other Assets (Liabilities) 2.0% 


 * Foreign investments - 8.3%


Percentages shown as 0.0% may reflect amounts less than 0.05%.

Investments December 31, 2016 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 99.0%   
 Shares Value (000s) 
CONSUMER DISCRETIONARY - 12.7%   
Hotels, Restaurants & Leisure - 3.2%   
Domino's Pizza, Inc. 251,400 $40,033 
Starbucks Corp. 983,996 54,631 
Vail Resorts, Inc. 255,000 41,134 
  135,798 
Internet & Direct Marketing Retail - 1.9%   
Amazon.com, Inc. (a) 110,000 82,486 
Media - 3.1%   
Comcast Corp. Class A 1,320,700 91,194 
The Walt Disney Co. 400,000 41,688 
  132,882 
Multiline Retail - 0.6%   
Dollar Tree, Inc. (a) 350,000 27,013 
Specialty Retail - 3.1%   
AutoZone, Inc. (a) 47,300 37,357 
Home Depot, Inc. 500,000 67,040 
TJX Companies, Inc. 358,800 26,957 
  131,354 
Textiles, Apparel & Luxury Goods - 0.8%   
NIKE, Inc. Class B 648,200 32,948 
TOTAL CONSUMER DISCRETIONARY  542,481 
CONSUMER STAPLES - 4.0%   
Beverages - 0.6%   
Molson Coors Brewing Co. Class B 254,200 24,736 
Food & Staples Retailing - 1.2%   
Costco Wholesale Corp. 325,000 52,036 
Food Products - 0.8%   
Mondelez International, Inc. 779,600 34,560 
Household Products - 0.4%   
Spectrum Brands Holdings, Inc. (b) 150,000 18,350 
Personal Products - 0.4%   
Estee Lauder Companies, Inc. Class A 192,300 14,709 
Tobacco - 0.6%   
Reynolds American, Inc. 450,000 25,218 
TOTAL CONSUMER STAPLES  169,609 
ENERGY - 11.3%   
Energy Equipment & Services - 1.4%   
Schlumberger Ltd. 735,000 61,703 
Oil, Gas & Consumable Fuels - 9.9%   
Anadarko Petroleum Corp. 870,450 60,696 
Cheniere Energy Partners LP 581,461 16,758 
Chevron Corp. 910,000 107,107 
ConocoPhillips Co. 1,248,100 62,580 
Devon Energy Corp. 800,000 36,536 
EOG Resources, Inc. 300,000 30,330 
EQT Midstream Partners LP 193,700 14,853 
Kinder Morgan, Inc. 1,350,000 27,959 
Suncor Energy, Inc. 900,000 29,427 
Teekay LNG Partners LP 1,000,000 14,450 
Williams Partners LP 550,000 20,917 
  421,613 
TOTAL ENERGY  483,316 
FINANCIALS - 19.9%   
Banks - 11.4%   
Bank of America Corp. 5,700,000 125,970 
Citigroup, Inc. 1,200,000 71,316 
JPMorgan Chase & Co. 1,548,900 133,655 
SunTrust Banks, Inc. 1,041,300 57,115 
Wells Fargo & Co. 1,778,367 98,006 
  486,062 
Capital Markets - 4.2%   
Goldman Sachs Group, Inc. 350,000 83,808 
Moody's Corp. 116,593 10,991 
Morgan Stanley 1,200,000 50,700 
MSCI, Inc. 250,000 19,695 
S&P Global, Inc. 115,725 12,445 
  177,639 
Consumer Finance - 0.4%   
Capital One Financial Corp. 200,000 17,448 
Diversified Financial Services - 2.4%   
Berkshire Hathaway, Inc. Class B (a) 638,900 104,128 
Insurance - 1.5%   
American International Group, Inc. 577,500 37,717 
Marsh & McLennan Companies, Inc. 375,000 25,346 
  63,063 
TOTAL FINANCIALS  848,340 
HEALTH CARE - 11.5%   
Biotechnology - 2.5%   
Alexion Pharmaceuticals, Inc. (a) 225,000 27,529 
Amgen, Inc. 551,300 80,606 
  108,135 
Health Care Equipment & Supplies - 3.1%   
Boston Scientific Corp. (a) 1,512,000 32,705 
Danaher Corp. 703,200 54,737 
Medtronic PLC 609,700 43,429 
  130,871 
Health Care Providers & Services - 1.1%   
UnitedHealth Group, Inc. 300,000 48,012 
Life Sciences Tools & Services - 0.9%   
Thermo Fisher Scientific, Inc. 257,700 36,361 
Pharmaceuticals - 3.9%   
Allergan PLC 121,900 25,600 
Bristol-Myers Squibb Co. 800,000 46,752 
Johnson & Johnson 800,000 92,168 
  164,520 
TOTAL HEALTH CARE  487,899 
INDUSTRIALS - 8.9%   
Aerospace & Defense - 5.0%   
Huntington Ingalls Industries, Inc. 245,500 45,219 
Northrop Grumman Corp. 225,000 52,331 
Raytheon Co. 500,000 71,000 
United Technologies Corp. 400,000 43,848 
  212,398 
Building Products - 1.0%   
A.O. Smith Corp. 443,980 21,022 
Masco Corp. 750,000 23,715 
  44,737 
Electrical Equipment - 0.6%   
Fortive Corp. 451,600 24,219 
Machinery - 2.3%   
Caterpillar, Inc. 550,000 51,007 
Flowserve Corp. 600,000 28,830 
Xylem, Inc. 400,000 19,808 
  99,645 
TOTAL INDUSTRIALS  380,999 
INFORMATION TECHNOLOGY - 20.0%   
Electronic Equipment & Components - 2.2%   
Amphenol Corp. Class A 1,366,776 91,847 
Internet Software & Services - 3.8%   
Alphabet, Inc.:   
Class A (a) 110,600 87,645 
Class C (a) 26,027 20,088 
Facebook, Inc. Class A (a) 489,200 56,282 
  164,015 
IT Services - 2.7%   
CSRA, Inc. 500,000 15,920 
MasterCard, Inc. Class A 460,300 47,526 
Visa, Inc. Class A 646,400 50,432 
  113,878 
Semiconductors & Semiconductor Equipment - 2.3%   
Lam Research Corp. 250,000 26,433 
NXP Semiconductors NV (a) 305,817 29,973 
Texas Instruments, Inc. 575,000 41,958 
  98,364 
Software - 4.6%   
Adobe Systems, Inc. (a) 574,400 59,134 
Microsoft Corp. 2,200,000 136,708 
  195,842 
Technology Hardware, Storage & Peripherals - 4.4%   
Apple, Inc. 1,622,200 187,882 
TOTAL INFORMATION TECHNOLOGY  851,828 
MATERIALS - 7.3%   
Chemicals - 6.7%   
CF Industries Holdings, Inc. 900,000 28,332 
E.I. du Pont de Nemours & Co. 725,000 53,215 
Ecolab, Inc. 402,500 47,181 
LyondellBasell Industries NV Class A 650,000 55,757 
Monsanto Co. 428,500 45,082 
The Chemours Co. LLC 500,000 11,045 
The Scotts Miracle-Gro Co. Class A 250,000 23,888 
W.R. Grace & Co. 300,000 20,292 
  284,792 
Construction Materials - 0.6%   
Vulcan Materials Co. 212,299 26,569 
TOTAL MATERIALS  311,361 
REAL ESTATE - 2.2%   
Equity Real Estate Investment Trusts (REITs) - 2.2%   
American Tower Corp. 244,100 25,796 
Easterly Government Properties, Inc. 1,211,300 24,250 
Public Storage 200,000 44,700 
  94,746 
TELECOMMUNICATION SERVICES - 0.9%   
Wireless Telecommunication Services - 0.9%   
T-Mobile U.S., Inc. (a) 650,000 37,382 
UTILITIES - 0.3%   
Water Utilities - 0.3%   
American Water Works Co., Inc. 175,000 12,663 
TOTAL COMMON STOCKS   
(Cost $3,278,295)  4,220,624 
Nonconvertible Preferred Stocks - 0.4%   
CONSUMER DISCRETIONARY - 0.4%   
Automobiles - 0.4%   
Porsche Automobil Holding SE (Germany)   
(Cost $16,765) 300,000 16,339 
 Principal Amount (000s) Value (000s) 
U.S. Treasury Obligations - 0.3%   
U.S. Treasury Bills, yield at date of purchase 0.28% to 0.49% 1/12/17 to 2/16/17 (c)   
(Cost $12,776) 12,780 12,776 
 Shares Value (000s) 
Money Market Funds - 1.6%   
Fidelity Cash Central Fund, 0.60% (d) 68,397,727 $68,411 
Fidelity Securities Lending Cash Central Fund 0.65% (d)(e) 1,443,674 1,444 
TOTAL MONEY MARKET FUNDS   
(Cost $69,855)  69,855 
TOTAL INVESTMENT PORTFOLIO - 101.3%   
(Cost $3,377,691)  4,319,594 
NET OTHER ASSETS (LIABILITIES) - (1.3)%  (55,255) 
NET ASSETS - 100%  $4,264,339 

Legend

 (a) Non-income producing

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

 (c) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At period end, the value of securities pledged amounted to $1,275,000.

 (d) Affiliated fund that is generally 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.

 (e) 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 $210 
Fidelity Securities Lending Cash Central Fund 16 
Total $226 

Investment Valuation

The following is a summary of the inputs used, as of December 31, 2016, 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 below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
(Amounts in thousands)     
Investments in Securities:     
Equities:     
Consumer Discretionary $558,820 $558,820 $-- $-- 
Consumer Staples 169,609 169,609 -- -- 
Energy 483,316 483,316 -- -- 
Financials 848,340 848,340 -- -- 
Health Care 487,899 487,899 -- -- 
Industrials 380,999 380,999 -- -- 
Information Technology 851,828 851,828 -- -- 
Materials 311,361 311,361 -- -- 
Real Estate 94,746 94,746 -- -- 
Telecommunication Services 37,382 37,382 -- -- 
Utilities 12,663 12,663 -- -- 
U.S. Government and Government Agency Obligations 12,776 -- 12,776 -- 
Money Market Funds 69,855 69,855 -- -- 
Total Investments in Securities: $4,319,594 $4,306,818 $12,776 $-- 

See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)  December 31, 2016 (Unaudited) 
Assets   
Investment in securities, at value (including securities loaned of $1,407) — See accompanying schedule:
Unaffiliated issuers (cost $3,307,836) 
$4,249,739  
Fidelity Central Funds (cost $69,855) 69,855  
Total Investments (cost $3,377,691)  $4,319,594 
Cash  
Foreign currency held at value (cost $1,073)  1,073 
Receivable for investments sold  34,325 
Receivable for fund shares sold  1,786 
Dividends receivable  3,052 
Distributions receivable from Fidelity Central Funds  62 
Prepaid expenses  
Other receivables  177 
Total assets  4,360,079 
Liabilities   
Payable for investments purchased $1,073  
Payable for fund shares redeemed 91,043  
Accrued management fee 1,234  
Payable for daily variation margin for derivative instruments 151  
Other affiliated payables 581  
Other payables and accrued expenses 212  
Collateral on Securities Loaned 1,446  
Total liabilities  95,740 
Net Assets  $4,264,339 
Net Assets consist of:   
Paid in capital  $3,151,276 
Distributions in excess of net investment income  (2,452) 
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions  173,646 
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies  941,869 
Net Assets  $4,264,339 
Fidelity Fund:   
Net Asset Value, offering price and redemption price per share ($3,714,899 ÷ 90,280 shares)  $41.15 
Class K:   
Net Asset Value, offering price and redemption price per share ($549,440 ÷ 13,358 shares)  $41.13 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

Amounts in thousands  Six months ended December 31, 2016 (Unaudited) 
Investment Income   
Dividends  $35,386 
Interest  
Income from Fidelity Central Funds  226 
Total income  35,620 
Expenses   
Management fee $7,455  
Transfer agent fees 2,998  
Accounting and security lending fees 529  
Custodian fees and expenses 42  
Independent trustees' fees and expenses 10  
Registration fees 29  
Audit 41  
Legal 13  
Miscellaneous 16  
Total expenses before reductions 11,133  
Expense reductions (52) 11,081 
Net investment income (loss)  24,539 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers 273,954  
Fidelity Central Funds (11)  
Foreign currency transactions 34  
Futures contracts 10,066  
Total net realized gain (loss)  284,043 
Change in net unrealized appreciation (depreciation) on:
Investment securities 
(102,079)  
Assets and liabilities in foreign currencies (10)  
Total change in net unrealized appreciation (depreciation)  (102,089) 
Net gain (loss)  181,954 
Net increase (decrease) in net assets resulting from operations  $206,493 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

Amounts in thousands Six months ended December 31, 2016 (Unaudited) Year ended June 30, 2016 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $24,539 $43,748 
Net realized gain (loss) 284,043 177,083 
Change in net unrealized appreciation (depreciation) (102,089) (272,836) 
Net increase (decrease) in net assets resulting from operations 206,493 (52,005) 
Distributions to shareholders from net investment income (45,768) (36,756) 
Distributions to shareholders from net realized gain (254,005) (224,972) 
Total distributions (299,773) (261,728) 
Share transactions - net increase (decrease) (99,982) (324,381) 
Total increase (decrease) in net assets (193,262) (638,114) 
Net Assets   
Beginning of period 4,457,601 5,095,715 
End of period $4,264,339 $4,457,601 
Other Information   
Undistributed net investment income end of period $– $18,777 
Distributions in excess of net investment income end of period $(2,452) $– 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Fund

 Six months ended (Unaudited) December 31, Years ended June 30,     
 2016 2016 2015 2014 2013 2012 
Selected Per–Share Data       
Net asset value, beginning of period $42.04 $44.69 $45.42 $39.77 $34.51 $34.35 
Income from Investment Operations       
Net investment income (loss)A .23 .38 .34 .35 .44 .37 
Net realized and unrealized gain (loss) 1.77 (.73) 3.91 8.61 5.31 .02 
Total from investment operations 2.00 (.35) 4.25 8.96 5.75 .39 
Distributions from net investment income (.44) (.31) (.30) (.32) (.49) (.23) 
Distributions from net realized gain (2.45) (1.99) (4.68) (2.98) – – 
Total distributions (2.89) (2.30) (4.98) (3.31)B (.49) (.23) 
Net asset value, end of period $41.15 $42.04 $44.69 $45.42 $39.77 $34.51 
Total ReturnC,D 4.74% (.83)% 10.52% 23.70% 16.85% 1.21% 
Ratios to Average Net AssetsE,F       
Expenses before reductions .52%G .52% .52% .53% .56% .58% 
Expenses net of fee waivers, if any .52%G .52% .52% .53% .56% .58% 
Expenses net of all reductions .52%G .52% .52% .53% .55% .58% 
Net investment income (loss) 1.09%G .91% .79% .82% 1.18% 1.13% 
Supplemental Data       
Net assets, end of period (in millions) $3,715 $3,762 $4,143 $4,811 $4,451 $4,364 
Portfolio turnover rateH 80%G 67% 59%I 93% 113% 102% 

 A Calculated based on average shares outstanding during the period.

 B Total distributions of $3.31 per share is comprised of distributions from net investment income of $.324 and distributions from net realized gain of $2.984 per share.

 C Total returns for periods of less than one year are not annualized.

 D Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 E Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 G Annualized

 H Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

 I Portfolio turnover rate excludes securities received or delivered in-kind.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Fund Class K

 Six months ended (Unaudited) December 31, Years ended June 30,     
 2016 2016 2015 2014 2013 2012 
Selected Per–Share Data       
Net asset value, beginning of period $42.04 $44.69 $45.42 $39.78 $34.52 $34.35 
Income from Investment Operations       
Net investment income (loss)A .25 .42 .39 .40 .49 .42 
Net realized and unrealized gain (loss) 1.77 (.72) 3.91 8.60 5.31 .02 
Total from investment operations 2.02 (.30) 4.30 9.00 5.80 .44 
Distributions from net investment income (.48) (.36) (.35) (.38) (.54) (.27) 
Distributions from net realized gain (2.45) (1.99) (4.68) (2.98) – – 
Total distributions (2.93) (2.35) (5.03) (3.36) (.54) (.27) 
Net asset value, end of period $41.13 $42.04 $44.69 $45.42 $39.78 $34.52 
Total ReturnB,C 4.80% (.72)% 10.65% 23.83% 17.03% 1.37% 
Ratios to Average Net AssetsD,E       
Expenses before reductions .42%F .41% .41% .41% .42% .43% 
Expenses net of fee waivers, if any .41%F .41% .41% .41% .42% .43% 
Expenses net of all reductions .41%F .41% .41% .41% .41% .42% 
Net investment income (loss) 1.20%F 1.02% .90% .94% 1.32% 1.29% 
Supplemental Data       
Net assets, end of period (in millions) $549 $696 $952 $1,119 $994 $814 
Portfolio turnover rateG 80%F 67% 59%H 93% 113% 102% 

 A Calculated based on average shares outstanding during the period.

 B Total returns for periods of less than one year are not annualized.

 C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 D Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 F Annualized

 G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

 H Portfolio turnover rate excludes securities received or delivered in-kind.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements (Unaudited)

For the period ended December 31, 2016
(Amounts in thousands except percentages)

1. Organization.

Fidelity Fund (the Fund) is a fund of Fidelity Hastings Street Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Fidelity Fund and Class K shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .005%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fair Value Committee (the Committee) established by the Fund's investment adviser. In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment 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 Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • 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)

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 a third party pricing vendor 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 market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. U.S. government and government agency obligations are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of December 31, 2016 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. Certain distributions received by the Fund represent a return of capital or capital gain. The Fund determines the components of these distributions subsequent to the ex-dividend date, based upon receipt of tax filings or other correspondence relating to the underlying investment. These distributions are recorded as a reduction of cost of investments and/or as a realized gain. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to futures contracts, foreign currency transactions, passive foreign investment companies (PFIC), market discount, deferred trustees compensation, partnerships and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $967,775 
Gross unrealized depreciation (32,153) 
Net unrealized appreciation (depreciation) on securities $935,622 
Tax cost $3,383,972 

4. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.
 

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end and is representative of volume activity during the period. Securities deposited to meet initial margin requirements are identified in the Schedule of Investments.

During the period the Fund recognized net realized gain (loss) of $10,066 related to its investment in futures contracts. This amount is included in the Statement of Operations.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,739,667 and $2,042,174, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .09% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annualized management fee rate was .34% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of Fidelity Fund. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

For the period, transfer agent fees for each class were as follows:

 Amount % of
Class-Level Average
Net Assets(a) 
Fidelity Fund $2,842 .15 
Class K 156 .05 
 $2,998  

 (a) Annualized


Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $38 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR or other affiliated entities of FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender Average Loan Balance Weighted Average Interest Rate Interest Expense 
Borrower $6,372 .57% $–(a) 

 (a) In the amount of less than five hundred dollars.


Interfund Trades. The Fund may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

7. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $7 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $16, including $1 from securities loaned to FCM.

9. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $35 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of fund-level operating expenses in the amount of $17.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Six months ended
December 31, 2016 
Year ended June 30, 2016 
From net investment income   
Fidelity Fund $38,394 $28,914 
Class K 7,374 7,842 
Total $45,768 $36,756 
From net realized gain   
Fidelity Fund $216,202 $183,334 
Class K 37,803 41,638 
Total $254,005 $224,972 

11. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 Shares Shares Dollars Dollars 
 Six months ended December 31, 2016 Year ended June 30, 2016 Six months ended December 31, 2016 Year ended June 30, 2016 
Fidelity Fund     
Shares sold 1,149 3,667 $48,160 $152,399 
Reinvestment of distributions 5,609 4,583 234,849 196,417 
Shares redeemed (5,963) (11,490) (250,140) (476,458) 
Net increase (decrease) 795 (3,240) $32,869 $(127,642) 
Class K     
Shares sold 752 7,320 $31,607 $293,997 
Reinvestment of distributions 1,079 1,156 45,177 49,480 
Shares redeemed (5,024) (13,234) (209,635) (540,216) 
Net increase (decrease) (3,193) (4,758) $(132,851) $(196,739) 

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2016 to December 31, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

 Annualized Expense Ratio-A Beginning
Account Value
July 1, 2016 
Ending
Account Value
December 31, 2016 
Expenses Paid
During Period-B
July 1, 2016
to December 31, 2016 
Fidelity Fund .52%    
Actual  $1,000.00 $1,047.40 $2.68 
Hypothetical-C  $1,000.00 $1,022.58 $2.65 
Class K .41%    
Actual  $1,000.00 $1,048.00 $2.12 
Hypothetical-C  $1,000.00 $1,023.14 $2.09 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

 C 5% return per year before expenses


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2016 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationships with the fund; and (iv) the extent to which, if any, economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Nature, Extent, and Quality of Services Provided.  The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the investment personnel compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services.  The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, compliance, and technology and operations capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians, subcustodians, and pricing vendors; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family.  The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including: (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) broadening eligibility requirements for certain lower-priced share classes of, and streamlining the fee structure for, certain existing equity index funds; (v) lowering expense caps for certain existing funds and classes to reduce expenses paid by shareholders; (vi) eliminating redemption fees for certain variable insurance product funds and classes; (vii) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (viii) launching a lower cost share class for use by the Freedom Index Fund product line; (ix) rationalizing product lines and gaining increased efficiencies through fund mergers and share class consolidations; (x) continuing to develop, acquire and implement systems and technology to improve services to the funds and shareholders, strengthen information security, and increase efficiency; (xi) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (xii) accelerating the conversion of all remaining Class B shares to Class A shares, which have a lower expense structure; and (xiii) implementing changes to Fidelity's money market fund product line in response to recent regulatory reforms.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history.

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-, three-, and five-year periods, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Fidelity Fund


Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should continue to benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio.  The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Broadridge investment objective categories that have comparable investment mandates. Combining Broadridge investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Management Fee.  The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Broadridge funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Fidelity Fund


The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2015.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and the boards of other Fidelity funds to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. The Committee's focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expense Ratio.  In its review of each class's total expense ratio, the Board considered the fund's management fee rate as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each class ranked below the competitive median for 2015.

Fees Charged to Other Fidelity Clients.  The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of the fund profitability information and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus the assets of sector funds previously under FMR's management). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board.  In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins; (vi) the realization of fall-out benefits in and attribution of fall-out benefits to certain Fidelity business units; (vii) the appropriateness of certain funds' benchmarks; (viii) the rationalization for certain share classes and expenses; (ix) sub-advisory fee rates for comparable investment mandates; (x) product strategy for certain underperforming funds; and (xi) Fidelity's resources and strategy for cybersecurity.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.





Fidelity Investments

Corporate Headquarters

245 Summer St.

Boston, MA 02210

www.fidelity.com

FID-SANN-0217
1.540016.119


Fidelity® Series Growth & Income Fund
Fidelity® Series Growth & Income Fund
Class F



Semi-Annual Report

December 31, 2016




Fidelity Investments


Contents

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Shareholder Expense Example

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-544-8544, or for Class F, call 1-800-835-5092, to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2017 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.institutional.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Investment Summary (Unaudited)

Top Ten Stocks as of December 31, 2016

 % of fund's net assets % of fund's net assets 6 months ago 
JPMorgan Chase & Co.(a) 4.1 3.6 
Bank of America Corp.(a) 3.9 2.6 
Microsoft Corp. 3.3 3.1 
Apple, Inc. 3.1 2.6 
Citigroup, Inc.(a) 3.0 2.3 
General Electric Co.(a) 2.7 3.3 
Chevron Corp. 2.0 2.5 
Comcast Corp. Class A 1.8 1.8 
Qualcomm, Inc.(a) 1.8 1.9 
State Street Corp. 1.6 1.2 
 27.3  

 (a) Security or a portion of the security is pledged as collateral for call options written.


Top Five Market Sectors as of December 31, 2016

 % of fund's net assets % of fund's net assets 6 months ago 
Financials 25.7 20.5 
Information Technology 16.8 19.9 
Energy 13.2 12.5 
Health Care 12.5 14.1 
Industrials 11.4 12.6 

Prior period industry classifications reflect the categories in place as of the date indicated and have not been adjusted to reflect current industry classifications.

Asset Allocation (% of fund's net assets)

As of December 31, 2016*,** 
   Stocks 98.6% 
   Convertible Securities 1.3% 
   Other Investments 0.2% 
 Short-Term Investments and Net Other Assets (Liabilities)*** (0.1)% 


 * Foreign investments - 9.9%

 ** Written Options - (0.5)%

 *** Net Other Assets (Liabilities) are not included in the pie chart


As of June 30, 2016*,** 
   Stocks 97.9% 
   Convertible Securities 1.5% 
   Short-Term Investments and Net Other Assets (Liabilities) 0.6% 


 * Foreign investments - 11.5%

 ** Written Options - (0.1)%


Investments December 31, 2016 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.6%   
 Shares Value 
CONSUMER DISCRETIONARY - 8.5%   
Auto Components - 0.0%   
Gentex Corp. 208,700 $4,109,303 
Automobiles - 0.1%   
General Motors Co. 162,000 5,644,080 
Diversified Consumer Services - 0.1%   
ServiceMaster Global Holdings, Inc. (a) 133,200 5,017,644 
Hotels, Restaurants & Leisure - 0.5%   
Cedar Fair LP (depositary unit) 49,900 3,203,580 
Dunkin' Brands Group, Inc. 173,900 9,119,316 
Las Vegas Sands Corp. (b) 202,300 10,804,843 
Whitbread PLC 116,762 5,433,569 
Wingstop, Inc. 198,100 5,861,779 
Yum! Brands, Inc. 205,455 13,011,465 
  47,434,552 
Leisure Products - 0.1%   
NJOY, Inc. (a)(c) 791,469 
Polaris Industries, Inc. 156,100 12,861,079 
  12,861,087 
Media - 4.9%   
AMC Networks, Inc. Class A (a) 89,100 4,663,494 
Comcast Corp. Class A 2,417,000 166,893,850 
Scripps Networks Interactive, Inc. Class A 730,614 52,143,921 
Sinclair Broadcast Group, Inc. Class A 460,523 15,358,442 
The Walt Disney Co. 380,600 39,666,132 
Time Warner, Inc. 1,353,777 130,680,094 
Viacom, Inc. Class B (non-vtg.) 987,100 34,647,210 
  444,053,143 
Multiline Retail - 1.4%   
Dollar General Corp. 64,600 4,784,922 
Kohl's Corp. 167,600 8,276,088 
Macy's, Inc. 212,700 7,616,787 
Target Corp. 1,460,375 105,482,886 
  126,160,683 
Specialty Retail - 1.3%   
Bed Bath & Beyond, Inc. 78,700 3,198,368 
Foot Locker, Inc. 302,800 21,465,492 
L Brands, Inc. 341,400 22,477,776 
Lowe's Companies, Inc. 1,064,000 75,671,680 
  122,813,316 
Textiles, Apparel & Luxury Goods - 0.1%   
Ralph Lauren Corp. 62,200 5,617,904 
VF Corp. 33,800 1,803,230 
  7,421,134 
TOTAL CONSUMER DISCRETIONARY  775,514,942 
CONSUMER STAPLES - 6.1%   
Beverages - 2.1%   
Britvic PLC 238,200 1,664,472 
Cott Corp. 163,600 1,852,098 
Diageo PLC 1,158,477 30,062,309 
Dr. Pepper Snapple Group, Inc. 81,800 7,416,806 
Molson Coors Brewing Co. Class B 281,700 27,412,227 
PepsiCo, Inc. 219,100 22,924,433 
The Coca-Cola Co. 2,341,418 97,075,190 
  188,407,535 
Food & Staples Retailing - 1.4%   
Costco Wholesale Corp. 129,600 20,750,256 
CVS Health Corp. 892,220 70,405,080 
Kroger Co. 495,900 17,113,509 
Walgreens Boots Alliance, Inc. 156,693 12,967,913 
Whole Foods Market, Inc. 126,600 3,894,216 
  125,130,974 
Food Products - 0.5%   
B&G Foods, Inc. Class A 231,400 10,135,320 
Hostess Brands, Inc. Class A (a) 734,800 9,552,400 
Mead Johnson Nutrition Co. Class A 388,300 27,476,108 
  47,163,828 
Household Products - 1.6%   
Procter & Gamble Co. 1,720,700 144,676,456 
Personal Products - 0.1%   
Edgewell Personal Care Co. (a) 130,500 9,525,195 
Tobacco - 0.4%   
Altria Group, Inc. 159,800 10,805,676 
Reynolds American, Inc. 537,200 30,104,688 
  40,910,364 
TOTAL CONSUMER STAPLES  555,814,352 
ENERGY - 12.9%   
Energy Equipment & Services - 1.0%   
Baker Hughes, Inc. 425,000 27,612,250 
National Oilwell Varco, Inc. 818,300 30,637,152 
Oceaneering International, Inc. 900,530 25,403,951 
Schlumberger Ltd. 119,907 10,066,193 
  93,719,546 
Oil, Gas & Consumable Fuels - 11.9%   
Amyris, Inc. (a)(d) 228,433 166,756 
Anadarko Petroleum Corp. 299,300 20,870,189 
Apache Corp. 1,359,241 86,271,026 
Cabot Oil & Gas Corp. 598,400 13,978,624 
Cenovus Energy, Inc. 3,494,300 52,831,557 
Chevron Corp. 1,537,135 180,920,790 
ConocoPhillips Co. 2,932,880 147,054,603 
EQT Midstream Partners LP 60,500 4,639,140 
Golar LNG Ltd. 822,500 18,868,150 
Imperial Oil Ltd. 1,909,500 66,430,376 
Kinder Morgan, Inc. 4,197,700 86,934,367 
Legacy Reserves LP (a) 1,445,200 3,063,824 
MPLX LP 110,539 3,826,860 
PrairieSky Royalty Ltd. 890,315 21,179,504 
Suncor Energy, Inc. 4,390,200 143,544,319 
Teekay LNG Partners LP 692,700 10,009,515 
The Williams Companies, Inc. 4,736,057 147,480,815 
Williams Partners LP 1,836,491 69,841,753 
  1,077,912,168 
TOTAL ENERGY  1,171,631,714 
FINANCIALS - 25.7%   
Banks - 18.0%   
Bank of America Corp. (b) 16,055,005 354,815,611 
Citigroup, Inc. (b) 4,624,378 274,826,785 
Comerica, Inc. (b) 772,700 52,628,597 
Cullen/Frost Bankers, Inc. 46,700 4,120,341 
JPMorgan Chase & Co. (b) 4,343,649 374,813,475 
Lloyds Banking Group PLC 2,122,900 1,630,127 
M&T Bank Corp. 343,000 53,655,490 
PNC Financial Services Group, Inc. 593,224 69,383,479 
Regions Financial Corp. (b) 4,578,400 65,745,824 
Standard Chartered PLC (United Kingdom) (a) 523,776 4,283,548 
SunTrust Banks, Inc. (b) 2,173,400 119,210,990 
U.S. Bancorp (b) 2,253,039 115,738,613 
Wells Fargo & Co. 2,553,399 140,717,819 
  1,631,570,699 
Capital Markets - 6.6%   
Apollo Global Management LLC Class A 816,100 15,799,696 
Ashmore Group PLC 154,490 538,242 
CBOE Holdings, Inc. 294,800 21,782,772 
Charles Schwab Corp. (b) 1,627,881 64,252,463 
Federated Investors, Inc. Class B (non-vtg.) 78,300 2,214,324 
Goldman Sachs Group, Inc. 13,400 3,208,630 
Intertrust NV 250,000 4,400,077 
KKR & Co. LP 3,297,911 50,754,850 
Morgan Stanley (b) 1,785,700 75,445,825 
Northern Trust Corp. (b) 1,182,651 105,315,072 
Oaktree Capital Group LLC Class A 341,100 12,791,250 
S&P Global, Inc. 194,800 20,948,792 
State Street Corp. 1,908,251 148,309,268 
The Blackstone Group LP 2,585,300 69,880,659 
  595,641,920 
Insurance - 0.7%   
Marsh & McLennan Companies, Inc. 481,607 32,551,817 
MetLife, Inc. 288,587 15,551,953 
Principal Financial Group, Inc. 222,500 12,873,850 
Willis Group Holdings PLC 35,800 4,377,624 
  65,355,244 
Thrifts & Mortgage Finance - 0.4%   
MGIC Investment Corp. (a) 987,900 10,066,701 
Radian Group, Inc. 1,490,064 26,791,351 
  36,858,052 
TOTAL FINANCIALS  2,329,425,915 
HEALTH CARE - 11.5%   
Biotechnology - 2.4%   
Alexion Pharmaceuticals, Inc. (a) 320,300 39,188,705 
Amgen, Inc. 389,319 56,922,331 
Biogen, Inc. (a) 148,900 42,225,062 
Gilead Sciences, Inc. 594,020 42,537,772 
Grifols SA 265,500 5,276,555 
Intercept Pharmaceuticals, Inc. (a) 50,000 5,432,500 
Shire PLC sponsored ADR 144,100 24,551,758 
Vertex Pharmaceuticals, Inc. (a) 20,900 1,539,703 
  217,674,386 
Health Care Equipment & Supplies - 1.7%   
Abbott Laboratories 827,349 31,778,475 
Becton, Dickinson & Co. 29,200 4,834,060 
Medtronic PLC 1,095,436 78,027,906 
Meridian Bioscience, Inc. 67,157 1,188,679 
Zimmer Biomet Holdings, Inc. 344,100 35,511,120 
  151,340,240 
Health Care Providers & Services - 1.7%   
Anthem, Inc. 256,900 36,934,513 
Cigna Corp. 332,300 44,325,497 
McKesson Corp. 362,047 50,849,501 
Patterson Companies, Inc. (d) 492,338 20,200,628 
  152,310,139 
Life Sciences Tools & Services - 0.4%   
Agilent Technologies, Inc. 816,900 37,217,964 
Pharmaceuticals - 5.3%   
Allergan PLC 39,700 8,337,397 
AstraZeneca PLC sponsored ADR 840,900 22,973,388 
Bayer AG 61,100 6,365,609 
Bristol-Myers Squibb Co. 1,009,700 59,006,868 
GlaxoSmithKline PLC sponsored ADR 3,161,200 121,737,812 
Innoviva, Inc. (a) 361,500 3,868,050 
Johnson & Johnson 1,253,970 144,469,884 
Novartis AG sponsored ADR 36,030 2,624,425 
Sanofi SA 327,474 26,481,239 
Teva Pharmaceutical Industries Ltd. sponsored ADR 2,343,284 84,944,045 
  480,808,717 
TOTAL HEALTH CARE  1,039,351,446 
INDUSTRIALS - 11.3%   
Aerospace & Defense - 2.1%   
General Dynamics Corp. 130,100 22,463,066 
Meggitt PLC 321,073 1,814,636 
Rolls-Royce Holdings PLC 1,556,900 12,787,599 
The Boeing Co. 460,941 71,759,295 
United Technologies Corp. 704,500 77,227,290 
  186,051,886 
Air Freight & Logistics - 1.3%   
C.H. Robinson Worldwide, Inc. 376,100 27,553,086 
Expeditors International of Washington, Inc. 237,700 12,588,592 
United Parcel Service, Inc. Class B (b) 676,745 77,582,047 
  117,723,725 
Airlines - 0.2%   
Copa Holdings SA Class A 195,238 17,733,468 
Commercial Services & Supplies - 0.1%   
Aggreko PLC 162,700 1,840,695 
KAR Auction Services, Inc. 244,300 10,412,066 
  12,252,761 
Construction & Engineering - 0.1%   
Fluor Corp. 152,400 8,004,048 
Electrical Equipment - 0.5%   
AMETEK, Inc. 383,700 18,647,820 
Hubbell, Inc. Class B 259,703 30,307,340 
  48,955,160 
Industrial Conglomerates - 2.7%   
General Electric Co. (b) 7,775,456 245,704,410 
Machinery - 1.1%   
Burckhardt Compression Holding AG (d) 16,990 4,467,321 
Caterpillar, Inc. 24,000 2,225,760 
Deere & Co. 230,900 23,791,936 
Donaldson Co., Inc. 307,900 12,956,432 
Flowserve Corp. 703,200 33,788,760 
IMI PLC 102,200 1,309,893 
Wabtec Corp. 217,400 18,048,548 
  96,588,650 
Professional Services - 0.3%   
Nielsen Holdings PLC 382,900 16,062,655 
Robert Half International, Inc. 230,700 11,253,546 
  27,316,201 
Road & Rail - 2.4%   
CSX Corp. 2,196,408 78,916,939 
J.B. Hunt Transport Services, Inc. 677,688 65,783,174 
Kansas City Southern 200,400 17,003,940 
Norfolk Southern Corp. 279,534 30,209,239 
Union Pacific Corp. 228,400 23,680,512 
  215,593,804 
Trading Companies & Distributors - 0.5%   
Fastenal Co. 173,900 8,169,822 
Howden Joinery Group PLC 153,000 723,683 
W.W. Grainger, Inc. 41,700 9,684,825 
Watsco, Inc. 209,447 31,023,290 
  49,601,620 
TOTAL INDUSTRIALS  1,025,525,733 
INFORMATION TECHNOLOGY - 16.8%   
Communications Equipment - 1.5%   
Cisco Systems, Inc. 4,482,133 135,450,059 
Internet Software & Services - 2.8%   
Alphabet, Inc.:   
Class A (a) 174,509 138,289,657 
Class C (a) 148,265 114,433,892 
  252,723,549 
IT Services - 3.6%   
First Data Corp. Class A (a) 1,308,987 18,574,526 
MasterCard, Inc. Class A (b) 804,900 83,105,925 
Paychex, Inc. 1,332,341 81,112,920 
Sabre Corp. 683,000 17,040,850 
Unisys Corp. (a)(d) 1,682,788 25,157,681 
Visa, Inc. Class A 1,356,400 105,826,328 
  330,818,230 
Semiconductors & Semiconductor Equipment - 1.8%   
Qualcomm, Inc. (b) 2,535,100 165,288,520 
Software - 3.6%   
Microsoft Corp. 4,848,017 301,255,776 
Oracle Corp. 324,069 12,460,453 
SS&C Technologies Holdings, Inc. 401,300 11,477,180 
  325,193,409 
Technology Hardware, Storage & Peripherals - 3.5%   
Apple, Inc. 2,439,360 282,526,675 
Western Digital Corp. 484,200 32,901,390 
  315,428,065 
TOTAL INFORMATION TECHNOLOGY  1,524,901,832 
MATERIALS - 2.9%   
Chemicals - 2.4%   
CF Industries Holdings, Inc. 801,900 25,243,812 
E.I. du Pont de Nemours & Co. 328,031 24,077,475 
Johnson Matthey PLC 23,600 925,473 
LyondellBasell Industries NV Class A 452,100 38,781,138 
Monsanto Co. 604,921 63,643,738 
Olin Corp. 125,400 3,211,494 
Potash Corp. of Saskatchewan, Inc. 2,306,900 41,734,332 
PPG Industries, Inc. 32,500 3,079,700 
W.R. Grace & Co. 275,300 18,621,292 
  219,318,454 
Containers & Packaging - 0.5%   
Ball Corp. 86,200 6,471,034 
Graphic Packaging Holding Co. 66,100 824,928 
Packaging Corp. of America 83,000 7,040,060 
WestRock Co. 566,100 28,740,897 
  43,076,919 
TOTAL MATERIALS  262,395,373 
REAL ESTATE - 0.8%   
Equity Real Estate Investment Trusts (REITs) - 0.8%   
American Tower Corp. 123,900 13,093,752 
Crown Castle International Corp. 321,700 27,913,909 
First Potomac Realty Trust 78,131 857,097 
Omega Healthcare Investors, Inc. 161,000 5,032,860 
Public Storage 81,400 18,192,900 
Sabra Health Care REIT, Inc. 283,700 6,927,954 
  72,018,472 
TELECOMMUNICATION SERVICES - 1.2%   
Diversified Telecommunication Services - 1.2%   
Verizon Communications, Inc. 1,976,723 105,517,474 
UTILITIES - 0.9%   
Electric Utilities - 0.9%   
Exelon Corp. 2,214,600 78,596,154 
Multi-Utilities - 0.0%   
Sempra Energy 700 70,448 
TOTAL UTILITIES  78,666,602 
TOTAL COMMON STOCKS   
(Cost $7,220,871,884)  8,940,763,855 
Preferred Stocks - 1.1%   
Convertible Preferred Stocks - 1.1%   
HEALTH CARE - 0.9%   
Health Care Equipment & Supplies - 0.9%   
Alere, Inc. 3.00% (a) 245,741 79,128,602 
INDUSTRIALS - 0.1%   
Commercial Services & Supplies - 0.1%   
Stericycle, Inc. 2.25% 199,200 12,603,384 
UTILITIES - 0.1%   
Independent Power and Renewable Electricity Producers - 0.1%   
Dynegy, Inc. 7.00% (a) 59,000 3,666,260 
TOTAL CONVERTIBLE PREFERRED STOCKS  95,398,246 
Nonconvertible Preferred Stocks - 0.0%   
INDUSTRIALS - 0.0%   
Aerospace & Defense - 0.0%   
Rolls-Royce Holdings PLC (C Shares) 227,415,800 280,267 
TOTAL PREFERRED STOCKS   
(Cost $97,459,791)  95,678,513 
 Principal Amount(e) Value 
Convertible Bonds - 0.2%   
ENERGY - 0.1%   
Oil, Gas & Consumable Fuels - 0.1%   
Amyris, Inc.:   
5% 10/15/18 pay-in-kind (c)(f) 2,729,711 1,511,905 
9.5% 4/15/19 pay-in-kind 5,081,000 3,185,152 
  4,697,057 
HEALTH CARE - 0.1%   
Pharmaceuticals - 0.1%   
Bayer Capital Corp. BV 5.625% 11/22/19 (g) EUR9,500,000 10,878,490 
TOTAL CONVERTIBLE BONDS   
(Cost $17,958,611)  15,575,547 
 Shares Value 
Other - 0.2%   
ENERGY - 0.2%   
Oil, Gas & Consumable Fuels - 0.2%   
Utica Shale Drilling Program (non-operating revenue interest) unit (c)(h)   
(Cost $17,170,118) 17,170,118 17,170,118 
Money Market Funds - 1.0%   
Fidelity Cash Central Fund, 0.60% (i) 78,723,861 78,739,606 
Fidelity Securities Lending Cash Central Fund 0.65% (i)(j) 15,340,444 15,341,978 
TOTAL MONEY MARKET FUNDS   
(Cost $94,081,510)  94,081,584 
TOTAL INVESTMENT PORTFOLIO - 101.1%   
(Cost $7,447,541,914)  9,163,269,617 
NET OTHER ASSETS (LIABILITIES) - (1.1)%  (98,089,436) 
NET ASSETS - 100%  $9,065,180,181 

Written Options     
 Expiration Date/Exercise Price Number of Contracts Premium Value 
Call Options     
Bank of America Corp. 1/20/17 - $18.00 16,042 $384,999 $(6,657,430) 
Bank of America Corp. 1/20/17 - $20.00 24,041 1,057,780 (5,385,184) 
Charles Schwab 1/20/17 - $35.00 3,003 184,680 (1,351,350) 
Citigroup, Inc. 1/20/17 - $50.00 4,399 892,977 (4,190,048) 
Citigroup, Inc. 1/20/17 - $55.00 4,440 195,356 (2,120,100) 
Citigroup, Inc. 2/17/17 - $60.00 2,225 264,769 (471,700) 
Comerica, Inc. 1/20/17 - $55.00 1,530 191,246 (2,046,375) 
General Electric 1/20/17 - $32.00 8,013 248,974 (300,488) 
JPMorgan Chase & Co. 1/20/17 - $72.50 8,920 615,728 (12,354,200) 
JPMorgan Chase & Co. 2/17/17 - $85.00 4,357 507,083 (1,481,380) 
Las Vegas Sands Corp. 1/20/17 - $62.50 742 139,499 (3,339) 
MasterCard, Inc. Class A 1/20/17 - $105.00 1,611 453,258 (173,988) 
Morgan Stanley 1/20/17 - $36.00 2,679 123,231 (1,701,165) 
Northern Trust Corp. 1/20/17 - $75.00 1,204 176,984 (1,685,600) 
Qualcomm, Inc. 1/20/17 - $67.50 4,197 499,516 (205,653) 
Regions Financial Corp. 1/20/17 - $11.00 112 3,700 (37,520) 
Regions Financial Corp. 2/17/17 - $13.00 8,617 293,547 (1,370,103) 
Regions Financial Corp. 1/20/17 - $14.00 11,355 397,416 (715,365) 
SunTrust Banks, Inc. 1/20/17 - $46.00 4,453 496,320 (3,952,038) 
SunTrust Banks, Inc. 1/20/17 - $50.00 2,219 135,417 (1,126,143) 
SunTrust Banks, Inc. 1/20/17 - $55.00 2,131 147,036 (277,030) 
U.S. Bancorp 1/20/17 - $50.00 3,428 126,833 (625,610) 
United Parcel Service, Inc. Class B 4/21/17 - $115.00 1,193 169,403 (450,356) 
TOTAL WRITTEN OPTIONS   $7,705,752 $(48,682,165) 

Legend

 (a) Non-income producing

 (b) Security or a portion of the security is pledged as collateral for call options written. At period end, the value of securities pledged amounted to $494,911,465.

 (c) 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 $18,682,031 or 0.2% of net assets.

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

 (e) Amount is stated in United States dollars unless otherwise noted.

 (f) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end.

 (g) 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 $10,878,490 or 0.1% of net assets.

 (h) Investment is owned by a wholly-owned subsidiary (Subsidiary) that is treated as a corporation for U.S. tax purposes.

 (i) Affiliated fund that is generally 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.

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


Additional information on each restricted holding is as follows:

Security Acquisition Date Acquisition Cost 
Amyris, Inc. 5% 10/15/18 pay-in-kind 10/16/13 - 10/17/16 $2,729,711 
NJOY, Inc. 2/14/14 $1,372,724 
Utica Shale Drilling Program (non-operating revenue interest) unit 10/5/16 - 11/4/16 $17,170,118 

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 $204,864 
Fidelity Securities Lending Cash Central Fund 161,895 
Total $366,759 

Investment Valuation

The following is a summary of the inputs used, as of December 31, 2016, 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 below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
Investments in Securities:     
Equities:     
Consumer Discretionary $775,514,942 $775,514,934 $-- $8 
Consumer Staples 555,814,352 525,752,043 30,062,309 -- 
Energy 1,171,631,714 1,171,631,714 -- -- 
Financials 2,329,425,915 2,327,795,788 1,630,127 -- 
Health Care 1,118,480,048 1,006,504,598 111,975,450 -- 
Industrials 1,038,409,384 1,025,621,785 12,787,599 -- 
Information Technology 1,524,901,832 1,524,901,832 -- -- 
Materials 262,395,373 262,395,373 -- -- 
Real Estate 72,018,472 72,018,472 -- -- 
Telecommunication Services 105,517,474 105,517,474 -- -- 
Utilities 82,332,862 82,332,862 -- -- 
Corporate Bonds 15,575,547 -- 14,063,642 1,511,905 
Other 17,170,118 -- -- 17,170,118 
Money Market Funds 94,081,584 94,081,584 -- -- 
Total Investments in Securities: $9,163,269,617 $8,974,068,459 $170,519,127 $18,682,031 
Derivative Instruments:     
Liabilities     
Written Options $(48,682,165) $(48,682,165) $-- $-- 
Total Liabilities $(48,682,165) $(48,682,165) $-- $-- 
Total Derivative Instruments: $(48,682,165) $(48,682,165) $-- $-- 

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of December 31, 2016. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Primary Risk Exposure / Derivative Type Value 
 Asset Liability 
Equity Risk   
Written Options(a) $0 $(48,682,165) 
Total Equity Risk (48,682,165) 
Total Value of Derivatives $0 $(48,682,165) 

 (a) Gross value is presented in the Statement of Assets and Liabilities in the written options, at value line-item.


See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  December 31, 2016 (Unaudited) 
Assets   
Investment in securities, at value (including securities loaned of $14,902,441) — See accompanying schedule:
Unaffiliated issuers (cost $7,353,460,404) 
$9,069,188,033  
Fidelity Central Funds (cost $94,081,510) 94,081,584  
Total Investments (cost $7,447,541,914)  $9,163,269,617 
Foreign currency held at value (cost $111,536)  111,554 
Receivable for investments sold  22,898,383 
Receivable for fund shares sold  45,185 
Dividends receivable  11,719,009 
Interest receivable  190,269 
Distributions receivable from Fidelity Central Funds  47,615 
Prepaid expenses  17,582 
Other receivables  17,344 
Total assets  9,198,316,558 
Liabilities   
Payable for investments purchased $1,132,100  
Payable for fund shares redeemed 63,914,798  
Accrued management fee 3,415,108  
Written options, at value (premium received $7,705,752) 48,682,165  
Other affiliated payables 591,611  
Other payables and accrued expenses 64,150  
Collateral on Securities Loaned 15,336,445  
Total liabilities  133,136,377 
Net Assets  $9,065,180,181 
Net Assets consist of:   
Paid in capital  $7,421,315,394 
Distributions in excess of net investment income  (26,516,910) 
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions  (4,304,649) 
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies  1,674,686,346 
Net Assets  $9,065,180,181 
Series Growth and Income:   
Net Asset Value, offering price and redemption price per share ($3,538,250,222 ÷ 249,668,752 shares)  $14.17 
Class F:   
Net Asset Value, offering price and redemption price per share ($5,526,929,959 ÷ 389,432,997 shares)  $14.19 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Six months ended December 31, 2016 (Unaudited) 
Investment Income   
Dividends  $106,846,896 
Interest  424,002 
Income from Fidelity Central Funds  366,759 
Total income  107,637,657 
Expenses   
Management fee $20,642,277  
Transfer agent fees 2,860,715  
Accounting and security lending fees 629,911  
Custodian fees and expenses 102,863  
Independent trustees' fees and expenses 19,435  
Audit 27,881  
Legal 22,612  
Interest 8,268  
Miscellaneous 40,327  
Total expenses before reductions 24,354,289  
Expense reductions (33,729) 24,320,560 
Net investment income (loss)  83,317,097 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers 104,524,199  
Fidelity Central Funds 58,379  
Foreign currency transactions (53,965)  
Futures contracts (1,849,323)  
Written options 1,842,903  
Total net realized gain (loss)  104,522,193 
Change in net unrealized appreciation (depreciation) on:
Investment securities 
1,086,372,159  
Assets and liabilities in foreign currencies (5,213)  
Written options (39,867,399)  
Total change in net unrealized appreciation (depreciation)  1,046,499,547 
Net gain (loss)  1,151,021,740 
Net increase (decrease) in net assets resulting from operations  $1,234,338,837 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Six months ended December 31, 2016 (Unaudited) Year ended June 30, 2016 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $83,317,097 $177,481,238 
Net realized gain (loss) 104,522,193 (11,521,139) 
Change in net unrealized appreciation (depreciation) 1,046,499,547 (381,309,562) 
Net increase (decrease) in net assets resulting from operations 1,234,338,837 (215,349,463) 
Distributions to shareholders from net investment income (121,253,233) (193,648,252) 
Distributions to shareholders from net realized gain (12,492,488) (338,147,916) 
Total distributions (133,745,721) (531,796,168) 
Share transactions - net increase (decrease) (752,590,440) 10,054,432 
Total increase (decrease) in net assets 348,002,676 (737,091,199) 
Net Assets   
Beginning of period 8,717,177,505 9,454,268,704 
End of period $9,065,180,181 $8,717,177,505 
Other Information   
Undistributed net investment income end of period $– $11,419,226 
Distributions in excess of net investment income end of period $(26,516,910) $– 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Series Growth & Income Fund Series Growth and Income

 Six months ended (Unaudited) December 31, Years ended June 30,    
 2016 2016 2015 2014 2013 A 
Selected Per–Share Data      
Net asset value, beginning of period $12.57 $13.67 $13.58 $11.53 $10.00 
Income from Investment Operations      
Net investment income (loss)B .11 .24 .25 .24 .09 
Net realized and unrealized gain (loss) 1.68 (.59) .43 2.29 1.45 
Total from investment operations 1.79 (.35) .68 2.53 1.54 
Distributions from net investment income (.17) (.26) (.24) (.21) (.01) 
Distributions from net realized gain (.02) (.49) (.36) (.27) – 
Total distributions (.19) (.75) (.59)C (.48) (.01) 
Net asset value, end of period $14.17 $12.57 $13.67 $13.58 $11.53 
Total ReturnD,E 14.32% (2.56)% 5.21% 22.40% 15.41% 
Ratios to Average Net AssetsF,G      
Expenses before reductions .63%H .63% .63% .66% .78%H 
Expenses net of fee waivers, if any .62%H .63% .63% .66% .78%H 
Expenses net of all reductions .62%H .63% .63% .66% .77%H 
Net investment income (loss) 1.71%H 1.89% 1.82% 1.87% 1.42%H 
Supplemental Data      
Net assets, end of period (000 omitted) $3,538,250 $3,411,837 $3,849,841 $3,910,455 $1,000,854 
Portfolio turnover rateI 38%H 36% 40% 53%J 80%H 

 A For the period December 6, 2012 (commencement of operations) to June 30, 2013.

 B Calculated based on average shares outstanding during the period.

 C Total distributions of $.59 per share is comprised of distributions from net investment income of $.235 and distributions from net realized gain of $.359 per share.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 H Annualized

 I Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

 J Portfolio turnover rate excludes securities received or delivered in-kind.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Series Growth & Income Fund Class F

 Six months ended (Unaudited) December 31, Years ended June 30,    
 2016 2016 2015 2014 2013 A 
Selected Per–Share Data      
Net asset value, beginning of period $12.59 $13.69 $13.60 $11.54 $10.00 
Income from Investment Operations      
Net investment income (loss)B .13 .26 .27 .26 .10 
Net realized and unrealized gain (loss) 1.68 (.59) .44 2.29 1.45 
Total from investment operations 1.81 (.33) .71 2.55 1.55 
Distributions from net investment income (.19) (.28) (.26) (.23) (.01) 
Distributions from net realized gain (.02) (.49) (.36) (.27) – 
Total distributions (.21) (.77) (.62) (.49)C (.01) 
Net asset value, end of period $14.19 $12.59 $13.69 $13.60 $11.54 
Total ReturnD,E 14.42% (2.40)% 5.37% 22.61% 15.53% 
Ratios to Average Net AssetsF,G      
Expenses before reductions .47%H .47% .47% .48% .59%H 
Expenses net of fee waivers, if any .47%H .47% .47% .48% .59%H 
Expenses net of all reductions .46%H .46% .47% .48% .58%H 
Net investment income (loss) 1.87%H 2.05% 1.98% 2.04% 1.60%H 
Supplemental Data      
Net assets, end of period (000 omitted) $5,526,930 $5,305,340 $5,604,428 $5,360,603 $1,227,712 
Portfolio turnover rateI 38%H 36% 40% 53%J 80%H 

 A For the period December 6, 2012 (commencement of operations) to June 30, 2013.

 B Calculated based on average shares outstanding during the period.

 C Total distributions of $.49 per share is comprised of distributions from net investment income of $.228 and distributions from net realized gain of $.266 per share.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 H Annualized

 I Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

 J Portfolio turnover rate excludes securities received or delivered in-kind.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements (Unaudited)

For the period ended December 31, 2016

1. Organization.

Fidelity Series Growth & Income Fund (the Fund) is a fund of Fidelity Hastings Street Trust (the Trust) and is authorized to issue an unlimited number of shares. Shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as an investment manager. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Series Growth & Income and Class F shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .005%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fair Value Committee (the Committee) established by the Fund's investment adviser. In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment 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 Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • 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)

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 a third party pricing vendor 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 market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Corporate bonds are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Exchange-traded options are valued using the last sale price or, in the absence of a sale, the last offering price and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of December 31, 2016 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. Certain distributions received by the Fund represent a return of capital or capital gain. The Fund determines the components of these distributions subsequent to the ex-dividend date, based upon receipt of tax filings or other correspondence relating to the underlying investment. These distributions are recorded as a reduction of cost of investments and/or as a realized gain. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount, partnerships, certain conversion ratio adjustments, equity-debt classifications and losses due to wash sales and excise tax regulations.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $2,035,851,460 
Gross unrealized depreciation (364,343,386) 
Net unrealized appreciation (depreciation) on securities $1,671,508,074 
Tax cost $7,491,761,543 

At the prior fiscal period end, the Fund was required to defer approximately $181,701 of losses on options. The Fund elected to defer to its next fiscal year approximately $51,652,763 of capital losses recognized during the period November 1, 2015 to June 30, 2016.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

Consolidated Subsidiary. The Fund invests in certain investments through a wholly-owned subsidiary ("Subsidiary"), which may be subject to federal and state taxes upon disposition.

As of period end, the Fund held an investment of $17,170,118 in this Subsidiary, representing .19% of the Fund's net assets. The financial statements have been consolidated and include accounts of the Fund and each Subsidiary. Accordingly, all inter-company transactions and balances have been eliminated.

4. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts and options. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.
 

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts and exchange-traded options may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Net Realized Gain (Loss) and Change in Net Unrealized Appreciation (Depreciation) on Derivatives. The table below, which reflects the impacts of derivatives on the financial performance of the Fund, summarizes the net realized gain (loss) and change in net unrealized appreciation (depreciation) for derivatives during the period as presented in the Statement of Operations.

Primary Risk Exposure / Derivative Type Net Realized Gain (Loss) Change in Net Unrealized Appreciation (Depreciation) 
Equity Risk   
Futures $(1,849,323) $– 
Written Options 1,842,903 (39,867,399) 
Totals $(6,420) $(39,867,399) 

A summary of the value of derivatives by primary risk exposure as of period end, if any, is included at the end of the Schedule of Investments.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end.

Options. Options give the purchaser the right, but not the obligation, to buy (call) or sell (put) an underlying security or financial instrument at an agreed exercise or strike price between or on certain dates. Options obligate the seller (writer) to buy (put) or sell (call) an underlying instrument at the exercise or strike price or cash settle an underlying derivative instrument if the holder exercises the option on or before the expiration date.

The Fund used exchange-traded written covered call options to manage its exposure to the market. When the Fund writes a covered call option, the Fund holds the underlying instrument which must be delivered to the holder upon the exercise of the option.

Upon entering into a written options contract, the Fund will receive a premium. Premiums received are reflected as a liability on the Statement of Assets and Liabilities. Options are valued daily and any unrealized appreciation (depreciation) is reflected on the Statement of Assets and Liabilities. When a written option is exercised, the premium is added to the proceeds from the sale of the underlying instrument in determining the gain or loss realized on that investment. When an option is closed the Fund will realize a gain or loss depending on whether the proceeds or amount paid for the closing sale transaction are greater or less than the premium received. When an option expires, gains and losses are realized to the extent of premiums received. The net realized gain (loss) on closed and expired written options and the change in net unrealized appreciation (depreciation) on written options are reflected separately on the Statement of Operations.

Writing call options tends to decrease exposure to the underlying instrument and risk of loss is the change in value in excess of the premium received.

Any open options at period end are presented in the Schedule of Investments under the caption "Written Options".

The following is a summary of the Fund's written options activity:

 Number of Contracts Amount of Premiums 
Outstanding at beginning of period 51,594 $4,458,981 
Options Opened 192,589 13,039,541 
Options Exercised (25,013) (2,214,769) 
Options Closed (87,055) (6,584,474) 
Options Expired (11,204) (993,527) 
Outstanding at end of period 120,911 $7,705,752 

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,713,999,929 and $2,493,048,868, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .20% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annualized management fee rate was .45% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of Series Growth & Income. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

For the period, transfer agent fees for each applicable class were as follows:

 Amount % of
Class-Level Average
Net Assets(a) 
Series Growth and Income $2,860,715 .16 

 (a) Annualized


Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $57,123 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR or other affiliated entities of FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender Average Loan Balance Weighted Average Interest Rate Interest Expense 
Borrower $36,313,357 .59% $8,268 

Interfund Trades. The Fund may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

7. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $14,993 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $161,895, including $180 from securities loaned to FCM.

9. Expense Reductions.

Through arrangements with the Fund's custodian, credits realized as a result of certain uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $1,286.

In addition, during the period the investment adviser reimbursed and/or waived a portion of fund-level operating expenses in the amount of $32,443.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Six months ended
December 31, 2016 
Year ended June 30, 2016 
From net investment income   
Series Growth and Income $44,892,121 $74,235,384 
Class F 76,361,112 119,412,868 
Total $121,253,233 $193,648,252 
From net realized gain   
Series Growth and Income $4,884,467 $137,333,169 
Class F 7,608,021 200,814,747 
Total $12,492,488 $338,147,916 

11. Share Transactions.

Transactions for each class of shares were as follows:

 Shares Shares Dollars Dollars 
 Six months ended December 31, 2016 Year ended June 30, 2016 Six months ended December 31, 2016 Year ended June 30, 2016 
Series Growth and Income     
Shares sold 8,261,653 28,151,373 $113,213,553 $346,630,621 
Reinvestment of distributions 3,682,808 16,551,780 49,776,588 211,568,553 
Shares redeemed (33,722,590) (54,900,476) (465,401,546) (691,270,727) 
Net increase (decrease) (21,778,129) (10,197,323) $(302,411,405) $(133,071,553) 
Class F     
Shares sold 19,725,766 74,341,299 $264,853,351 $921,192,271 
Reinvestment of distributions 6,203,089 25,047,819 83,969,133 320,227,615 
Shares redeemed (57,860,679) (87,369,438) (799,001,519) (1,098,293,901) 
Net increase (decrease) (31,931,824) 12,019,680 $(450,179,035) $143,125,985 

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, mutual funds managed by the investment adviser or its affiliates were the owners of record of all of the outstanding shares of the Fund.

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2016 to December 31, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

 Annualized Expense Ratio-A Beginning
Account Value
July 1, 2016 
Ending
Account Value
December 31, 2016 
Expenses Paid
During Period-B
July 1, 2016
to December 31, 2016 
Series Growth and Income .62%    
Actual  $1,000.00 $1,143.20 $3.35 
Hypothetical-C  $1,000.00 $1,022.08 $3.16 
Class F .47%    
Actual  $1,000.00 $1,144.20 $2.54 
Hypothetical-C  $1,000.00 $1,022.84 $2.40 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

 C 5% return per year before expenses


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Series Growth & Income Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2016 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationships with the fund; and (iv) the extent to which, if any, economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Nature, Extent, and Quality of Services Provided.  The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the investment personnel compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services.  The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, compliance, and technology and operations capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians, subcustodians, and pricing vendors; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family.  The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including: (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) broadening eligibility requirements for certain lower-priced share classes of, and streamlining the fee structure for, certain existing equity index funds; (v) lowering expense caps for certain existing funds and classes to reduce expenses paid by shareholders; (vi) eliminating redemption fees for certain variable insurance product funds and classes; (vii) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (viii) launching a lower cost share class for use by the Freedom Index Fund product line; (ix) rationalizing product lines and gaining increased efficiencies through fund mergers and share class consolidations; (x) continuing to develop, acquire and implement systems and technology to improve services to the funds and shareholders, strengthen information security, and increase efficiency; (xi) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (xii) accelerating the conversion of all remaining Class B shares to Class A shares, which have a lower expense structure; and (xiii) implementing changes to Fidelity's money market fund product line in response to recent regulatory reforms.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history.

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one- and three-year periods, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Fidelity Series Growth & Income Fund


The Board has discussed the fund's underperformance with FMR and has engaged with FMR to consider what steps might be taken to remediate the fund's underperformance.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should continue to benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio.  The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Broadridge investment objective categories that have comparable investment mandates. Combining Broadridge investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Management Fee.  The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Broadridge funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Fidelity Series Growth & Income Fund


The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2015.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and the boards of other Fidelity funds to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. The Committee's focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expense Ratio.  In its review of each class's total expense ratio, the Board considered the fund's management fee rate as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each class ranked below the competitive median for 2015.

Fees Charged to Other Fidelity Clients.  The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of the fund profitability information and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus the assets of sector funds previously under FMR's management). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board also considered that although the fund is offered only to other Fidelity funds, it continues to incur investment management expenses. The Board further noted that the fund may continue to realize benefits from the group fee structure, even though assets may not be expected to grow significantly at the fund level. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Approval of New Advisory Contracts.  The Board also voted to approve a new management contract and new sub-advisory agreements for the fund (New Advisory Contracts) that will take effect if the shareholders of certain other Fidelity funds that invest in the fund (referred to herein as Freedom Funds) approve new management contracts for the Freedom Funds. Under the New Advisory Contracts the fund will no longer pay a management fee to FMR. The new sub-advisory agreements provide that FMR or its affiliates will pay the fees based on a portion of the management fees received by an affiliate of FMR under its management contracts with the Freedom Funds. The Board noted the New Advisory Contracts are expected to result in an overall decrease in the fees and expenses payable by the fund. The Board considered that the approval of the New Advisory Contracts will not result in any changes to (i) the investment process or strategies employed in the management of the fund's assets; (ii) the nature, extent and quality of services provided to the fund; or (iii) the day-to-day management of the fund and the personnel primarily responsible for such management. The Board also considered that the New Advisory Contracts provide that FMR or an affiliate undertakes to pay all operating expenses of the fund, except transfer agent fees, 12b-1 fees, Independent Trustee expenses, custodian fees and expenses, expenses related to proxy solicitations, interest, taxes, brokerage expenses, and extraordinary expenses (such as litigation expenses).

Additional Information Requested by the Board.  In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins; (vi) the realization of fall-out benefits in and attribution of fall-out benefits to certain Fidelity business units; (vii) the appropriateness of certain funds' benchmarks; (viii) the rationalization for certain share classes and expenses; (ix) sub-advisory fee rates for comparable investment mandates; (x) product strategy for certain underperforming funds; and (xi) Fidelity's resources and strategy for cybersecurity.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.





Fidelity Investments

Corporate Headquarters

245 Summer St.

Boston, MA 02210

www.fidelity.com

MHT-SANN-0217
1.951032.104


Fidelity® Growth Discovery Fund



Semi-Annual Report

December 31, 2016




Fidelity Investments


Contents

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Shareholder Expense Example

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2017 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.institutional.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Investment Summary (Unaudited)

Top Ten Stocks as of December 31, 2016

 % of fund's net assets % of fund's net assets 6 months ago 
Facebook, Inc. Class A 8.9 12.6 
Alphabet, Inc. Class A 6.3 7.8 
Amazon.com, Inc. 3.9 3.1 
Electronic Arts, Inc. 3.2 2.4 
Charter Communications, Inc. Class A 3.1 0.5 
Home Depot, Inc. 2.8 2.5 
Reynolds American, Inc. 2.1 1.9 
UnitedHealth Group, Inc. 1.9 0.0 
Global Payments, Inc. 1.7 0.8 
Adobe Systems, Inc. 1.6 1.3 
 35.5  

Top Five Market Sectors as of December 31, 2016

 % of fund's net assets % of fund's net assets 6 months ago 
Information Technology 36.1 38.2 
Consumer Discretionary 19.0 16.0 
Health Care 14.0 13.2 
Consumer Staples 8.8 7.0 
Financials 7.7 8.0 

Prior period industry classifications reflect the categories in place as of the date indicated and have not been adjusted to reflect current industry classifications.

Asset Allocation (% of fund's net assets)

As of December 31, 2016* 
   Stocks 98.1% 
   Convertible Securities 0.9% 
   Short-Term Investments and Net Other Assets (Liabilities) 1.0% 


 * Foreign investments - 7.8%


As of June 30, 2016* 
   Stocks 94.0% 
   Convertible Securities 0.8% 
   Short-Term Investments and Net Other Assets (Liabilities) 5.2% 


 * Foreign investments - 8.0%


Percentages shown as 0.0% may reflect amounts less than 0.05%.

Investments December 31, 2016 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.1%   
 Shares Value (000s) 
CONSUMER DISCRETIONARY - 18.9%   
Automobiles - 0.6%   
Tesla Motors, Inc. (a) 30,600 $6,539 
Diversified Consumer Services - 0.8%   
Bright Horizons Family Solutions, Inc. (a) 66,000 4,621 
Houghton Mifflin Harcourt Co. (a) 98,800 1,072 
Nord Anglia Education, Inc. (a) 111,372 2,595 
ServiceMaster Global Holdings, Inc. (a) 29,600 1,115 
  9,403 
Hotels, Restaurants & Leisure - 3.9%   
Buffalo Wild Wings, Inc. (a) 5,500 849 
Dave & Buster's Entertainment, Inc. (a) 174,300 9,813 
Domino's Pizza, Inc. 27,723 4,415 
Papa John's International, Inc. 72,000 6,162 
Popeyes Louisiana Kitchen, Inc. (a) 52,400 3,169 
Starbucks Corp. 307,852 17,092 
Wingstop, Inc. 66,600 1,971 
  43,471 
Household Durables - 0.0%   
Gree Electric Appliances, Inc. of Zhuhai Class A 140,800 499 
Internet & Direct Marketing Retail - 5.0%   
Amazon.com, Inc. (a) 59,100 44,317 
Ctrip.com International Ltd. ADR (a) 129,900 5,196 
Netflix, Inc. (a) 36,300 4,494 
NutriSystem, Inc. 54,500 1,888 
  55,895 
Leisure Products - 0.0%   
NJOY, Inc. (a)(b) 56,145 
Media - 3.7%   
Charter Communications, Inc. Class A (a) 118,700 34,176 
Cinemark Holdings, Inc. 60,200 2,309 
Sirius XM Holdings, Inc. (c) 1,015,400 4,519 
  41,004 
Multiline Retail - 0.5%   
Dollar Tree, Inc. (a) 44,400 3,427 
Ollie's Bargain Outlet Holdings, Inc. (a) 94,300 2,683 
  6,110 
Specialty Retail - 3.5%   
AutoZone, Inc. (a) 9,100 7,187 
Five Below, Inc. (a) 2,600 104 
Home Depot, Inc. 230,424 30,895 
MarineMax, Inc. (a) 49,000 948 
  39,134 
Textiles, Apparel & Luxury Goods - 0.9%   
Kate Spade & Co. (a) 361,470 6,749 
LVMH Moet Hennessy - Louis Vuitton SA 17,809 3,396 
  10,145 
TOTAL CONSUMER DISCRETIONARY  212,200 
CONSUMER STAPLES - 8.8%   
Beverages - 3.7%   
Anheuser-Busch InBev SA NV ADR 50,300 5,304 
Constellation Brands, Inc. Class A (sub. vtg.) 31,900 4,891 
Kweichow Moutai Co. Ltd. (A Shares) 28,829 1,387 
Molson Coors Brewing Co. Class B 92,600 9,011 
PepsiCo, Inc. 55,300 5,786 
Pernod Ricard SA ADR 107,700 2,324 
The Coca-Cola Co. 324,236 13,443 
  42,146 
Food & Staples Retailing - 0.9%   
Costco Wholesale Corp. 47,100 7,541 
Whole Foods Market, Inc. 71,351 2,195 
  9,736 
Food Products - 0.5%   
Danone SA 84,100 5,322 
Hostess Brands, Inc. Class A (a) 25,300 329 
  5,651 
Household Products - 0.5%   
Procter & Gamble Co. 72,400 6,087 
Personal Products - 1.1%   
Estee Lauder Companies, Inc. Class A 78,700 6,020 
Herbalife Ltd. (a) 124,800 6,008 
  12,028 
Tobacco - 2.1%   
Reynolds American, Inc. 419,600 23,514 
TOTAL CONSUMER STAPLES  99,162 
ENERGY - 0.9%   
Energy Equipment & Services - 0.7%   
Baker Hughes, Inc. 117,200 7,614 
Oil, Gas & Consumable Fuels - 0.2%   
Golar LNG Ltd. (c) 108,961 2,500 
TOTAL ENERGY  10,114 
FINANCIALS - 7.7%   
Banks - 2.9%   
First Republic Bank 134,800 12,420 
HDFC Bank Ltd. 31,265 607 
JPMorgan Chase & Co. 209,200 18,052 
Metro Bank PLC 22,400 807 
  31,886 
Capital Markets - 4.0%   
BlackRock, Inc. Class A 13,694 5,211 
CME Group, Inc. 148,245 17,100 
E*TRADE Financial Corp. (a) 263,859 9,143 
JMP Group, Inc. 64,700 397 
MSCI, Inc. 85,100 6,704 
S&P Global, Inc. 60,712 6,529 
  45,084 
Diversified Financial Services - 0.5%   
Bats Global Markets, Inc. 38,500 1,290 
Berkshire Hathaway, Inc. Class B (a) 24,800 4,042 
Quantenna Communications, Inc. 36,800 667 
  5,999 
Thrifts & Mortgage Finance - 0.3%   
Essent Group Ltd. (a) 102,100 3,305 
TOTAL FINANCIALS  86,274 
HEALTH CARE - 14.0%   
Biotechnology - 6.5%   
Advanced Accelerator Applications SA sponsored ADR (a) 45,600 1,220 
Alexion Pharmaceuticals, Inc. (a) 74,900 9,164 
Amgen, Inc. 102,800 15,030 
Biogen, Inc. (a) 15,100 4,282 
BioMarin Pharmaceutical, Inc. (a) 72,196 5,981 
Cytokinetics, Inc. (a) 36,200 440 
Cytokinetics, Inc. warrants 6/25/17 (a) 288,420 332 
Gilead Sciences, Inc. 75,763 5,425 
Insmed, Inc. (a) 342,678 4,534 
Regeneron Pharmaceuticals, Inc. (a) 19,300 7,085 
Samsung Biologics Co. Ltd. (a) 926 116 
TESARO, Inc. (a) 48,700 6,549 
Vertex Pharmaceuticals, Inc. (a) 175,600 12,936 
  73,094 
Health Care Equipment & Supplies - 4.1%   
Boston Scientific Corp. (a) 428,700 9,273 
Danaher Corp. 129,355 10,069 
DexCom, Inc. (a) 33,400 1,994 
Intuitive Surgical, Inc. (a) 15,500 9,830 
Medtronic PLC 104,700 7,458 
Novadaq Technologies, Inc. (a) 304,600 2,160 
ResMed, Inc. 62,100 3,853 
The Cooper Companies, Inc. 6,600 1,155 
  45,792 
Health Care Providers & Services - 2.5%   
HealthEquity, Inc. (a) 99,100 4,016 
Henry Schein, Inc. (a) 11,500 1,745 
UnitedHealth Group, Inc. 137,200 21,957 
VCA, Inc. (a) 11,100 762 
  28,480 
Pharmaceuticals - 0.9%   
Allergan PLC 24,000 5,040 
Collegium Pharmaceutical, Inc. (a) 30,900 481 
Patheon NV 16,800 482 
Zoetis, Inc. Class A 85,400 4,571 
  10,574 
TOTAL HEALTH CARE  157,940 
INDUSTRIALS - 7.5%   
Aerospace & Defense - 0.9%   
Rolls-Royce Holdings PLC 122,000 1,002 
Taser International, Inc. (a) 202,000 4,896 
TransDigm Group, Inc. 14,927 3,716 
  9,614 
Airlines - 0.3%   
Ryanair Holdings PLC sponsored ADR (a) 47,464 3,952 
Building Products - 0.3%   
A.O. Smith Corp. 73,488 3,480 
Commercial Services & Supplies - 0.8%   
KAR Auction Services, Inc. 206,700 8,810 
Electrical Equipment - 1.6%   
Acuity Brands, Inc. 27,300 6,302 
Fortive Corp. 210,427 11,285 
  17,587 
Industrial Conglomerates - 0.8%   
Honeywell International, Inc. 44,000 5,097 
Roper Technologies, Inc. 22,314 4,085 
  9,182 
Machinery - 0.4%   
Allison Transmission Holdings, Inc. 114,500 3,858 
Rational AG 1,500 669 
  4,527 
Professional Services - 2.4%   
Equifax, Inc. 57,600 6,810 
Robert Half International, Inc. 77,100 3,761 
TransUnion Holding Co., Inc. (a) 110,500 3,418 
WageWorks, Inc. (a) 174,173 12,628 
  26,617 
TOTAL INDUSTRIALS  83,769 
INFORMATION TECHNOLOGY - 35.3%   
Electronic Equipment & Components - 0.2%   
CDW Corp. 44,100 2,297 
Internet Software & Services - 18.3%   
Akamai Technologies, Inc. (a) 113,800 7,588 
Alphabet, Inc. Class A (a) 89,652 71,045 
CommerceHub, Inc.:   
Series A (a) 168,370 2,527 
Series C (a) 130,540 1,962 
Facebook, Inc. Class A (a) 872,891 100,426 
GoDaddy, Inc. (a) 131,900 4,610 
Just Dial Ltd. (a) 61,822 308 
Just Eat Holding Ltd. (a) 367,603 2,643 
Shopify, Inc. Class A (a) 19,900 853 
Stamps.com, Inc. (a) 56,300 6,455 
Twilio, Inc. Class A (c) 61,000 1,760 
VeriSign, Inc. (a)(c) 75,800 5,766 
  205,943 
IT Services - 4.9%   
Cognizant Technology Solutions Corp. Class A (a) 51,800 2,902 
Fidelity National Information Services, Inc. 45,700 3,457 
Gartner, Inc. (a) 13,000 1,314 
Global Payments, Inc. 274,500 19,053 
Square, Inc. (a) 520,800 7,099 
Vantiv, Inc. (a) 69,400 4,138 
Visa, Inc. Class A 224,196 17,492 
  55,455 
Semiconductors & Semiconductor Equipment - 1.1%   
Maxim Integrated Products, Inc. 123,305 4,756 
Monolithic Power Systems, Inc. 56,118 4,598 
Qualcomm, Inc. 51,500 3,358 
  12,712 
Software - 10.2%   
Activision Blizzard, Inc. 126,687 4,575 
Adobe Systems, Inc. (a) 177,900 18,315 
Autodesk, Inc. (a) 39,900 2,953 
Blackbaud, Inc. 18,300 1,171 
Computer Modelling Group Ltd. (c) 241,400 1,638 
CyberArk Software Ltd. (a) 24,200 1,101 
Electronic Arts, Inc. (a) 454,334 35,783 
Intuit, Inc. 36,100 4,137 
Microsoft Corp. 191,100 11,875 
Mobileye NV (a) 341,269 13,009 
RealPage, Inc. (a) 50,600 1,518 
Red Hat, Inc. (a) 86,200 6,008 
Salesforce.com, Inc. (a) 188,964 12,936 
  115,019 
Technology Hardware, Storage & Peripherals - 0.6%   
Samsung Electronics Co. Ltd. 4,034 6,021 
TOTAL INFORMATION TECHNOLOGY  397,447 
MATERIALS - 1.7%   
Chemicals - 1.0%   
Monsanto Co. 57,200 6,018 
Sherwin-Williams Co. 19,800 5,321 
  11,339 
Construction Materials - 0.7%   
Eagle Materials, Inc. 79,700 7,853 
TOTAL MATERIALS  19,192 
REAL ESTATE - 3.1%   
Equity Real Estate Investment Trusts (REITs) - 1.6%   
American Tower Corp. 164,900 17,427 
Real Estate Management & Development - 1.5%   
Realogy Holdings Corp. 657,781 16,925 
TOTAL REAL ESTATE  34,352 
TELECOMMUNICATION SERVICES - 0.2%   
Diversified Telecommunication Services - 0.2%   
SBA Communications Corp. Class A (a) 23,800 2,458 
TOTAL COMMON STOCKS   
(Cost $926,226)  1,102,908 
Convertible Preferred Stocks - 0.9%   
CONSUMER DISCRETIONARY - 0.1%   
Household Durables - 0.1%   
Blu Homes, Inc. Series A, 5.00% (a)(b) 239,736 520 
INFORMATION TECHNOLOGY - 0.8%   
Internet Software & Services - 0.7%   
Uber Technologies, Inc. Series D, 8.00% (a)(b) 162,572 7,929 
IT Services - 0.1%   
AppNexus, Inc. Series E (a)(b) 48,212 1,254 
TOTAL INFORMATION TECHNOLOGY  9,183 
TOTAL CONVERTIBLE PREFERRED STOCKS   
(Cost $4,596)  9,703 
 Principal Amount (000s) Value (000s) 
U.S. Treasury Obligations - 0.2%   
U.S. Treasury Bills, yield at date of purchase 0.32% to 0.37% 1/19/17 to 2/2/17   
(Cost $2,680) 2,680 2,679 
 Shares Value (000s) 
Money Market Funds - 1.3%   
Fidelity Cash Central Fund, 0.60% (d) 197,822 $198 
Fidelity Securities Lending Cash Central Fund 0.65% (d)(e) 14,994,614 14,996 
TOTAL MONEY MARKET FUNDS   
(Cost $15,195)  15,194 
TOTAL INVESTMENT PORTFOLIO - 100.5%   
(Cost $948,697)  1,130,484 
NET OTHER ASSETS (LIABILITIES) - (0.5)%  (5,795) 
NET ASSETS - 100%  $1,124,689 

Values shown as $0 may reflect amounts less than $500.

Legend

 (a) Non-income producing

 (b) 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 $9,703,000 or 0.9% of net assets.

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

 (d) Affiliated fund that is generally 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.

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


Additional information on each restricted holding is as follows:

Security Acquisition Date Acquisition Cost (000s) 
AppNexus, Inc. Series E 8/1/14 $966 
Blu Homes, Inc. Series A, 5.00% 6/21/13 $1,108 
NJOY, Inc. 9/11/13 $454 
Uber Technologies, Inc. Series D, 8.00% 6/6/14 $2,522 

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 $172 
Fidelity Securities Lending Cash Central Fund 227 
Total $399 

Investment Valuation

The following is a summary of the inputs used, as of December 31, 2016, 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 below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
(Amounts in thousands)     
Investments in Securities:     
Equities:     
Consumer Discretionary $212,720 $208,804 $3,396 $520 
Consumer Staples 99,162 93,840 5,322 -- 
Energy 10,114 10,114 -- -- 
Financials 86,274 85,667 607 -- 
Health Care 157,940 157,608 332 -- 
Industrials 83,769 82,767 1,002 -- 
Information Technology 406,630 397,447 -- 9,183 
Materials 19,192 19,192 -- -- 
Real Estate 34,352 34,352 -- -- 
Telecommunication Services 2,458 2,458 -- -- 
U.S. Government and Government Agency Obligations 2,679 -- 2,679 -- 
Money Market Funds 15,194 15,194 -- -- 
Total Investments in Securities: $1,130,484 $1,107,443 $13,338 $9,703 

See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)  December 31, 2016 (Unaudited) 
Assets   
Investment in securities, at value (including securities loaned of $14,395) — See accompanying schedule:
Unaffiliated issuers (cost $933,502) 
$1,115,290  
Fidelity Central Funds (cost $15,195) 15,194  
Total Investments (cost $948,697)  $1,130,484 
Receivable for investments sold  10,057 
Receivable for fund shares sold  1,196 
Dividends receivable  1,022 
Distributions receivable from Fidelity Central Funds  36 
Prepaid expenses  
Other receivables  30 
Total assets  1,142,827 
Liabilities   
Payable for investments purchased $6  
Payable for fund shares redeemed 2,543  
Accrued management fee 384  
Other affiliated payables 177  
Other payables and accrued expenses 36  
Collateral on Securities Loaned 14,992  
Total liabilities  18,138 
Net Assets  $1,124,689 
Net Assets consist of:   
Paid in capital  $995,690 
Distributions in excess of net investment income  (27) 
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions  (52,749) 
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies  181,775 
Net Assets  $1,124,689 
Growth Discovery:   
Net Asset Value, offering price and redemption price per share ($961,820 ÷ 37,832 shares)  $25.42 
Class K:   
Net Asset Value, offering price and redemption price per share ($162,869 ÷ 6,404 shares)  $25.43 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

Amounts in thousands  Six months ended December 31, 2016 (Unaudited) 
Investment Income   
Dividends  $5,073 
Income from Fidelity Central Funds  399 
Total income  5,472 
Expenses   
Management fee   
Basic fee $3,233  
Performance adjustment (603)  
Transfer agent fees 897  
Accounting and security lending fees 194  
Custodian fees and expenses 20  
Independent trustees' fees and expenses  
Registration fees 22  
Audit 33  
Legal  
Interest  
Miscellaneous  
Total expenses before reductions 3,807  
Expense reductions (16) 3,791 
Net investment income (loss)  1,681 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers 104,336  
Fidelity Central Funds 34  
Foreign currency transactions (46)  
Futures contracts 367  
Total net realized gain (loss)  104,691 
Change in net unrealized appreciation (depreciation) on:
Investment securities 
(59,226)  
Total change in net unrealized appreciation (depreciation)  (59,226) 
Net gain (loss)  45,465 
Net increase (decrease) in net assets resulting from operations  $47,146 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

Amounts in thousands Six months ended December 31, 2016 (Unaudited) Year ended June 30, 2016 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $1,681 $625 
Net realized gain (loss) 104,691 20,107 
Change in net unrealized appreciation (depreciation) (59,226) (42,764) 
Net increase (decrease) in net assets resulting from operations 47,146 (22,032) 
Distributions to shareholders from net investment income (1,135) (1,789) 
Distributions to shareholders from net realized gain – (555) 
Total distributions (1,135) (2,344) 
Share transactions - net increase (decrease) (97,040) (80,061) 
Total increase (decrease) in net assets (51,029) (104,437) 
Net Assets   
Beginning of period 1,175,718 1,280,155 
End of period $1,124,689 $1,175,718 
Other Information   
Distributions in excess of net investment income end of period $(27) $(573) 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Growth Discovery Fund

 Six months ended (Unaudited) December 31, Years ended June 30,     
 2016 2016 2015 2014 2013 2012 
Selected Per–Share Data       
Net asset value, beginning of period $24.47 $24.93 $23.07 $17.45 $15.09 $14.88 
Income from Investment Operations       
Net investment income (loss)A .03 .01 .07 .02 .07 .04 
Net realized and unrealized gain (loss) .94 (.43) 1.81 5.63 2.35 .26 
Total from investment operations .97 (.42) 1.88 5.65 2.42 .30 
Distributions from net investment income (.02) (.03) (.02) (.02) (.06) (.03) 
Distributions from net realized gain – (.01) – (.01) – (.06) 
Total distributions (.02) (.04) (.02) (.03) (.06) (.09) 
Net asset value, end of period $25.42 $24.47 $24.93 $23.07 $17.45 $15.09 
Total ReturnB,C 3.98% (1.68)% 8.17% 32.40% 16.09% 2.07% 
Ratios to Average Net AssetsD,E       
Expenses before reductions .66%F .78% .77% .81% .88% .81% 
Expenses net of fee waivers, if any .66%F .78% .77% .81% .88% .81% 
Expenses net of all reductions .66%F .78% .77% .81% .87% .80% 
Net investment income (loss) .27%F .03% .27% .10% .42% .27% 
Supplemental Data       
Net assets, end of period (in millions) $962 $1,000 $1,078 $1,072 $767 $875 
Portfolio turnover rateG 72%F 57% 51% 70% 62% 74% 

 A Calculated based on average shares outstanding during the period.

 B Total returns for periods of less than one year are not annualized.

 C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 D Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 F Annualized

 G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Growth Discovery Fund Class K

 Six months ended (Unaudited) December 31, Years ended June 30,     
 2016 2016 2015 2014 2013 2012 
Selected Per–Share Data       
Net asset value, beginning of period $24.48 $24.94 $23.09 $17.45 $15.09 $14.88 
Income from Investment Operations       
Net investment income (loss)A .05 .04 .10 .05 .09 .06 
Net realized and unrealized gain (loss) .94 (.43) 1.82 5.63 2.36 .26 
Total from investment operations .99 (.39) 1.92 5.68 2.45 .32 
Distributions from net investment income (.04) (.06) (.07) (.04) (.09) (.06) 
Distributions from net realized gain – (.01) – (.01) – (.06) 
Total distributions (.04) (.07) (.07) (.04)B (.09) (.11)C 
Net asset value, end of period $25.43 $24.48 $24.94 $23.09 $17.45 $15.09 
Total ReturnD,E 4.04% (1.57)% 8.32% 32.62% 16.28% 2.27% 
Ratios to Average Net AssetsF,G       
Expenses before reductions .54%H .66% .64% .68% .72% .64% 
Expenses net of fee waivers, if any .54%H .66% .64% .68% .72% .64% 
Expenses net of all reductions .54%H .65% .64% .67% .71% .63% 
Net investment income (loss) .39%H .16% .40% .24% .58% .44% 
Supplemental Data       
Net assets, end of period (in millions) $163 $176 $202 $190 $137 $144 
Portfolio turnover rateI 72%H 57% 51% 70% 62% 74% 

 A Calculated based on average shares outstanding during the period.

 B Total distributions of $.04 per share is comprised of distributions from net investment income of $.036 and distributions from net realized gain of $.006 per share.

 C Total distributions of $.11 per share is comprised of distributions from net investment income of $.058 and distributions from net realized gain of $.055 per share.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 H Annualized

 I Amount does not include the portfolio activity of any underlying Fidelity Central Funds.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements (Unaudited)

For the period ended December 31, 2016
(Amounts in thousands except percentages)

1. Organization.

Fidelity Growth Discovery Fund (the Fund) is a fund of Fidelity Hastings Street Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Growth Discovery and Class K shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .005%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fair Value Committee (the Committee) established by the Fund's investment adviser. In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • 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)

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 a third party pricing vendor 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 market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of December 31, 2016 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. Certain distributions received by the Fund represent a return of capital or capital gain. The Fund determines the components of these distributions subsequent to the ex-dividend date, based upon receipt of tax filings or other correspondence relating to the underlying investment. These distributions are recorded as a reduction of cost of investments and/or as a realized gain. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to futures contracts, foreign currency transactions, partnerships, capital loss carryforwards, and losses deferred due to wash sales and excise tax regulations.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $233,638 
Gross unrealized depreciation (51,886) 
Net unrealized appreciation (depreciation) on securities $181,752 
Tax cost $948,732 

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of prior fiscal period end and is subject to adjustment.

Fiscal year of expiration  
2018 $(136,052) 

The Fund elected to defer to its next fiscal year approximately $20,072 of capital losses recognized during the period November 1, 2015 to June 30, 2016.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

4. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.
 

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Derivative counterparty credit risk is managed through formal evaluation of the creditworthiness of all potential counterparties. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end. During the period the Fund recognized net realized gain (loss) of $367 related to its investment in futures contracts. These amounts are included in the Statement of Operations.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $398,634 and $445,821, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of +/- .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Growth Discovery as compared to its benchmark index, the Russell 3000 Growth Index, over the same 36 month performance period. For the reporting period, the total annualized management fee rate, including the performance adjustment, was .45% of the Fund's average net assets. The performance adjustment included in the management fee rate may be higher or lower than the maximum performance adjustment rate due to the difference between the average net assets for the reporting and performance periods.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of Growth Discovery. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

For the period, transfer agent fees for each class were as follows:

 Amount % of
Class-Level Average
Net Assets(a) 
Growth Discovery $856 .17 
Class K 41 .05 
 $897  

 (a) Annualized


Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $8 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR or other affiliated entities of FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender Average Loan Balance Weighted Average Interest Rate Interest Expense 
Borrower $5,529 .74% $1 

Interfund Trades. The Fund may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

7. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $2 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $227, including $28 from securities loaned to FCM.

9. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $11 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of fund-level operating expenses in the amount of $5.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Six months ended
December 31, 2016 
Year ended June 30, 2016 
From net investment income   
Growth Discovery $880 $1,330 
Class K 255 459 
Total $1,135 $1,789 
From net realized gain   
Growth Discovery $– $471 
Class K – 84 
Total $– $555 

11. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 Shares Shares Dollars Dollars 
 Six months ended December 31, 2016 Year ended June 30, 2016 Six months ended December 31, 2016 Year ended June 30, 2016 
Growth Discovery     
Shares sold 1,304 5,290 $33,269 $128,658 
Reinvestment of distributions 32 68 821 1,697 
Shares redeemed (4,355) (7,766) (110,966) (188,307) 
Net increase (decrease) (3,019) (2,408) $(76,876) $(57,952) 
Class K     
Shares sold 476 1,980 $12,034 $48,709 
Reinvestment of distributions 10 22 255 543 
Shares redeemed (1,271) (2,901) (32,453) (71,361) 
Net increase (decrease) (785) (899) $(20,164) $(22,109) 

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Shareholder Expense Example

As a shareholder of a Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2016 to December 31, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

 Annualized Expense Ratio-A Beginning
Account Value
July 1, 2016 
Ending
Account Value
December 31, 2016 
Expenses Paid
During Period-B
July 1, 2016
to December 31, 2016 
Growth Discovery .66%    
Actual  $1,000.00 $1,039.80 $3.39 
Hypothetical-C  $1,000.00 $1,021.88 $3.36 
Class K .54%    
Actual  $1,000.00 $1,040.40 $2.78 
Hypothetical-C  $1,000.00 $1,022.48 $2.75 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

 C 5% return per year before expenses


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Growth Discovery Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2016 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationships with the fund; and (iv) the extent to which, if any, economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Nature, Extent, and Quality of Services Provided.  The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the investment personnel compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services.  The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, compliance, and technology and operations capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians, subcustodians, and pricing vendors; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family.  The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including: (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) broadening eligibility requirements for certain lower-priced share classes of, and streamlining the fee structure for, certain existing equity index funds; (v) lowering expense caps for certain existing funds and classes to reduce expenses paid by shareholders; (vi) eliminating redemption fees for certain variable insurance product funds and classes; (vii) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (viii) launching a lower cost share class for use by the Freedom Index Fund product line; (ix) rationalizing product lines and gaining increased efficiencies through fund mergers and share class consolidations; (x) continuing to develop, acquire and implement systems and technology to improve services to the funds and shareholders, strengthen information security, and increase efficiency; (xi) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (xii) accelerating the conversion of all remaining Class B shares to Class A shares, which have a lower expense structure; and (xiii) implementing changes to Fidelity's money market fund product line in response to recent regulatory reforms.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history.

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-, three-, and five-year periods, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Fidelity Growth Discovery Fund


The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, a securities index, thus leading to a performance adjustment for the same period. The Board noted that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the shareholders of the fund.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should continue to benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio.  The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Broadridge investment objective categories that have comparable investment mandates. Combining Broadridge investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Management Fee.  The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Broadridge funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment, relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure without taking into account performance adjustments, if any. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Fidelity Growth Discovery Fund


The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2015. The Board also noted the effect of the fund's performance adjustment, if any, on the fund's management fee ranking.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and the boards of other Fidelity funds to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. The Committee's focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expense Ratio.  In its review of each class's total expense ratio, the Board considered the fund's management fee rate as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board noted the impact of the fund's performance adjustment. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each class ranked below the competitive median for 2015.

Fees Charged to Other Fidelity Clients.  The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of the fund profitability information and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus the assets of sector funds previously under FMR's management). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board.  In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins; (vi) the realization of fall-out benefits in and attribution of fall-out benefits to certain Fidelity business units; (vii) the appropriateness of certain funds' benchmarks; (viii) the rationalization for certain share classes and expenses; (ix) sub-advisory fee rates for comparable investment mandates; (x) product strategy for certain underperforming funds; and (xi) Fidelity's resources and strategy for cybersecurity.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.





Fidelity Investments

Corporate Headquarters

245 Summer St.

Boston, MA 02210

www.fidelity.com

CII-SANN-0217
1.714430.118


Fidelity Advisor® Series Growth & Income Fund



Semi-Annual Report

December 31, 2016




Fidelity Investments


Contents

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Shareholder Expense Example

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2017 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.institutional.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Investment Summary (Unaudited)

Top Ten Stocks as of December 31, 2016

 % of fund's net assets % of fund's net assets 6 months ago 
JPMorgan Chase & Co.(a) 4.2 3.5 
Bank of America Corp.(a) 3.9 2.6 
Microsoft Corp. 3.3 3.1 
Apple, Inc. 3.1 2.6 
Citigroup, Inc.(a) 3.0 2.3 
General Electric Co.(a) 2.7 3.3 
Chevron Corp. 2.0 2.5 
Comcast Corp. Class A 1.9 1.8 
Qualcomm, Inc.(a) 1.8 1.9 
The Williams Companies, Inc. 1.6 1.1 
 27.5  

 (a) Security or a portion of the security is pledged as collateral for call options written.


Top Five Market Sectors as of December 31, 2016

 % of fund's net assets % of fund's net assets 6 months ago 
Financials 25.7 20.5 
Information Technology 16.8 19.9 
Energy 13.3 12.5 
Health Care 12.5 14.2 
Industrials 11.4 12.6 

Prior period industry classifications reflect the categories in place as of the date indicated and have not been adjusted to reflect current industry classifications.

Asset Allocation (% of fund's net assets)

As of December 31, 2016*,** 
   Stocks 98.7% 
   Convertible Securities 1.3% 
   Other Investments 0.2% 
 Short-Term Investments and Net Other Assets (Liabilities)*** (0.2)% 


 * Foreign investment - 9.8%

 ** Written Options - (0.5)%

 *** Net Other Assets (Liabilities) are not included in the pie chart


As of June 30, 2016*,** 
   Stocks 98.1% 
   Convertible Securities 1.5% 
   Short-Term Investments and Net Other Assets (Liabilities) 0.4% 


 * Foreign investments - 11.4%

 ** Written Options - (0.1)%


Investments December 31, 2016 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.7%   
 Shares Value 
CONSUMER DISCRETIONARY - 8.6%   
Auto Components - 0.0%   
Gentex Corp. 26,200 $515,878 
Automobiles - 0.1%   
General Motors Co. 20,400 710,736 
Diversified Consumer Services - 0.1%   
ServiceMaster Global Holdings, Inc. (a) 16,700 629,089 
Hotels, Restaurants & Leisure - 0.5%   
Cedar Fair LP (depositary unit) 6,200 398,040 
Dunkin' Brands Group, Inc. 21,900 1,148,436 
Las Vegas Sands Corp. (b) 23,400 1,249,794 
Whitbread PLC 14,820 689,655 
Wingstop, Inc. 22,800 674,652 
Yum! Brands, Inc. 25,901 1,640,310 
  5,800,887 
Leisure Products - 0.1%   
NJOY, Inc. (a)(c) 121,929 
Polaris Industries, Inc. (d) 19,700 1,623,083 
  1,623,084 
Media - 4.9%   
AMC Networks, Inc. Class A (a) 11,200 586,208 
Comcast Corp. Class A 306,690 21,176,945 
Scripps Networks Interactive, Inc. Class A 92,150 6,576,746 
Sinclair Broadcast Group, Inc. Class A 57,971 1,933,333 
The Walt Disney Co. 48,000 5,002,560 
Time Warner, Inc. 171,141 16,520,241 
Viacom, Inc. Class B (non-vtg.) 124,500 4,369,950 
  56,165,983 
Multiline Retail - 1.4%   
Dollar General Corp. 8,200 607,374 
Kohl's Corp. 21,100 1,041,918 
Macy's, Inc. 26,600 952,546 
Target Corp. 185,463 13,395,992 
  15,997,830 
Specialty Retail - 1.4%   
Bed Bath & Beyond, Inc. 9,900 402,336 
Foot Locker, Inc. 38,100 2,700,909 
L Brands, Inc. 43,000 2,831,120 
Lowe's Companies, Inc. 132,577 9,428,876 
  15,363,241 
Textiles, Apparel & Luxury Goods - 0.1%   
Ralph Lauren Corp. 7,700 695,464 
VF Corp. 4,200 224,070 
  919,534 
TOTAL CONSUMER DISCRETIONARY  97,726,262 
CONSUMER STAPLES - 6.1%   
Beverages - 2.1%   
Britvic PLC 29,900 208,932 
Cott Corp. 20,500 232,078 
Diageo PLC 146,096 3,791,170 
Dr. Pepper Snapple Group, Inc. 10,300 933,901 
Molson Coors Brewing Co. Class B 35,400 3,444,774 
PepsiCo, Inc. 27,094 2,834,845 
The Coca-Cola Co. 295,448 12,249,274 
  23,694,974 
Food & Staples Retailing - 1.4%   
Costco Wholesale Corp. 16,300 2,609,793 
CVS Health Corp. 112,890 8,908,150 
Kroger Co. 62,500 2,156,875 
Walgreens Boots Alliance, Inc. 17,138 1,418,341 
Whole Foods Market, Inc. 16,100 495,236 
  15,588,395 
Food Products - 0.5%   
B&G Foods, Inc. Class A 29,100 1,274,580 
Hostess Brands, Inc. Class A (a) 92,200 1,198,600 
Mead Johnson Nutrition Co. Class A 49,000 3,467,240 
  5,940,420 
Household Products - 1.6%   
Procter & Gamble Co. 217,317 18,272,013 
Personal Products - 0.1%   
Edgewell Personal Care Co. (a) 16,500 1,204,335 
Tobacco - 0.4%   
Altria Group, Inc. 20,300 1,372,686 
Reynolds American, Inc. 67,700 3,793,908 
  5,166,594 
TOTAL CONSUMER STAPLES  69,866,731 
ENERGY - 13.0%   
Energy Equipment & Services - 1.1%   
Baker Hughes, Inc. 53,600 3,482,392 
National Oilwell Varco, Inc. 102,900 3,852,576 
Oceaneering International, Inc. 117,000 3,300,570 
Schlumberger Ltd. 13,920 1,168,584 
  11,804,122 
Oil, Gas & Consumable Fuels - 11.9%   
Amyris, Inc. (a) 33,644 24,560 
Anadarko Petroleum Corp. 37,800 2,635,794 
Apache Corp. 171,847 10,907,129 
Cabot Oil & Gas Corp. 75,100 1,754,336 
Cenovus Energy, Inc. 440,600 6,661,587 
Chevron Corp. 194,588 22,903,008 
ConocoPhillips Co. 368,900 18,496,646 
EQT Midstream Partners LP 6,700 513,756 
Golar LNG Ltd. 104,000 2,385,760 
Imperial Oil Ltd. 238,600 8,300,753 
Kinder Morgan, Inc. 527,000 10,914,170 
Legacy Reserves LP (a) 189,300 401,316 
MPLX LP 13,940 482,603 
PrairieSky Royalty Ltd. 112,260 2,670,528 
Suncor Energy, Inc. 557,690 18,234,529 
Teekay LNG Partners LP 87,600 1,265,820 
The Williams Companies, Inc. 598,674 18,642,708 
Williams Partners LP 232,480 8,841,214 
  136,036,217 
TOTAL ENERGY  147,840,339 
FINANCIALS - 25.7%   
Banks - 18.0%   
Bank of America Corp. (b) 2,023,737 44,724,588 
Citigroup, Inc. (b) 582,836 34,637,943 
Comerica, Inc. (b) 98,800 6,729,268 
Cullen/Frost Bankers, Inc. 5,900 520,557 
JPMorgan Chase & Co. (b) 548,088 47,294,514 
Lloyds Banking Group PLC 267,700 205,561 
M&T Bank Corp. 43,200 6,757,776 
PNC Financial Services Group, Inc. 74,544 8,718,666 
Regions Financial Corp. (b) 579,600 8,323,056 
Standard Chartered PLC (United Kingdom) (a) 66,479 543,679 
SunTrust Banks, Inc. (b) 273,850 15,020,673 
U.S. Bancorp (b) 285,771 14,680,056 
Wells Fargo & Co. 321,700 17,728,887 
  205,885,224 
Capital Markets - 6.6%   
Apollo Global Management LLC Class A 103,600 2,005,696 
Ashmore Group PLC 18,579 64,729 
CBOE Holdings, Inc. 37,100 2,741,319 
Charles Schwab Corp. (b) 206,054 8,132,951 
Federated Investors, Inc. Class B (non-vtg.) 9,800 277,144 
Goldman Sachs Group, Inc. 1,700 407,065 
Intertrust NV 31,700 557,930 
KKR & Co. LP 419,378 6,454,227 
Morgan Stanley (b) 225,480 9,526,530 
Northern Trust Corp. (b) 149,310 13,296,056 
Oaktree Capital Group LLC Class A 43,800 1,642,500 
S&P Global, Inc. 25,000 2,688,500 
State Street Corp. 238,374 18,526,427 
The Blackstone Group LP 321,700 8,695,551 
  75,016,625 
Insurance - 0.7%   
Marsh & McLennan Companies, Inc. 60,719 4,103,997 
MetLife, Inc. 36,339 1,958,309 
Principal Financial Group, Inc. 28,100 1,625,866 
Willis Group Holdings PLC 4,500 550,260 
  8,238,432 
Thrifts & Mortgage Finance - 0.4%   
MGIC Investment Corp. (a) 62,400 635,856 
Radian Group, Inc. 192,252 3,456,691 
  4,092,547 
TOTAL FINANCIALS  293,232,828 
HEALTH CARE - 11.5%   
Biotechnology - 2.4%   
Alexion Pharmaceuticals, Inc. (a) 40,200 4,918,470 
Amgen, Inc. 48,965 7,159,173 
Biogen, Inc. (a) 18,700 5,302,946 
Gilead Sciences, Inc. 75,000 5,370,750 
Grifols SA 33,700 669,755 
Intercept Pharmaceuticals, Inc. (a) 7,900 858,335 
Shire PLC sponsored ADR 18,200 3,100,916 
Vertex Pharmaceuticals, Inc. (a) 2,600 191,542 
  27,571,887 
Health Care Equipment & Supplies - 1.7%   
Abbott Laboratories 104,191 4,001,976 
Becton, Dickinson & Co. 3,600 595,980 
Medtronic PLC 132,468 9,435,696 
Meridian Bioscience, Inc. 9,400 166,380 
Zimmer Biomet Holdings, Inc. 43,400 4,478,880 
  18,678,912 
Health Care Providers & Services - 1.7%   
Anthem, Inc. 32,300 4,643,771 
Cigna Corp. 41,900 5,589,041 
McKesson Corp. 45,525 6,393,986 
Patterson Companies, Inc. (d) 60,777 2,493,680 
  19,120,478 
Life Sciences Tools & Services - 0.4%   
Agilent Technologies, Inc. 101,700 4,633,452 
Pharmaceuticals - 5.3%   
Allergan PLC 5,000 1,050,050 
AstraZeneca PLC sponsored ADR 106,000 2,895,920 
Bayer AG 7,600 791,794 
Bristol-Myers Squibb Co. 126,300 7,380,972 
GlaxoSmithKline PLC sponsored ADR 402,640 15,505,666 
Innoviva, Inc. (a) 45,900 491,130 
Johnson & Johnson 158,474 18,257,790 
Novartis AG sponsored ADR 4,532 330,111 
Sanofi SA 41,293 3,339,165 
Teva Pharmaceutical Industries Ltd. sponsored ADR 294,849 10,688,276 
  60,730,874 
TOTAL HEALTH CARE  130,735,603 
INDUSTRIALS - 11.3%   
Aerospace & Defense - 2.0%   
General Dynamics Corp. 16,400 2,831,624 
Meggitt PLC 40,473 228,745 
Rolls-Royce Holdings PLC 196,300 1,612,310 
The Boeing Co. 57,779 8,995,035 
United Technologies Corp. 88,420 9,692,600 
  23,360,314 
Air Freight & Logistics - 1.3%   
C.H. Robinson Worldwide, Inc. 46,500 3,406,590 
Expeditors International of Washington, Inc. 30,000 1,588,800 
United Parcel Service, Inc. Class B (b) 85,270 9,775,353 
  14,770,743 
Airlines - 0.2%   
Copa Holdings SA Class A 24,600 2,234,418 
Commercial Services & Supplies - 0.1%   
Aggreko PLC 20,500 231,925 
KAR Auction Services, Inc. 30,800 1,312,696 
  1,544,621 
Construction & Engineering - 0.1%   
Fluor Corp. 19,100 1,003,132 
Electrical Equipment - 0.5%   
AMETEK, Inc. 48,700 2,366,820 
Hubbell, Inc. Class B 32,737 3,820,408 
  6,187,228 
Industrial Conglomerates - 2.7%   
General Electric Co. (b) 977,466 30,887,926 
Machinery - 1.1%   
Burckhardt Compression Holding AG 2,140 562,688 
Caterpillar, Inc. 2,400 222,576 
Deere & Co. 29,700 3,060,288 
Donaldson Co., Inc. 40,300 1,695,824 
Flowserve Corp. 88,300 4,242,815 
IMI PLC 13,800 176,874 
Wabtec Corp. 27,200 2,258,144 
  12,219,209 
Professional Services - 0.3%   
Nielsen Holdings PLC 48,300 2,026,185 
Robert Half International, Inc. 29,000 1,414,620 
  3,440,805 
Road & Rail - 2.4%   
CSX Corp. 277,912 9,985,378 
J.B. Hunt Transport Services, Inc. 85,665 8,315,502 
Kansas City Southern 24,600 2,087,310 
Norfolk Southern Corp. 35,280 3,812,710 
Union Pacific Corp. 28,800 2,985,984 
  27,186,884 
Trading Companies & Distributors - 0.6%   
Fastenal Co. 21,700 1,019,466 
Howden Joinery Group PLC 18,800 88,923 
W.W. Grainger, Inc. 5,300 1,230,925 
Watsco, Inc. 26,651 3,947,546 
  6,286,860 
TOTAL INDUSTRIALS  129,122,140 
INFORMATION TECHNOLOGY - 16.8%   
Communications Equipment - 1.5%   
Cisco Systems, Inc. 566,340 17,114,795 
Internet Software & Services - 2.8%   
Alphabet, Inc.:   
Class A (a) 21,959 17,401,410 
Class C (a) 18,734 14,459,276 
  31,860,686 
IT Services - 3.6%   
First Data Corp. Class A (a) 160,637 2,279,439 
MasterCard, Inc. Class A (b) 101,550 10,485,038 
Paychex, Inc. 167,814 10,216,516 
Sabre Corp. (d) 85,900 2,143,205 
Unisys Corp. (a)(d) 214,000 3,199,300 
Visa, Inc. Class A 170,480 13,300,850 
  41,624,348 
Semiconductors & Semiconductor Equipment - 1.8%   
Qualcomm, Inc. (b) 320,010 20,864,652 
Software - 3.6%   
Microsoft Corp. 609,608 37,881,041 
Oracle Corp. 37,813 1,453,910 
SS&C Technologies Holdings, Inc. 50,600 1,447,160 
  40,782,111 
Technology Hardware, Storage & Peripherals - 3.5%   
Apple, Inc. 307,806 35,650,091 
Western Digital Corp. 60,800 4,131,360 
  39,781,451 
TOTAL INFORMATION TECHNOLOGY  192,028,043 
MATERIALS - 2.9%   
Chemicals - 2.4%   
CF Industries Holdings, Inc. 101,100 3,182,628 
E.I. du Pont de Nemours & Co. 40,530 2,974,902 
Johnson Matthey PLC 2,900 113,723 
LyondellBasell Industries NV Class A 55,100 4,726,478 
Monsanto Co. 74,514 7,839,618 
Olin Corp. 15,700 402,077 
Potash Corp. of Saskatchewan, Inc. 290,310 5,252,024 
PPG Industries, Inc. 4,100 388,516 
W.R. Grace & Co. 34,600 2,340,344 
  27,220,310 
Containers & Packaging - 0.5%   
Ball Corp. 10,900 818,263 
Graphic Packaging Holding Co. 8,100 101,088 
Packaging Corp. of America 10,500 890,610 
WestRock Co. 71,400 3,624,978 
  5,434,939 
TOTAL MATERIALS  32,655,249 
REAL ESTATE - 0.8%   
Equity Real Estate Investment Trusts (REITs) - 0.8%   
American Tower Corp. 15,600 1,648,608 
Crown Castle International Corp. 40,600 3,522,862 
First Potomac Realty Trust 9,679 106,179 
Omega Healthcare Investors, Inc. 20,200 631,452 
Public Storage 10,300 2,302,050 
Sabra Health Care REIT, Inc. 35,300 862,026 
  9,073,177 
TELECOMMUNICATION SERVICES - 1.1%   
Diversified Telecommunication Services - 1.1%   
Verizon Communications, Inc. 248,459 13,262,741 
UTILITIES - 0.9%   
Electric Utilities - 0.9%   
Exelon Corp. 278,100 9,869,769 
Multi-Utilities - 0.0%   
Sempra Energy 100 10,064 
TOTAL UTILITIES  9,879,833 
TOTAL COMMON STOCKS   
(Cost $907,456,921)  1,125,422,946 
Preferred Stocks - 1.1%   
Convertible Preferred Stocks - 1.1%   
HEALTH CARE - 0.9%   
Health Care Equipment & Supplies - 0.9%   
Alere, Inc. 3.00% (a) 31,387 10,106,614 
INDUSTRIALS - 0.1%   
Commercial Services & Supplies - 0.1%   
Stericycle, Inc. 2.25% 25,100 1,588,077 
UTILITIES - 0.1%   
Independent Power and Renewable Electricity Producers - 0.1%   
Dynegy, Inc. 7.00% (a) 7,300 453,622 
TOTAL CONVERTIBLE PREFERRED STOCKS  12,148,313 
Nonconvertible Preferred Stocks - 0.0%   
INDUSTRIALS - 0.0%   
Aerospace & Defense - 0.0%   
Rolls-Royce Holdings PLC (C Shares) 28,859,070 35,566 
TOTAL PREFERRED STOCKS   
(Cost $11,548,363)  12,183,879 
 Principal Amount(e) Value 
Convertible Bonds - 0.2%   
ENERGY - 0.1%   
Oil, Gas & Consumable Fuels - 0.1%   
Amyris, Inc.:   
5% 10/15/18 pay-in-kind (c)(f) 871,182 482,522 
9.5% 4/15/19 pay-in-kind 741,000 464,514 
  947,036 
HEALTH CARE - 0.1%   
Pharmaceuticals - 0.1%   
Bayer Capital Corp. BV 5.625% 11/22/19 (g) EUR1,200,000 1,374,125 
TOTAL CONVERTIBLE BONDS   
(Cost $2,894,022)  2,321,161 
 Shares Value 
Other - 0.2%   
ENERGY - 0.2%   
Oil, Gas & Consumable Fuels - 0.2%   
Utica Shale Drilling Program (non-operating revenue interest) unit (c)(h)   
(Cost $2,131,572) 2,131,572 2,131,572 
Money Market Funds - 1.2%   
Fidelity Cash Central Fund, 0.60% (i) 7,220,998 7,222,442 
Fidelity Securities Lending Cash Central Fund 0.65% (i)(j) 6,695,083 6,695,752 
TOTAL MONEY MARKET FUNDS   
(Cost $13,918,098)  13,918,194 
TOTAL INVESTMENT PORTFOLIO - 101.4%   
(Cost $937,948,976)  1,155,977,752 
NET OTHER ASSETS (LIABILITIES) - (1.4)%  (15,726,672) 
NET ASSETS - 100%  $1,140,251,080 

Written Options     
 Expiration Date/Exercise Price Number of Contracts Premium Value 
Call Options     
Bank of America Corp. 1/20/17 - $18.00 2,059 $49,415 $(854,485) 
Bank of America Corp. 1/20/17 - $20.00 3,071 135,121 (687,904) 
Charles Schwab 1/20/17 - $35.00 387 23,800 (174,150) 
Citigroup, Inc. 1/20/17 - $50.00 565 114,692 (538,163) 
Citigroup, Inc. 1/20/17 - $55.00 570 25,079 (272,175) 
Citigroup, Inc. 2/17/17 - $60.00 284 33,795 (60,208) 
Comerica, Inc. 1/20/17 - $55.00 196 24,499 (262,150) 
General Electric 1/20/17 - $32.00 1,023 31,786 (38,363) 
JPMorgan Chase & Co. 1/20/17 - $72.50 1,144 78,968 (1,584,440) 
JPMorgan Chase & Co. 2/17/17 - $85.00 556 64,709 (189,040) 
Las Vegas Sands Corp. 1/20/17 - $62.50 95 17,860 (428) 
MasterCard, Inc. Class A 1/20/17 - $105.00 209 58,803 (22,572) 
Morgan Stanley 1/20/17 - $36.00 345 15,870 (219,075) 
Northern Trust Corp. 1/20/17 - $75.00 154 22,638 (215,600) 
Qualcomm, Inc. 1/20/17 - $67.50 543 64,626 (26,607) 
Regions Financial Corp. 1/20/17 - $11.00 14 463 (4,690) 
Regions Financial Corp. 2/17/17 - $13.00 1,101 37,507 (175,059) 
Regions Financial Corp. 1/20/17 - $14.00 1,451 50,784 (91,413) 
SunTrust Banks, Inc. 1/20/17 - $46.00 570 63,531 (505,875) 
SunTrust Banks, Inc. 1/20/17 - $50.00 285 17,393 (144,638) 
SunTrust Banks, Inc. 1/20/17 - $55.00 272 18,768 (35,360) 
U.S. Bancorp 1/20/17 - $50.00 437 16,169 (79,753) 
United Parcel Service, Inc. Class B 4/21/17 - $115.00 153 21,724 (57,755) 
TOTAL WRITTEN OPTIONS   $988,000 $(6,239,903) 

Legend

 (a) Non-income producing

 (b) Security or a portion of the security is pledged as collateral for call options written. At period end, the value of securities pledged amounted to $63,434,749.

 (c) 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 $2,614,095 or 0.2% of net assets.

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

 (e) Amount is stated in United States dollars unless otherwise noted.

 (f) Coupon rates for floating and adjustable rate securities reflect the rates in effect at period end.

 (g) 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 $1,374,125 or 0.1% of net assets.

 (h) Investment is owned by a wholly-owned subsidiary (Subsidiary) that is treated as a corporation for U.S. tax purposes.

 (i) Affiliated fund that is generally 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.

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


Additional information on each restricted holding is as follows:

Security Acquisition Date Acquisition Cost 
Amyris, Inc. 5% 10/15/18 pay-in-kind 10/16/13 - 10/17/16 $871,182 
NJOY, Inc. 2/14/14 $211,475 
Utica Shale Drilling Program (non-operating revenue interest) unit 10/5/16 - 11/4/16 $2,131,572 

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 $16,378 
Fidelity Securities Lending Cash Central Fund 35,556 
Total $51,934 

Investment Valuation

The following is a summary of the inputs used, as of December 31, 2016, 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 below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
Investments in Securities:     
Equities:     
Consumer Discretionary $97,726,262 $97,726,261 $-- $1 
Consumer Staples 69,866,731 66,075,561 3,791,170 -- 
Energy 147,840,339 147,840,339 -- -- 
Financials 293,232,828 293,027,267 205,561 -- 
Health Care 140,842,217 126,604,644 14,237,573 -- 
Industrials 130,745,783 129,133,473 1,612,310 -- 
Information Technology 192,028,043 192,028,043 -- -- 
Materials 32,655,249 32,655,249 -- -- 
Real Estate 9,073,177 9,073,177 -- -- 
Telecommunication Services 13,262,741 13,262,741 -- -- 
Utilities 10,333,455 10,333,455 -- -- 
Corporate Bonds 2,321,161 -- 1,838,639 482,522 
Other 2,131,572 -- -- 2,131,572 
Money Market Funds 13,918,194 13,918,194 -- -- 
Total Investments in Securities: $1,155,977,752 $1,131,678,404 $21,685,253 $2,614,095 
Derivative Instruments:     
Liabilities     
Written Options $(6,239,903) $(6,239,903) $-- $-- 
Total Liabilities $(6,239,903) $(6,239,903) $-- $-- 
Total Derivative Instruments: $(6,239,903) $(6,239,903) $-- $-- 

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of December 31, 2016. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Primary Risk Exposure / Derivative Type Value 
 Asset Liability 
Equity Risk   
Written Options(a) $0 $(6,239,903) 
Total Equity Risk (6,239,903) 
Total Value of Derivatives $0 $(6,239,903) 

 (a) Gross value is presented in the Statement of Assets and Liabilities in the written options, at value line-item.


See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

  December 31, 2016 (Unaudited) 
Assets   
Investment in securities, at value (including securities loaned of $6,521,873) — See accompanying schedule:
Unaffiliated issuers (cost $924,030,878) 
$1,142,059,558  
Fidelity Central Funds (cost $13,918,098) 13,918,194  
Total Investments (cost $937,948,976)  $1,155,977,752 
Foreign currency held at value (cost $14,065)  14,067 
Receivable for investments sold  4,091,087 
Receivable for fund shares sold  101,479 
Dividends receivable  1,496,717 
Interest receivable  31,766 
Distributions receivable from Fidelity Central Funds  8,115 
Prepaid expenses  2,218 
Other receivables  2,101 
Total assets  1,161,725,302 
Liabilities   
Payable for investments purchased $147,446  
Payable for fund shares redeemed 7,724,292  
Accrued management fee 429,848  
Written options, at value (premium received $988,000) 6,239,903  
Other affiliated payables 200,395  
Other payables and accrued expenses 37,988  
Collateral on Securities Loaned 6,694,350  
Total liabilities  21,474,222 
Net Assets  $1,140,251,080 
Net Assets consist of:   
Paid in capital  $929,862,447 
Distributions in excess of net investment income  (4,431,029) 
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions  2,052,724 
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies  212,766,938 
Net Assets, for 81,445,054 shares outstanding  $1,140,251,080 
Net Asset Value, offering price and redemption price per share ($1,140,251,080 ÷ 81,445,054 shares)  $14.00 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

  Six months ended December 31, 2016 (Unaudited) 
Investment Income   
Dividends  $13,388,297 
Interest  68,967 
Income from Fidelity Central Funds  51,934 
Total income  13,509,198 
Expenses   
Management fee $2,581,139  
Transfer agent fees 1,010,599  
Accounting and security lending fees 187,808  
Custodian fees and expenses 39,686  
Independent trustees' fees and expenses 2,429  
Audit 26,075  
Legal 4,335  
Interest 1,086  
Miscellaneous 6,125  
Total expenses before reductions 3,859,282  
Expense reductions (4,190) 3,855,092 
Net investment income (loss)  9,654,106 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers 15,565,376  
Fidelity Central Funds 5,198  
Foreign currency transactions (6,626)  
Futures contracts (151,055)  
Written options 326,159  
Total net realized gain (loss)  15,739,052 
Change in net unrealized appreciation (depreciation) on:
Investment securities 
133,565,461  
Assets and liabilities in foreign currencies (1,409)  
Written options (5,114,254)  
Total change in net unrealized appreciation (depreciation)  128,449,798 
Net gain (loss)  144,188,850 
Net increase (decrease) in net assets resulting from operations  $153,842,956 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

 Six months ended December 31, 2016 (Unaudited) Year ended June 30, 2016 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $9,654,106 $21,495,947 
Net realized gain (loss) 15,739,052 5,063,127 
Change in net unrealized appreciation (depreciation) 128,449,798 (59,062,930) 
Net increase (decrease) in net assets resulting from operations 153,842,956 (32,503,856) 
Distributions to shareholders from net investment income (16,048,453) (22,858,947) 
Distributions to shareholders from net realized gain (3,590,086) (58,610,461) 
Total distributions (19,638,539) (81,469,408) 
Share transactions   
Proceeds from sales of shares 55,491,349 142,429,892 
Reinvestment of distributions 19,638,539 81,469,408 
Cost of shares redeemed (166,800,134) (286,985,503) 
Net increase (decrease) in net assets resulting from share transactions (91,670,246) (63,086,203) 
Total increase (decrease) in net assets 42,534,171 (177,059,467) 
Net Assets   
Beginning of period 1,097,716,909 1,274,776,376 
End of period $1,140,251,080 $1,097,716,909 
Other Information   
Undistributed net investment income end of period $– $1,963,318 
Distributions in excess of net investment income end of period $(4,431,029) $– 
Shares   
Sold 4,179,212 11,644,177 
Issued in reinvestment of distributions 1,475,031 6,393,573 
Redeemed (12,355,757) (22,877,424) 
Net increase (decrease) (6,701,514) (4,839,674) 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Advisor Series Growth & Income Fund

 Six months ended (Unaudited) December 31, Years ended June 30,    
 2016 2016 2015 2014 2013 A 
Selected Per–Share Data      
Net asset value, beginning of period $12.45 $13.71 $13.73 $11.57 $10.00 
Income from Investment Operations      
Net investment income (loss)B .11 .23 .25 .23 .08 
Net realized and unrealized gain (loss) 1.67 (.60) .45 2.33 1.50 
Total from investment operations 1.78 (.37) .70 2.56 1.58 
Distributions from net investment income (.19) (.25) (.23) (.15) (.01) 
Distributions from net realized gain (.04) (.64) (.49) (.25) – 
Total distributions (.23) (.89) (.72) (.40) (.01) 
Net asset value, end of period $14.00 $12.45 $13.71 $13.73 $11.57 
Total ReturnC,D 14.40% (2.75)% 5.29% 22.48% 15.80% 
Ratios to Average Net AssetsE,F      
Expenses before reductions .67%G .67% .67% .69% .84%G 
Expenses net of fee waivers, if any .67%G .67% .67% .69% .84%G 
Expenses net of all reductions .67%G .67% .67% .69% .83%G 
Net investment income (loss) 1.67%G 1.86% 1.80% 1.83% 1.33%G 
Supplemental Data      
Net assets, end of period (000 omitted) $1,140,251 $1,097,717 $1,274,776 $1,357,854 $169,956 
Portfolio turnover rateH 36%G 33% 38% 60%I 50%G 

 A For the period December 6, 2012 (commencement of operations) to June 30, 2013.

 B Calculated based on average shares outstanding during the period.

 C Total returns for periods of less than one year are not annualized.

 D Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 E Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 F Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.

 G Annualized

 H Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

 I Portfolio turnover rate excludes securities received or delivered in-kind.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements (Unaudited)

For the period ended December 31, 2016

1. Organization.

Fidelity Advisor Series Growth & Income Fund (the Fund) is a fund of Fidelity Hastings Street Trust (the Trust) and is authorized to issue an unlimited number of shares. Shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as an investment manager. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

2. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .005%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fair Value Committee (the Committee) established by the Fund's investment adviser. In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment 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 Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • 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)

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 a third party pricing vendor 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 market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Corporate bonds are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Exchange-traded options are valued using the last sale price or, in the absence of a sale, the last offering price and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of December 31, 2016 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. Certain distributions received by the Fund represent a return of capital or capital gain. The Fund determines the components of these distributions subsequent to the ex-dividend date, based upon receipt of tax filings or other correspondence relating to the underlying investment. These distributions are recorded as a reduction of cost of investments and/or as a realized gain. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, market discount, partnerships, passive foreign investment companies (PFIC), certain conversion ratio adjustments, equity-debt classifications and losses deferred due to wash sales, options transactions and excise tax regulations.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $259,680,648 
Gross unrealized depreciation (47,145,783) 
Net unrealized appreciation (depreciation) on securities $212,534,865 
Tax cost $943,442,887 

At the prior fiscal period end, the Fund was required to defer approximately $18,967 of losses on options. The Fund elected to defer to its next fiscal year approximately $5,173,308 of capital losses recognized during the period November 1, 2015 to June 30, 2016.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

Consolidated Subsidiary. The Fund invests in certain investments through a wholly-owned subsidiary ("Subsidiary"), which may be subject to federal and state taxes upon disposition.

As of period end, the Fund held an investment of $2,131,572 in this Subsidiary, representing .19% of the Fund's net assets. The financial statements have been consolidated and include accounts of the Fund and each Subsidiary. Accordingly, all inter-company transactions and balances have been eliminated.

4. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts and options. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.
 

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts and exchange-traded options may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Net Realized Gain (Loss) and Change in Net Unrealized Appreciation (Depreciation) on Derivatives. The table below, which reflects the impacts of derivatives on the financial performance of the Fund, summarizes the net realized gain (loss) and change in net unrealized appreciation (depreciation) for derivatives during the period as presented in the Statement of Operations.

Primary Risk Exposure / Derivative Type Net Realized Gain (Loss) Change in Net Unrealized Appreciation (Depreciation) 
Equity Risk   
Futures $(151,055) $– 
Written Options 326,159 (5,114,254) 
Totals $175,104 $(5,114,254) 

A summary of the value of derivatives by primary risk exposure as of period end, if any, is included at the end of the Schedule of Investments.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end.

Options. Options give the purchaser the right, but not the obligation, to buy (call) or sell (put) an underlying security or financial instrument at an agreed exercise or strike price between or on certain dates. Options obligate the seller (writer) to buy (put) or sell (call) an underlying instrument at the exercise or strike price or cash settle an underlying derivative instrument if the holder exercises the option on or before the expiration date.

The Fund used exchange-traded written covered call options to manage its exposure to the market. When the Fund writes a covered call option, the Fund holds the underlying instrument which must be delivered to the holder upon the exercise of the option.

Upon entering into a written options contract, the Fund will receive a premium. Premiums received are reflected as a liability on the Statement of Assets and Liabilities. Options are valued daily and any unrealized appreciation (depreciation) is reflected on the Statement of Assets and Liabilities. When a written option is exercised, the premium is added to the proceeds from the sale of the underlying instrument in determining the gain or loss realized on that investment. When an option is closed the Fund will realize a gain or loss depending on whether the proceeds or amount paid for the closing sale transaction are greater or less than the premium received. When an option expires, gains and losses are realized to the extent of premiums received. The net realized gain (loss) on closed and expired written options and the change in net unrealized appreciation (depreciation) on written options are reflected separately on the Statement of Operations.

Writing call options tends to decrease exposure to the underlying instrument and risk of loss is the change in value in excess of the premium received.

Any open options at period end are presented in the Schedule of Investments under the caption "Written Options".

The following is a summary of the Fund's written options activity:

 Number of Contracts Amount of Premiums 
Outstanding at beginning of period 6,479 $561,191 
Options Opened 23,986 1,625,453 
Options Exercised (3,166) (279,798) 
Options Closed (10,403) (793,112) 
Options Expired (1,412) (125,734) 
Outstanding at end of period 15,484 $988,000 

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $201,730,113 and $301,194,735, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .20% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annualized management fee rate was .45% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of the investment adviser, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annualized rate of .18% of average net assets.

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $6,851 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR or other affiliated entities of FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender Average Loan Balance Weighted Average Interest Rate Interest Expense 
Borrower $11,297,000 .58% $1,086 

Interfund Trades. The Fund may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

7. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $1,884 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $35,556, including $246 from securities loaned to FCM.

9. Expense Reductions.

During the period the investment adviser reimbursed and/or waived a portion of operating expenses in the amount of $4,190.

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, mutual funds managed by the investment adviser or its affiliates were the owners of record of all of the outstanding shares of the Fund.

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2016 to December 31, 2016).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

 Annualized Expense Ratio-A Beginning
Account Value
July 1, 2016 
Ending
Account Value
December 31, 2016 
Expenses Paid
During Period-B
July 1, 2016
to December 31, 2016 
Actual .67% $1,000.00 $1,144.00 $3.62 
Hypothetical-C  $1,000.00 $1,021.83 $3.41 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

 C 5% return per year before expenses


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor Series Growth & Income Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2016 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationships with the fund; and (iv) the extent to which, if any, economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Nature, Extent, and Quality of Services Provided.  The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the investment personnel compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services.  The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, compliance, and technology and operations capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians, subcustodians, and pricing vendors; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family.  The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including: (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) broadening eligibility requirements for certain lower-priced share classes of, and streamlining the fee structure for, certain existing equity index funds; (v) lowering expense caps for certain existing funds and classes to reduce expenses paid by shareholders; (vi) eliminating redemption fees for certain variable insurance product funds and classes; (vii) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (viii) launching a lower cost share class for use by the Freedom Index Fund product line; (ix) rationalizing product lines and gaining increased efficiencies through fund mergers and share class consolidations; (x) continuing to develop, acquire and implement systems and technology to improve services to the funds and shareholders, strengthen information security, and increase efficiency; (xi) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (xii) accelerating the conversion of all remaining Class B shares to Class A shares, which have a lower expense structure; and (xiii) implementing changes to Fidelity's money market fund product line in response to recent regulatory reforms.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history.

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one- and three-year periods, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Fidelity Advisor Series Growth & Income Fund


The Board has discussed the fund's underperformance with FMR and has engaged with FMR to consider what steps might be taken to remediate the fund's underperformance.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should continue to benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio.  The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Broadridge investment objective categories that have comparable investment mandates. Combining Broadridge investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Management Fee.  The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in basis points (BP) in the chart below. The group of Broadridge funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Fidelity Advisor Series Growth & Income Fund


The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2015.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and the boards of other Fidelity funds to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. The Committee's focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expense Ratio.  In its review of the fund's total expense ratio, the Board considered the fund's management fee rate as well as other fund expenses, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of the fund compared to competitive fund median expenses. The fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the fund's total expense ratio ranked below the competitive median for 2015.

Fees Charged to Other Fidelity Clients.  The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that the fund's total expense ratio was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of the fund profitability information and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus the assets of sector funds previously under FMR's management). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board also considered that although the fund is offered only to other Fidelity funds, it continues to incur investment management expenses. The Board further noted that the fund may continue to realize benefits from the group fee structure, even though assets may not be expected to grow significantly at the fund level. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Approval of New Advisory Contracts.  The Board also voted to approve a new management contract and new sub-advisory agreements for the fund (New Advisory Contracts) that will take effect if the shareholders of certain other Fidelity funds that invest in the fund (referred to herein as Freedom Funds) approve new management contracts for the Freedom Funds. Under the New Advisory Contracts the fund will no longer pay a management fee to FMR. The new sub-advisory agreements provide that FMR or its affiliates will pay the fees based on a portion of the management fees received by an affiliate of FMR under its management contracts with the Freedom Funds. The Board noted the New Advisory Contracts are expected to result in an overall decrease in the fees and expenses payable by the fund. The Board considered that the approval of the New Advisory Contracts will not result in any changes to (i) the investment process or strategies employed in the management of the fund's assets; (ii) the nature, extent and quality of services provided to the fund; or (iii) the day-to-day management of the fund and the personnel primarily responsible for such management. The Board also considered that the New Advisory Contracts provide that FMR or an affiliate undertakes to pay all operating expenses of the fund, except transfer agent fees, 12b-1 fees, Independent Trustee expenses, custodian fees and expenses, expenses related to proxy solicitations, interest, taxes, brokerage expenses, and extraordinary expenses (such as litigation expenses).

Additional Information Requested by the Board.  In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins; (vi) the realization of fall-out benefits in and attribution of fall-out benefits to certain Fidelity business units; (vii) the appropriateness of certain funds' benchmarks; (viii) the rationalization for certain share classes and expenses; (ix) sub-advisory fee rates for comparable investment mandates; (x) product strategy for certain underperforming funds; and (xi) Fidelity's resources and strategy for cybersecurity.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.





Fidelity Investments

Corporate Headquarters

245 Summer St.

Boston, MA 02210

www.fidelity.com

AMHTI-SANN-0217
1.950944.104


Fidelity® Growth Discovery Fund
Class K



Semi-Annual Report

December 31, 2016




Fidelity Investments


Contents

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Shareholder Expense Example

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-835-5092 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2017 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.institutional.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Investment Summary (Unaudited)

Top Ten Stocks as of December 31, 2016

 % of fund's net assets % of fund's net assets 6 months ago 
Facebook, Inc. Class A 8.9 12.6 
Alphabet, Inc. Class A 6.3 7.8 
Amazon.com, Inc. 3.9 3.1 
Electronic Arts, Inc. 3.2 2.4 
Charter Communications, Inc. Class A 3.1 0.5 
Home Depot, Inc. 2.8 2.5 
Reynolds American, Inc. 2.1 1.9 
UnitedHealth Group, Inc. 1.9 0.0 
Global Payments, Inc. 1.7 0.8 
Adobe Systems, Inc. 1.6 1.3 
 35.5  

Top Five Market Sectors as of December 31, 2016

 % of fund's net assets % of fund's net assets 6 months ago 
Information Technology 36.1 38.2 
Consumer Discretionary 19.0 16.0 
Health Care 14.0 13.2 
Consumer Staples 8.8 7.0 
Financials 7.7 8.0 

Prior period industry classifications reflect the categories in place as of the date indicated and have not been adjusted to reflect current industry classifications.

Asset Allocation (% of fund's net assets)

As of December 31, 2016* 
   Stocks 98.1% 
   Convertible Securities 0.9% 
   Short-Term Investments and Net Other Assets (Liabilities) 1.0% 


 * Foreign investments - 7.8%


As of June 30, 2016* 
   Stocks 94.0% 
   Convertible Securities 0.8% 
   Short-Term Investments and Net Other Assets (Liabilities) 5.2% 


 * Foreign investments - 8.0%


Percentages shown as 0.0% may reflect amounts less than 0.05%.

Investments December 31, 2016 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.1%   
 Shares Value (000s) 
CONSUMER DISCRETIONARY - 18.9%   
Automobiles - 0.6%   
Tesla Motors, Inc. (a) 30,600 $6,539 
Diversified Consumer Services - 0.8%   
Bright Horizons Family Solutions, Inc. (a) 66,000 4,621 
Houghton Mifflin Harcourt Co. (a) 98,800 1,072 
Nord Anglia Education, Inc. (a) 111,372 2,595 
ServiceMaster Global Holdings, Inc. (a) 29,600 1,115 
  9,403 
Hotels, Restaurants & Leisure - 3.9%   
Buffalo Wild Wings, Inc. (a) 5,500 849 
Dave & Buster's Entertainment, Inc. (a) 174,300 9,813 
Domino's Pizza, Inc. 27,723 4,415 
Papa John's International, Inc. 72,000 6,162 
Popeyes Louisiana Kitchen, Inc. (a) 52,400 3,169 
Starbucks Corp. 307,852 17,092 
Wingstop, Inc. 66,600 1,971 
  43,471 
Household Durables - 0.0%   
Gree Electric Appliances, Inc. of Zhuhai Class A 140,800 499 
Internet & Direct Marketing Retail - 5.0%   
Amazon.com, Inc. (a) 59,100 44,317 
Ctrip.com International Ltd. ADR (a) 129,900 5,196 
Netflix, Inc. (a) 36,300 4,494 
NutriSystem, Inc. 54,500 1,888 
  55,895 
Leisure Products - 0.0%   
NJOY, Inc. (a)(b) 56,145 
Media - 3.7%   
Charter Communications, Inc. Class A (a) 118,700 34,176 
Cinemark Holdings, Inc. 60,200 2,309 
Sirius XM Holdings, Inc. (c) 1,015,400 4,519 
  41,004 
Multiline Retail - 0.5%   
Dollar Tree, Inc. (a) 44,400 3,427 
Ollie's Bargain Outlet Holdings, Inc. (a) 94,300 2,683 
  6,110 
Specialty Retail - 3.5%   
AutoZone, Inc. (a) 9,100 7,187 
Five Below, Inc. (a) 2,600 104 
Home Depot, Inc. 230,424 30,895 
MarineMax, Inc. (a) 49,000 948 
  39,134 
Textiles, Apparel & Luxury Goods - 0.9%   
Kate Spade & Co. (a) 361,470 6,749 
LVMH Moet Hennessy - Louis Vuitton SA 17,809 3,396 
  10,145 
TOTAL CONSUMER DISCRETIONARY  212,200 
CONSUMER STAPLES - 8.8%   
Beverages - 3.7%   
Anheuser-Busch InBev SA NV ADR 50,300 5,304 
Constellation Brands, Inc. Class A (sub. vtg.) 31,900 4,891 
Kweichow Moutai Co. Ltd. (A Shares) 28,829 1,387 
Molson Coors Brewing Co. Class B 92,600 9,011 
PepsiCo, Inc. 55,300 5,786 
Pernod Ricard SA ADR 107,700 2,324 
The Coca-Cola Co. 324,236 13,443 
  42,146 
Food & Staples Retailing - 0.9%   
Costco Wholesale Corp. 47,100 7,541 
Whole Foods Market, Inc. 71,351 2,195 
  9,736 
Food Products - 0.5%   
Danone SA 84,100 5,322 
Hostess Brands, Inc. Class A (a) 25,300 329 
  5,651 
Household Products - 0.5%   
Procter & Gamble Co. 72,400 6,087 
Personal Products - 1.1%   
Estee Lauder Companies, Inc. Class A 78,700 6,020 
Herbalife Ltd. (a) 124,800 6,008 
  12,028 
Tobacco - 2.1%   
Reynolds American, Inc. 419,600 23,514 
TOTAL CONSUMER STAPLES  99,162 
ENERGY - 0.9%   
Energy Equipment & Services - 0.7%   
Baker Hughes, Inc. 117,200 7,614 
Oil, Gas & Consumable Fuels - 0.2%   
Golar LNG Ltd. (c) 108,961 2,500 
TOTAL ENERGY  10,114 
FINANCIALS - 7.7%   
Banks - 2.9%   
First Republic Bank 134,800 12,420 
HDFC Bank Ltd. 31,265 607 
JPMorgan Chase & Co. 209,200 18,052 
Metro Bank PLC 22,400 807 
  31,886 
Capital Markets - 4.0%   
BlackRock, Inc. Class A 13,694 5,211 
CME Group, Inc. 148,245 17,100 
E*TRADE Financial Corp. (a) 263,859 9,143 
JMP Group, Inc. 64,700 397 
MSCI, Inc. 85,100 6,704 
S&P Global, Inc. 60,712 6,529 
  45,084 
Diversified Financial Services - 0.5%   
Bats Global Markets, Inc. 38,500 1,290 
Berkshire Hathaway, Inc. Class B (a) 24,800 4,042 
Quantenna Communications, Inc. 36,800 667 
  5,999 
Thrifts & Mortgage Finance - 0.3%   
Essent Group Ltd. (a) 102,100 3,305 
TOTAL FINANCIALS  86,274 
HEALTH CARE - 14.0%   
Biotechnology - 6.5%   
Advanced Accelerator Applications SA sponsored ADR (a) 45,600 1,220 
Alexion Pharmaceuticals, Inc. (a) 74,900 9,164 
Amgen, Inc. 102,800 15,030 
Biogen, Inc. (a) 15,100 4,282 
BioMarin Pharmaceutical, Inc. (a) 72,196 5,981 
Cytokinetics, Inc. (a) 36,200 440 
Cytokinetics, Inc. warrants 6/25/17 (a) 288,420 332 
Gilead Sciences, Inc. 75,763 5,425 
Insmed, Inc. (a) 342,678 4,534 
Regeneron Pharmaceuticals, Inc. (a) 19,300 7,085 
Samsung Biologics Co. Ltd. (a) 926 116 
TESARO, Inc. (a) 48,700 6,549 
Vertex Pharmaceuticals, Inc. (a) 175,600 12,936 
  73,094 
Health Care Equipment & Supplies - 4.1%   
Boston Scientific Corp. (a) 428,700 9,273 
Danaher Corp. 129,355 10,069 
DexCom, Inc. (a) 33,400 1,994 
Intuitive Surgical, Inc. (a) 15,500 9,830 
Medtronic PLC 104,700 7,458 
Novadaq Technologies, Inc. (a) 304,600 2,160 
ResMed, Inc. 62,100 3,853 
The Cooper Companies, Inc. 6,600 1,155 
  45,792 
Health Care Providers & Services - 2.5%   
HealthEquity, Inc. (a) 99,100 4,016 
Henry Schein, Inc. (a) 11,500 1,745 
UnitedHealth Group, Inc. 137,200 21,957 
VCA, Inc. (a) 11,100 762 
  28,480 
Pharmaceuticals - 0.9%   
Allergan PLC 24,000 5,040 
Collegium Pharmaceutical, Inc. (a) 30,900 481 
Patheon NV 16,800 482 
Zoetis, Inc. Class A 85,400 4,571 
  10,574 
TOTAL HEALTH CARE  157,940 
INDUSTRIALS - 7.5%   
Aerospace & Defense - 0.9%   
Rolls-Royce Holdings PLC 122,000 1,002 
Taser International, Inc. (a) 202,000 4,896 
TransDigm Group, Inc. 14,927 3,716 
  9,614 
Airlines - 0.3%   
Ryanair Holdings PLC sponsored ADR (a) 47,464 3,952 
Building Products - 0.3%   
A.O. Smith Corp. 73,488 3,480 
Commercial Services & Supplies - 0.8%   
KAR Auction Services, Inc. 206,700 8,810 
Electrical Equipment - 1.6%   
Acuity Brands, Inc. 27,300 6,302 
Fortive Corp. 210,427 11,285 
  17,587 
Industrial Conglomerates - 0.8%   
Honeywell International, Inc. 44,000 5,097 
Roper Technologies, Inc. 22,314 4,085 
  9,182 
Machinery - 0.4%   
Allison Transmission Holdings, Inc. 114,500 3,858 
Rational AG 1,500 669 
  4,527 
Professional Services - 2.4%   
Equifax, Inc. 57,600 6,810 
Robert Half International, Inc. 77,100 3,761 
TransUnion Holding Co., Inc. (a) 110,500 3,418 
WageWorks, Inc. (a) 174,173 12,628 
  26,617 
TOTAL INDUSTRIALS  83,769 
INFORMATION TECHNOLOGY - 35.3%   
Electronic Equipment & Components - 0.2%   
CDW Corp. 44,100 2,297 
Internet Software & Services - 18.3%   
Akamai Technologies, Inc. (a) 113,800 7,588 
Alphabet, Inc. Class A (a) 89,652 71,045 
CommerceHub, Inc.:   
Series A (a) 168,370 2,527 
Series C (a) 130,540 1,962 
Facebook, Inc. Class A (a) 872,891 100,426 
GoDaddy, Inc. (a) 131,900 4,610 
Just Dial Ltd. (a) 61,822 308 
Just Eat Holding Ltd. (a) 367,603 2,643 
Shopify, Inc. Class A (a) 19,900 853 
Stamps.com, Inc. (a) 56,300 6,455 
Twilio, Inc. Class A (c) 61,000 1,760 
VeriSign, Inc. (a)(c) 75,800 5,766 
  205,943 
IT Services - 4.9%   
Cognizant Technology Solutions Corp. Class A (a) 51,800 2,902 
Fidelity National Information Services, Inc. 45,700 3,457 
Gartner, Inc. (a) 13,000 1,314 
Global Payments, Inc. 274,500 19,053 
Square, Inc. (a) 520,800 7,099 
Vantiv, Inc. (a) 69,400 4,138 
Visa, Inc. Class A 224,196 17,492 
  55,455 
Semiconductors & Semiconductor Equipment - 1.1%   
Maxim Integrated Products, Inc. 123,305 4,756 
Monolithic Power Systems, Inc. 56,118 4,598 
Qualcomm, Inc. 51,500 3,358 
  12,712 
Software - 10.2%   
Activision Blizzard, Inc. 126,687 4,575 
Adobe Systems, Inc. (a) 177,900 18,315 
Autodesk, Inc. (a) 39,900 2,953 
Blackbaud, Inc. 18,300 1,171 
Computer Modelling Group Ltd. (c) 241,400 1,638 
CyberArk Software Ltd. (a) 24,200 1,101 
Electronic Arts, Inc. (a) 454,334 35,783 
Intuit, Inc. 36,100 4,137 
Microsoft Corp. 191,100 11,875 
Mobileye NV (a) 341,269 13,009 
RealPage, Inc. (a) 50,600 1,518 
Red Hat, Inc. (a) 86,200 6,008 
Salesforce.com, Inc. (a) 188,964 12,936 
  115,019 
Technology Hardware, Storage & Peripherals - 0.6%   
Samsung Electronics Co. Ltd. 4,034 6,021 
TOTAL INFORMATION TECHNOLOGY  397,447 
MATERIALS - 1.7%   
Chemicals - 1.0%   
Monsanto Co. 57,200 6,018 
Sherwin-Williams Co. 19,800 5,321 
  11,339 
Construction Materials - 0.7%   
Eagle Materials, Inc. 79,700 7,853 
TOTAL MATERIALS  19,192 
REAL ESTATE - 3.1%   
Equity Real Estate Investment Trusts (REITs) - 1.6%   
American Tower Corp. 164,900 17,427 
Real Estate Management & Development - 1.5%   
Realogy Holdings Corp. 657,781 16,925 
TOTAL REAL ESTATE  34,352 
TELECOMMUNICATION SERVICES - 0.2%   
Diversified Telecommunication Services - 0.2%   
SBA Communications Corp. Class A (a) 23,800 2,458 
TOTAL COMMON STOCKS   
(Cost $926,226)  1,102,908 
Convertible Preferred Stocks - 0.9%   
CONSUMER DISCRETIONARY - 0.1%   
Household Durables - 0.1%   
Blu Homes, Inc. Series A, 5.00% (a)(b) 239,736 520 
INFORMATION TECHNOLOGY - 0.8%   
Internet Software & Services - 0.7%   
Uber Technologies, Inc. Series D, 8.00% (a)(b) 162,572 7,929 
IT Services - 0.1%   
AppNexus, Inc. Series E (a)(b) 48,212 1,254 
TOTAL INFORMATION TECHNOLOGY  9,183 
TOTAL CONVERTIBLE PREFERRED STOCKS   
(Cost $4,596)  9,703 
 Principal Amount (000s) Value (000s) 
U.S. Treasury Obligations - 0.2%   
U.S. Treasury Bills, yield at date of purchase 0.32% to 0.37% 1/19/17 to 2/2/17   
(Cost $2,680) 2,680 2,679 
 Shares Value (000s) 
Money Market Funds - 1.3%   
Fidelity Cash Central Fund, 0.60% (d) 197,822 $198 
Fidelity Securities Lending Cash Central Fund 0.65% (d)(e) 14,994,614 14,996 
TOTAL MONEY MARKET FUNDS   
(Cost $15,195)  15,194 
TOTAL INVESTMENT PORTFOLIO - 100.5%   
(Cost $948,697)  1,130,484 
NET OTHER ASSETS (LIABILITIES) - (0.5)%  (5,795) 
NET ASSETS - 100%  $1,124,689 

Values shown as $0 may reflect amounts less than $500.

Legend

 (a) Non-income producing

 (b) 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 $9,703,000 or 0.9% of net assets.

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

 (d) Affiliated fund that is generally 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.

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


Additional information on each restricted holding is as follows:

Security Acquisition Date Acquisition Cost (000s) 
AppNexus, Inc. Series E 8/1/14 $966 
Blu Homes, Inc. Series A, 5.00% 6/21/13 $1,108 
NJOY, Inc. 9/11/13 $454 
Uber Technologies, Inc. Series D, 8.00% 6/6/14 $2,522 

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 $172 
Fidelity Securities Lending Cash Central Fund 227 
Total $399 

Investment Valuation

The following is a summary of the inputs used, as of December 31, 2016, 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 below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
(Amounts in thousands)     
Investments in Securities:     
Equities:     
Consumer Discretionary $212,720 $208,804 $3,396 $520 
Consumer Staples 99,162 93,840 5,322 -- 
Energy 10,114 10,114 -- -- 
Financials 86,274 85,667 607 -- 
Health Care 157,940 157,608 332 -- 
Industrials 83,769 82,767 1,002 -- 
Information Technology 406,630 397,447 -- 9,183 
Materials 19,192 19,192 -- -- 
Real Estate 34,352 34,352 -- -- 
Telecommunication Services 2,458 2,458 -- -- 
U.S. Government and Government Agency Obligations 2,679 -- 2,679 -- 
Money Market Funds 15,194 15,194 -- -- 
Total Investments in Securities: $1,130,484 $1,107,443 $13,338 $9,703 

See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)  December 31, 2016 (Unaudited) 
Assets   
Investment in securities, at value (including securities loaned of $14,395) — See accompanying schedule:
Unaffiliated issuers (cost $933,502) 
$1,115,290  
Fidelity Central Funds (cost $15,195) 15,194  
Total Investments (cost $948,697)  $1,130,484 
Receivable for investments sold  10,057 
Receivable for fund shares sold  1,196 
Dividends receivable  1,022 
Distributions receivable from Fidelity Central Funds  36 
Prepaid expenses  
Other receivables  30 
Total assets  1,142,827 
Liabilities   
Payable for investments purchased $6  
Payable for fund shares redeemed 2,543  
Accrued management fee 384  
Other affiliated payables 177  
Other payables and accrued expenses 36  
Collateral on Securities Loaned 14,992  
Total liabilities  18,138 
Net Assets  $1,124,689 
Net Assets consist of:   
Paid in capital  $995,690 
Distributions in excess of net investment income  (27) 
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions  (52,749) 
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies  181,775 
Net Assets  $1,124,689 
Growth Discovery:   
Net Asset Value, offering price and redemption price per share ($961,820 ÷ 37,832 shares)  $25.42 
Class K:   
Net Asset Value, offering price and redemption price per share ($162,869 ÷ 6,404 shares)  $25.43 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

Amounts in thousands  Six months ended December 31, 2016 (Unaudited) 
Investment Income   
Dividends  $5,073 
Income from Fidelity Central Funds  399 
Total income  5,472 
Expenses   
Management fee   
Basic fee $3,233  
Performance adjustment (603)  
Transfer agent fees 897  
Accounting and security lending fees 194  
Custodian fees and expenses 20  
Independent trustees' fees and expenses  
Registration fees 22  
Audit 33  
Legal  
Interest  
Miscellaneous  
Total expenses before reductions 3,807  
Expense reductions (16) 3,791 
Net investment income (loss)  1,681 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers 104,336  
Fidelity Central Funds 34  
Foreign currency transactions (46)  
Futures contracts 367  
Total net realized gain (loss)  104,691 
Change in net unrealized appreciation (depreciation) on:
Investment securities 
(59,226)  
Total change in net unrealized appreciation (depreciation)  (59,226) 
Net gain (loss)  45,465 
Net increase (decrease) in net assets resulting from operations  $47,146 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

Amounts in thousands Six months ended December 31, 2016 (Unaudited) Year ended June 30, 2016 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $1,681 $625 
Net realized gain (loss) 104,691 20,107 
Change in net unrealized appreciation (depreciation) (59,226) (42,764) 
Net increase (decrease) in net assets resulting from operations 47,146 (22,032) 
Distributions to shareholders from net investment income (1,135) (1,789) 
Distributions to shareholders from net realized gain – (555) 
Total distributions (1,135) (2,344) 
Share transactions - net increase (decrease) (97,040) (80,061) 
Total increase (decrease) in net assets (51,029) (104,437) 
Net Assets   
Beginning of period 1,175,718 1,280,155 
End of period $1,124,689 $1,175,718 
Other Information   
Distributions in excess of net investment income end of period $(27) $(573) 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Growth Discovery Fund

 Six months ended (Unaudited) December 31, Years ended June 30,     
 2016 2016 2015 2014 2013 2012 
Selected Per–Share Data       
Net asset value, beginning of period $24.47 $24.93 $23.07 $17.45 $15.09 $14.88 
Income from Investment Operations       
Net investment income (loss)A .03 .01 .07 .02 .07 .04 
Net realized and unrealized gain (loss) .94 (.43) 1.81 5.63 2.35 .26 
Total from investment operations .97 (.42) 1.88 5.65 2.42 .30 
Distributions from net investment income (.02) (.03) (.02) (.02) (.06) (.03) 
Distributions from net realized gain – (.01) – (.01) – (.06) 
Total distributions (.02) (.04) (.02) (.03) (.06) (.09) 
Net asset value, end of period $25.42 $24.47 $24.93 $23.07 $17.45 $15.09 
Total ReturnB,C 3.98% (1.68)% 8.17% 32.40% 16.09% 2.07% 
Ratios to Average Net AssetsD,E       
Expenses before reductions .66%F .78% .77% .81% .88% .81% 
Expenses net of fee waivers, if any .66%F .78% .77% .81% .88% .81% 
Expenses net of all reductions .66%F .78% .77% .81% .87% .80% 
Net investment income (loss) .27%F .03% .27% .10% .42% .27% 
Supplemental Data       
Net assets, end of period (in millions) $962 $1,000 $1,078 $1,072 $767 $875 
Portfolio turnover rateG 72%F 57% 51% 70% 62% 74% 

 A Calculated based on average shares outstanding during the period.

 B Total returns for periods of less than one year are not annualized.

 C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 D Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 F Annualized

 G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Growth Discovery Fund Class K

 Six months ended (Unaudited) December 31, Years ended June 30,     
 2016 2016 2015 2014 2013 2012 
Selected Per–Share Data       
Net asset value, beginning of period $24.48 $24.94 $23.09 $17.45 $15.09 $14.88 
Income from Investment Operations       
Net investment income (loss)A .05 .04 .10 .05 .09 .06 
Net realized and unrealized gain (loss) .94 (.43) 1.82 5.63 2.36 .26 
Total from investment operations .99 (.39) 1.92 5.68 2.45 .32 
Distributions from net investment income (.04) (.06) (.07) (.04) (.09) (.06) 
Distributions from net realized gain – (.01) – (.01) – (.06) 
Total distributions (.04) (.07) (.07) (.04)B (.09) (.11)C 
Net asset value, end of period $25.43 $24.48 $24.94 $23.09 $17.45 $15.09 
Total ReturnD,E 4.04% (1.57)% 8.32% 32.62% 16.28% 2.27% 
Ratios to Average Net AssetsF,G       
Expenses before reductions .54%H .66% .64% .68% .72% .64% 
Expenses net of fee waivers, if any .54%H .66% .64% .68% .72% .64% 
Expenses net of all reductions .54%H .65% .64% .67% .71% .63% 
Net investment income (loss) .39%H .16% .40% .24% .58% .44% 
Supplemental Data       
Net assets, end of period (in millions) $163 $176 $202 $190 $137 $144 
Portfolio turnover rateI 72%H 57% 51% 70% 62% 74% 

 A Calculated based on average shares outstanding during the period.

 B Total distributions of $.04 per share is comprised of distributions from net investment income of $.036 and distributions from net realized gain of $.006 per share.

 C Total distributions of $.11 per share is comprised of distributions from net investment income of $.058 and distributions from net realized gain of $.055 per share.

 D Total returns for periods of less than one year are not annualized.

 E Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 F Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 H Annualized

 I Amount does not include the portfolio activity of any underlying Fidelity Central Funds.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements (Unaudited)

For the period ended December 31, 2016
(Amounts in thousands except percentages)

1. Organization.

Fidelity Growth Discovery Fund (the Fund) is a fund of Fidelity Hastings Street Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Growth Discovery and Class K shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .005%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fair Value Committee (the Committee) established by the Fund's investment adviser. In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • 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)

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 a third party pricing vendor 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 market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of December 31, 2016 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. Certain distributions received by the Fund represent a return of capital or capital gain. The Fund determines the components of these distributions subsequent to the ex-dividend date, based upon receipt of tax filings or other correspondence relating to the underlying investment. These distributions are recorded as a reduction of cost of investments and/or as a realized gain. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to futures contracts, foreign currency transactions, partnerships, capital loss carryforwards, and losses deferred due to wash sales and excise tax regulations.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $233,638 
Gross unrealized depreciation (51,886) 
Net unrealized appreciation (depreciation) on securities $181,752 
Tax cost $948,732 

Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited. Under the Regulated Investment Company Modernization Act of 2010 (the Act), the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period and such capital losses are required to be used prior to any losses that expire. The capital loss carryforward information presented below, including any applicable limitation, is estimated as of prior fiscal period end and is subject to adjustment.

Fiscal year of expiration  
2018 $(136,052) 

The Fund elected to defer to its next fiscal year approximately $20,072 of capital losses recognized during the period November 1, 2015 to June 30, 2016.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

4. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.
 

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Derivative counterparty credit risk is managed through formal evaluation of the creditworthiness of all potential counterparties. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end. During the period the Fund recognized net realized gain (loss) of $367 related to its investment in futures contracts. These amounts are included in the Statement of Operations.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $398,634 and $445,821, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of +/- .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Growth Discovery as compared to its benchmark index, the Russell 3000 Growth Index, over the same 36 month performance period. For the reporting period, the total annualized management fee rate, including the performance adjustment, was .45% of the Fund's average net assets. The performance adjustment included in the management fee rate may be higher or lower than the maximum performance adjustment rate due to the difference between the average net assets for the reporting and performance periods.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of Growth Discovery. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

For the period, transfer agent fees for each class were as follows:

 Amount % of
Class-Level Average
Net Assets(a) 
Growth Discovery $856 .17 
Class K 41 .05 
 $897  

 (a) Annualized


Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $8 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR or other affiliated entities of FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender Average Loan Balance Weighted Average Interest Rate Interest Expense 
Borrower $5,529 .74% $1 

Interfund Trades. The Fund may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

7. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $2 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $227, including $28 from securities loaned to FCM.

9. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $11 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of fund-level operating expenses in the amount of $5.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Six months ended
December 31, 2016 
Year ended June 30, 2016 
From net investment income   
Growth Discovery $880 $1,330 
Class K 255 459 
Total $1,135 $1,789 
From net realized gain   
Growth Discovery $– $471 
Class K – 84 
Total $– $555 

11. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 Shares Shares Dollars Dollars 
 Six months ended December 31, 2016 Year ended June 30, 2016 Six months ended December 31, 2016 Year ended June 30, 2016 
Growth Discovery     
Shares sold 1,304 5,290 $33,269 $128,658 
Reinvestment of distributions 32 68 821 1,697 
Shares redeemed (4,355) (7,766) (110,966) (188,307) 
Net increase (decrease) (3,019) (2,408) $(76,876) $(57,952) 
Class K     
Shares sold 476 1,980 $12,034 $48,709 
Reinvestment of distributions 10 22 255 543 
Shares redeemed (1,271) (2,901) (32,453) (71,361) 
Net increase (decrease) (785) (899) $(20,164) $(22,109) 

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Shareholder Expense Example

As a shareholder of a Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2016 to December 31, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

 Annualized Expense Ratio-A Beginning
Account Value
July 1, 2016 
Ending
Account Value
December 31, 2016 
Expenses Paid
During Period-B
July 1, 2016
to December 31, 2016 
Growth Discovery .66%    
Actual  $1,000.00 $1,039.80 $3.39 
Hypothetical-C  $1,000.00 $1,021.88 $3.36 
Class K .54%    
Actual  $1,000.00 $1,040.40 $2.78 
Hypothetical-C  $1,000.00 $1,022.48 $2.75 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

 C 5% return per year before expenses


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Growth Discovery Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2016 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationships with the fund; and (iv) the extent to which, if any, economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Nature, Extent, and Quality of Services Provided.  The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the investment personnel compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services.  The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, compliance, and technology and operations capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians, subcustodians, and pricing vendors; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family.  The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including: (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) broadening eligibility requirements for certain lower-priced share classes of, and streamlining the fee structure for, certain existing equity index funds; (v) lowering expense caps for certain existing funds and classes to reduce expenses paid by shareholders; (vi) eliminating redemption fees for certain variable insurance product funds and classes; (vii) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (viii) launching a lower cost share class for use by the Freedom Index Fund product line; (ix) rationalizing product lines and gaining increased efficiencies through fund mergers and share class consolidations; (x) continuing to develop, acquire and implement systems and technology to improve services to the funds and shareholders, strengthen information security, and increase efficiency; (xi) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (xii) accelerating the conversion of all remaining Class B shares to Class A shares, which have a lower expense structure; and (xiii) implementing changes to Fidelity's money market fund product line in response to recent regulatory reforms.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history.

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-, three-, and five-year periods, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Fidelity Growth Discovery Fund


The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, a securities index, thus leading to a performance adjustment for the same period. The Board noted that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the shareholders of the fund.

Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should continue to benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio.  The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Broadridge investment objective categories that have comparable investment mandates. Combining Broadridge investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Management Fee.  The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Broadridge funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment, relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure without taking into account performance adjustments, if any. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Fidelity Growth Discovery Fund


The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2015. The Board also noted the effect of the fund's performance adjustment, if any, on the fund's management fee ranking.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and the boards of other Fidelity funds to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. The Committee's focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expense Ratio.  In its review of each class's total expense ratio, the Board considered the fund's management fee rate as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board noted the impact of the fund's performance adjustment. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each class ranked below the competitive median for 2015.

Fees Charged to Other Fidelity Clients.  The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of the fund profitability information and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus the assets of sector funds previously under FMR's management). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board.  In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins; (vi) the realization of fall-out benefits in and attribution of fall-out benefits to certain Fidelity business units; (vii) the appropriateness of certain funds' benchmarks; (viii) the rationalization for certain share classes and expenses; (ix) sub-advisory fee rates for comparable investment mandates; (x) product strategy for certain underperforming funds; and (xi) Fidelity's resources and strategy for cybersecurity.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.





Fidelity Investments

Corporate Headquarters

245 Summer St.

Boston, MA 02210

www.fidelity.com

CII-K-SANN-0217
1.863274.108


Fidelity® Fund
Class K



Semi-Annual Report

December 31, 2016




Fidelity Investments


Contents

Investment Summary

Investments

Financial Statements

Notes to Financial Statements

Shareholder Expense Example

Board Approval of Investment Advisory Contracts and Management Fees


To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov.

You may also call 1-800-835-5092 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2017 FMR LLC. All rights reserved.



This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC’s web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330.

For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.institutional.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED •MAY LOSE VALUE •NO BANK GUARANTEE

Neither the Fund nor Fidelity Distributors Corporation is a bank.



Investment Summary (Unaudited)

Top Ten Stocks as of December 31, 2016

 % of fund's net assets % of fund's net assets 6 months ago 
Apple, Inc. 4.4 1.5 
Microsoft Corp. 3.2 1.0 
JPMorgan Chase & Co. 3.1 1.0 
Bank of America Corp. 3.0 0.0 
Chevron Corp. 2.5 1.9 
Berkshire Hathaway, Inc. Class B 2.4 2.7 
Wells Fargo & Co. 2.3 1.3 
Johnson & Johnson 2.2 2.2 
Amphenol Corp. Class A 2.2 2.1 
Comcast Corp. Class A 2.1 1.7 
 27.4  

Top Five Market Sectors as of December 31, 2016

 % of fund's net assets % of fund's net assets 6 months ago 
Information Technology 20.0 20.3 
Financials 19.9 11.9 
Consumer Discretionary 13.1 12.5 
Health Care 11.5 14.3 
Energy 11.3 5.7 

Prior period industry classifications reflect the categories in place as of the date indicated and have not been adjusted to reflect current industry classifications.

Asset Allocation (% of fund's net assets)

As of December 31, 2016* 
   Stocks 99.4% 
   Short-Term Investments and Net Other Assets (Liabilities) 0.6% 


 * Foreign investments - 6.4%


As of June 30, 2016* 
   Stocks 98.0% 
   Short-Term Investments and Net Other Assets (Liabilities) 2.0% 


 * Foreign investments - 8.3%


Percentages shown as 0.0% may reflect amounts less than 0.05%.

Investments December 31, 2016 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 99.0%   
 Shares Value (000s) 
CONSUMER DISCRETIONARY - 12.7%   
Hotels, Restaurants & Leisure - 3.2%   
Domino's Pizza, Inc. 251,400 $40,033 
Starbucks Corp. 983,996 54,631 
Vail Resorts, Inc. 255,000 41,134 
  135,798 
Internet & Direct Marketing Retail - 1.9%   
Amazon.com, Inc. (a) 110,000 82,486 
Media - 3.1%   
Comcast Corp. Class A 1,320,700 91,194 
The Walt Disney Co. 400,000 41,688 
  132,882 
Multiline Retail - 0.6%   
Dollar Tree, Inc. (a) 350,000 27,013 
Specialty Retail - 3.1%   
AutoZone, Inc. (a) 47,300 37,357 
Home Depot, Inc. 500,000 67,040 
TJX Companies, Inc. 358,800 26,957 
  131,354 
Textiles, Apparel & Luxury Goods - 0.8%   
NIKE, Inc. Class B 648,200 32,948 
TOTAL CONSUMER DISCRETIONARY  542,481 
CONSUMER STAPLES - 4.0%   
Beverages - 0.6%   
Molson Coors Brewing Co. Class B 254,200 24,736 
Food & Staples Retailing - 1.2%   
Costco Wholesale Corp. 325,000 52,036 
Food Products - 0.8%   
Mondelez International, Inc. 779,600 34,560 
Household Products - 0.4%   
Spectrum Brands Holdings, Inc. (b) 150,000 18,350 
Personal Products - 0.4%   
Estee Lauder Companies, Inc. Class A 192,300 14,709 
Tobacco - 0.6%   
Reynolds American, Inc. 450,000 25,218 
TOTAL CONSUMER STAPLES  169,609 
ENERGY - 11.3%   
Energy Equipment & Services - 1.4%   
Schlumberger Ltd. 735,000 61,703 
Oil, Gas & Consumable Fuels - 9.9%   
Anadarko Petroleum Corp. 870,450 60,696 
Cheniere Energy Partners LP 581,461 16,758 
Chevron Corp. 910,000 107,107 
ConocoPhillips Co. 1,248,100 62,580 
Devon Energy Corp. 800,000 36,536 
EOG Resources, Inc. 300,000 30,330 
EQT Midstream Partners LP 193,700 14,853 
Kinder Morgan, Inc. 1,350,000 27,959 
Suncor Energy, Inc. 900,000 29,427 
Teekay LNG Partners LP 1,000,000 14,450 
Williams Partners LP 550,000 20,917 
  421,613 
TOTAL ENERGY  483,316 
FINANCIALS - 19.9%   
Banks - 11.4%   
Bank of America Corp. 5,700,000 125,970 
Citigroup, Inc. 1,200,000 71,316 
JPMorgan Chase & Co. 1,548,900 133,655 
SunTrust Banks, Inc. 1,041,300 57,115 
Wells Fargo & Co. 1,778,367 98,006 
  486,062 
Capital Markets - 4.2%   
Goldman Sachs Group, Inc. 350,000 83,808 
Moody's Corp. 116,593 10,991 
Morgan Stanley 1,200,000 50,700 
MSCI, Inc. 250,000 19,695 
S&P Global, Inc. 115,725 12,445 
  177,639 
Consumer Finance - 0.4%   
Capital One Financial Corp. 200,000 17,448 
Diversified Financial Services - 2.4%   
Berkshire Hathaway, Inc. Class B (a) 638,900 104,128 
Insurance - 1.5%   
American International Group, Inc. 577,500 37,717 
Marsh & McLennan Companies, Inc. 375,000 25,346 
  63,063 
TOTAL FINANCIALS  848,340 
HEALTH CARE - 11.5%   
Biotechnology - 2.5%   
Alexion Pharmaceuticals, Inc. (a) 225,000 27,529 
Amgen, Inc. 551,300 80,606 
  108,135 
Health Care Equipment & Supplies - 3.1%   
Boston Scientific Corp. (a) 1,512,000 32,705 
Danaher Corp. 703,200 54,737 
Medtronic PLC 609,700 43,429 
  130,871 
Health Care Providers & Services - 1.1%   
UnitedHealth Group, Inc. 300,000 48,012 
Life Sciences Tools & Services - 0.9%   
Thermo Fisher Scientific, Inc. 257,700 36,361 
Pharmaceuticals - 3.9%   
Allergan PLC 121,900 25,600 
Bristol-Myers Squibb Co. 800,000 46,752 
Johnson & Johnson 800,000 92,168 
  164,520 
TOTAL HEALTH CARE  487,899 
INDUSTRIALS - 8.9%   
Aerospace & Defense - 5.0%   
Huntington Ingalls Industries, Inc. 245,500 45,219 
Northrop Grumman Corp. 225,000 52,331 
Raytheon Co. 500,000 71,000 
United Technologies Corp. 400,000 43,848 
  212,398 
Building Products - 1.0%   
A.O. Smith Corp. 443,980 21,022 
Masco Corp. 750,000 23,715 
  44,737 
Electrical Equipment - 0.6%   
Fortive Corp. 451,600 24,219 
Machinery - 2.3%   
Caterpillar, Inc. 550,000 51,007 
Flowserve Corp. 600,000 28,830 
Xylem, Inc. 400,000 19,808 
  99,645 
TOTAL INDUSTRIALS  380,999 
INFORMATION TECHNOLOGY - 20.0%   
Electronic Equipment & Components - 2.2%   
Amphenol Corp. Class A 1,366,776 91,847 
Internet Software & Services - 3.8%   
Alphabet, Inc.:   
Class A (a) 110,600 87,645 
Class C (a) 26,027 20,088 
Facebook, Inc. Class A (a) 489,200 56,282 
  164,015 
IT Services - 2.7%   
CSRA, Inc. 500,000 15,920 
MasterCard, Inc. Class A 460,300 47,526 
Visa, Inc. Class A 646,400 50,432 
  113,878 
Semiconductors & Semiconductor Equipment - 2.3%   
Lam Research Corp. 250,000 26,433 
NXP Semiconductors NV (a) 305,817 29,973 
Texas Instruments, Inc. 575,000 41,958 
  98,364 
Software - 4.6%   
Adobe Systems, Inc. (a) 574,400 59,134 
Microsoft Corp. 2,200,000 136,708 
  195,842 
Technology Hardware, Storage & Peripherals - 4.4%   
Apple, Inc. 1,622,200 187,882 
TOTAL INFORMATION TECHNOLOGY  851,828 
MATERIALS - 7.3%   
Chemicals - 6.7%   
CF Industries Holdings, Inc. 900,000 28,332 
E.I. du Pont de Nemours & Co. 725,000 53,215 
Ecolab, Inc. 402,500 47,181 
LyondellBasell Industries NV Class A 650,000 55,757 
Monsanto Co. 428,500 45,082 
The Chemours Co. LLC 500,000 11,045 
The Scotts Miracle-Gro Co. Class A 250,000 23,888 
W.R. Grace & Co. 300,000 20,292 
  284,792 
Construction Materials - 0.6%   
Vulcan Materials Co. 212,299 26,569 
TOTAL MATERIALS  311,361 
REAL ESTATE - 2.2%   
Equity Real Estate Investment Trusts (REITs) - 2.2%   
American Tower Corp. 244,100 25,796 
Easterly Government Properties, Inc. 1,211,300 24,250 
Public Storage 200,000 44,700 
  94,746 
TELECOMMUNICATION SERVICES - 0.9%   
Wireless Telecommunication Services - 0.9%   
T-Mobile U.S., Inc. (a) 650,000 37,382 
UTILITIES - 0.3%   
Water Utilities - 0.3%   
American Water Works Co., Inc. 175,000 12,663 
TOTAL COMMON STOCKS   
(Cost $3,278,295)  4,220,624 
Nonconvertible Preferred Stocks - 0.4%   
CONSUMER DISCRETIONARY - 0.4%   
Automobiles - 0.4%   
Porsche Automobil Holding SE (Germany)   
(Cost $16,765) 300,000 16,339 
 Principal Amount (000s) Value (000s) 
U.S. Treasury Obligations - 0.3%   
U.S. Treasury Bills, yield at date of purchase 0.28% to 0.49% 1/12/17 to 2/16/17 (c)   
(Cost $12,776) 12,780 12,776 
 Shares Value (000s) 
Money Market Funds - 1.6%   
Fidelity Cash Central Fund, 0.60% (d) 68,397,727 $68,411 
Fidelity Securities Lending Cash Central Fund 0.65% (d)(e) 1,443,674 1,444 
TOTAL MONEY MARKET FUNDS   
(Cost $69,855)  69,855 
TOTAL INVESTMENT PORTFOLIO - 101.3%   
(Cost $3,377,691)  4,319,594 
NET OTHER ASSETS (LIABILITIES) - (1.3)%  (55,255) 
NET ASSETS - 100%  $4,264,339 

Legend

 (a) Non-income producing

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

 (c) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At period end, the value of securities pledged amounted to $1,275,000.

 (d) Affiliated fund that is generally 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.

 (e) 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 $210 
Fidelity Securities Lending Cash Central Fund 16 
Total $226 

Investment Valuation

The following is a summary of the inputs used, as of December 31, 2016, 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 below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

 Valuation Inputs at Reporting Date: 
Description Total Level 1 Level 2 Level 3 
(Amounts in thousands)     
Investments in Securities:     
Equities:     
Consumer Discretionary $558,820 $558,820 $-- $-- 
Consumer Staples 169,609 169,609 -- -- 
Energy 483,316 483,316 -- -- 
Financials 848,340 848,340 -- -- 
Health Care 487,899 487,899 -- -- 
Industrials 380,999 380,999 -- -- 
Information Technology 851,828 851,828 -- -- 
Materials 311,361 311,361 -- -- 
Real Estate 94,746 94,746 -- -- 
Telecommunication Services 37,382 37,382 -- -- 
Utilities 12,663 12,663 -- -- 
U.S. Government and Government Agency Obligations 12,776 -- 12,776 -- 
Money Market Funds 69,855 69,855 -- -- 
Total Investments in Securities: $4,319,594 $4,306,818 $12,776 $-- 

See accompanying notes which are an integral part of the financial statements.


Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)  December 31, 2016 (Unaudited) 
Assets   
Investment in securities, at value (including securities loaned of $1,407) — See accompanying schedule:
Unaffiliated issuers (cost $3,307,836) 
$4,249,739  
Fidelity Central Funds (cost $69,855) 69,855  
Total Investments (cost $3,377,691)  $4,319,594 
Cash  
Foreign currency held at value (cost $1,073)  1,073 
Receivable for investments sold  34,325 
Receivable for fund shares sold  1,786 
Dividends receivable  3,052 
Distributions receivable from Fidelity Central Funds  62 
Prepaid expenses  
Other receivables  177 
Total assets  4,360,079 
Liabilities   
Payable for investments purchased $1,073  
Payable for fund shares redeemed 91,043  
Accrued management fee 1,234  
Payable for daily variation margin for derivative instruments 151  
Other affiliated payables 581  
Other payables and accrued expenses 212  
Collateral on Securities Loaned 1,446  
Total liabilities  95,740 
Net Assets  $4,264,339 
Net Assets consist of:   
Paid in capital  $3,151,276 
Distributions in excess of net investment income  (2,452) 
Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions  173,646 
Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies  941,869 
Net Assets  $4,264,339 
Fidelity Fund:   
Net Asset Value, offering price and redemption price per share ($3,714,899 ÷ 90,280 shares)  $41.15 
Class K:   
Net Asset Value, offering price and redemption price per share ($549,440 ÷ 13,358 shares)  $41.13 

See accompanying notes which are an integral part of the financial statements.


Statement of Operations

Amounts in thousands  Six months ended December 31, 2016 (Unaudited) 
Investment Income   
Dividends  $35,386 
Interest  
Income from Fidelity Central Funds  226 
Total income  35,620 
Expenses   
Management fee $7,455  
Transfer agent fees 2,998  
Accounting and security lending fees 529  
Custodian fees and expenses 42  
Independent trustees' fees and expenses 10  
Registration fees 29  
Audit 41  
Legal 13  
Miscellaneous 16  
Total expenses before reductions 11,133  
Expense reductions (52) 11,081 
Net investment income (loss)  24,539 
Realized and Unrealized Gain (Loss)   
Net realized gain (loss) on:   
Investment securities:   
Unaffiliated issuers 273,954  
Fidelity Central Funds (11)  
Foreign currency transactions 34  
Futures contracts 10,066  
Total net realized gain (loss)  284,043 
Change in net unrealized appreciation (depreciation) on:
Investment securities 
(102,079)  
Assets and liabilities in foreign currencies (10)  
Total change in net unrealized appreciation (depreciation)  (102,089) 
Net gain (loss)  181,954 
Net increase (decrease) in net assets resulting from operations  $206,493 

See accompanying notes which are an integral part of the financial statements.


Statement of Changes in Net Assets

Amounts in thousands Six months ended December 31, 2016 (Unaudited) Year ended June 30, 2016 
Increase (Decrease) in Net Assets   
Operations   
Net investment income (loss) $24,539 $43,748 
Net realized gain (loss) 284,043 177,083 
Change in net unrealized appreciation (depreciation) (102,089) (272,836) 
Net increase (decrease) in net assets resulting from operations 206,493 (52,005) 
Distributions to shareholders from net investment income (45,768) (36,756) 
Distributions to shareholders from net realized gain (254,005) (224,972) 
Total distributions (299,773) (261,728) 
Share transactions - net increase (decrease) (99,982) (324,381) 
Total increase (decrease) in net assets (193,262) (638,114) 
Net Assets   
Beginning of period 4,457,601 5,095,715 
End of period $4,264,339 $4,457,601 
Other Information   
Undistributed net investment income end of period $– $18,777 
Distributions in excess of net investment income end of period $(2,452) $– 

See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Fund

 Six months ended (Unaudited) December 31, Years ended June 30,     
 2016 2016 2015 2014 2013 2012 
Selected Per–Share Data       
Net asset value, beginning of period $42.04 $44.69 $45.42 $39.77 $34.51 $34.35 
Income from Investment Operations       
Net investment income (loss)A .23 .38 .34 .35 .44 .37 
Net realized and unrealized gain (loss) 1.77 (.73) 3.91 8.61 5.31 .02 
Total from investment operations 2.00 (.35) 4.25 8.96 5.75 .39 
Distributions from net investment income (.44) (.31) (.30) (.32) (.49) (.23) 
Distributions from net realized gain (2.45) (1.99) (4.68) (2.98) – – 
Total distributions (2.89) (2.30) (4.98) (3.31)B (.49) (.23) 
Net asset value, end of period $41.15 $42.04 $44.69 $45.42 $39.77 $34.51 
Total ReturnC,D 4.74% (.83)% 10.52% 23.70% 16.85% 1.21% 
Ratios to Average Net AssetsE,F       
Expenses before reductions .52%G .52% .52% .53% .56% .58% 
Expenses net of fee waivers, if any .52%G .52% .52% .53% .56% .58% 
Expenses net of all reductions .52%G .52% .52% .53% .55% .58% 
Net investment income (loss) 1.09%G .91% .79% .82% 1.18% 1.13% 
Supplemental Data       
Net assets, end of period (in millions) $3,715 $3,762 $4,143 $4,811 $4,451 $4,364 
Portfolio turnover rateH 80%G 67% 59%I 93% 113% 102% 

 A Calculated based on average shares outstanding during the period.

 B Total distributions of $3.31 per share is comprised of distributions from net investment income of $.324 and distributions from net realized gain of $2.984 per share.

 C Total returns for periods of less than one year are not annualized.

 D Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 E Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 G Annualized

 H Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

 I Portfolio turnover rate excludes securities received or delivered in-kind.


See accompanying notes which are an integral part of the financial statements.


Financial Highlights — Fidelity Fund Class K

 Six months ended (Unaudited) December 31, Years ended June 30,     
 2016 2016 2015 2014 2013 2012 
Selected Per–Share Data       
Net asset value, beginning of period $42.04 $44.69 $45.42 $39.78 $34.52 $34.35 
Income from Investment Operations       
Net investment income (loss)A .25 .42 .39 .40 .49 .42 
Net realized and unrealized gain (loss) 1.77 (.72) 3.91 8.60 5.31 .02 
Total from investment operations 2.02 (.30) 4.30 9.00 5.80 .44 
Distributions from net investment income (.48) (.36) (.35) (.38) (.54) (.27) 
Distributions from net realized gain (2.45) (1.99) (4.68) (2.98) – – 
Total distributions (2.93) (2.35) (5.03) (3.36) (.54) (.27) 
Net asset value, end of period $41.13 $42.04 $44.69 $45.42 $39.78 $34.52 
Total ReturnB,C 4.80% (.72)% 10.65% 23.83% 17.03% 1.37% 
Ratios to Average Net AssetsD,E       
Expenses before reductions .42%F .41% .41% .41% .42% .43% 
Expenses net of fee waivers, if any .41%F .41% .41% .41% .42% .43% 
Expenses net of all reductions .41%F .41% .41% .41% .41% .42% 
Net investment income (loss) 1.20%F 1.02% .90% .94% 1.32% 1.29% 
Supplemental Data       
Net assets, end of period (in millions) $549 $696 $952 $1,119 $994 $814 
Portfolio turnover rateG 80%F 67% 59%H 93% 113% 102% 

 A Calculated based on average shares outstanding during the period.

 B Total returns for periods of less than one year are not annualized.

 C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

 D Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

 E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

 F Annualized

 G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

 H Portfolio turnover rate excludes securities received or delivered in-kind.


See accompanying notes which are an integral part of the financial statements.


Notes to Financial Statements (Unaudited)

For the period ended December 31, 2016
(Amounts in thousands except percentages)

1. Organization.

Fidelity Fund (the Fund) is a fund of Fidelity Hastings Street Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Fidelity Fund and Class K shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class.

2. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .005%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Board of Trustees (the Board) has delegated the day to day responsibility for the valuation of the Fund's investments to the Fair Value Committee (the Committee) established by the Fund's investment adviser. In accordance with valuation policies and procedures approved by the Board, the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Committee, in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment 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 Committee oversees the Fund's valuation policies and procedures and reports to the Board on the Committee's activities and fair value determinations. The Board monitors the appropriateness of the procedures used in valuing the Fund's investments and ratifies the fair value determinations of the Committee.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

  • 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)

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 a third party pricing vendor 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 market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. U.S. government and government agency obligations are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of December 31, 2016 is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. Certain distributions received by the Fund represent a return of capital or capital gain. The Fund determines the components of these distributions subsequent to the ex-dividend date, based upon receipt of tax filings or other correspondence relating to the underlying investment. These distributions are recorded as a reduction of cost of investments and/or as a realized gain. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to futures contracts, foreign currency transactions, passive foreign investment companies (PFIC), market discount, deferred trustees compensation, partnerships and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation $967,775 
Gross unrealized depreciation (32,153) 
Net unrealized appreciation (depreciation) on securities $935,622 
Tax cost $3,383,972 

4. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.
 

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts". The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end and is representative of volume activity during the period. Securities deposited to meet initial margin requirements are identified in the Schedule of Investments.

During the period the Fund recognized net realized gain (loss) of $10,066 related to its investment in futures contracts. This amount is included in the Statement of Operations.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,739,667 and $2,042,174, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .09% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the reporting period, the total annualized management fee rate was .34% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of Fidelity Fund. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

For the period, transfer agent fees for each class were as follows:

 Amount % of
Class-Level Average
Net Assets(a) 
Fidelity Fund $2,842 .15 
Class K 156 .05 
 $2,998  

 (a) Annualized


Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $38 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR or other affiliated entities of FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender Average Loan Balance Weighted Average Interest Rate Interest Expense 
Borrower $6,372 .57% $–(a) 

 (a) In the amount of less than five hundred dollars.


Interfund Trades. The Fund may purchase from or sell securities to other Fidelity Funds under procedures adopted by the Board. The procedures have been designed to ensure these interfund trades are executed in accordance with Rule 17a-7 of the 1940 Act. Interfund trades are included within the respective purchases and sales amounts shown in the Purchases and Sales of Investments note.

7. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $7 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, the Fund did not borrow on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. The Fund or borrower may terminate the loan at any time, and if the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $16, including $1 from securities loaned to FCM.

9. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $35 for the period.

In addition, during the period the investment adviser reimbursed and/or waived a portion of fund-level operating expenses in the amount of $17.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 Six months ended
December 31, 2016 
Year ended June 30, 2016 
From net investment income   
Fidelity Fund $38,394 $28,914 
Class K 7,374 7,842 
Total $45,768 $36,756 
From net realized gain   
Fidelity Fund $216,202 $183,334 
Class K 37,803 41,638 
Total $254,005 $224,972 

11. Share Transactions.

Share transactions for each class were as follows and may contain automatic conversions between classes or exchanges between affiliated funds:

 Shares Shares Dollars Dollars 
 Six months ended December 31, 2016 Year ended June 30, 2016 Six months ended December 31, 2016 Year ended June 30, 2016 
Fidelity Fund     
Shares sold 1,149 3,667 $48,160 $152,399 
Reinvestment of distributions 5,609 4,583 234,849 196,417 
Shares redeemed (5,963) (11,490) (250,140) (476,458) 
Net increase (decrease) 795 (3,240) $32,869 $(127,642) 
Class K     
Shares sold 752 7,320 $31,607 $293,997 
Reinvestment of distributions 1,079 1,156 45,177 49,480 
Shares redeemed (5,024) (13,234) (209,635) (540,216) 
Net increase (decrease) (3,193) (4,758) $(132,851) $(196,739) 

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2016 to December 31, 2016).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

 Annualized Expense Ratio-A Beginning
Account Value
July 1, 2016 
Ending
Account Value
December 31, 2016 
Expenses Paid
During Period-B
July 1, 2016
to December 31, 2016 
Fidelity Fund .52%    
Actual  $1,000.00 $1,047.40 $2.68 
Hypothetical-C  $1,000.00 $1,022.58 $2.65 
Class K .41%    
Actual  $1,000.00 $1,048.00 $2.12 
Hypothetical-C  $1,000.00 $1,023.14 $2.09 

 A Annualized expense ratio reflects expenses net of applicable fee waivers.

 B Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

 C 5% return per year before expenses


Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract with Fidelity Management & Research Company (FMR) and the sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and, at each of its meetings, covers an extensive agenda of topics and materials and considers factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees (Committees), each composed of and chaired by Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of the Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to all of the Fidelity funds.

At its July 2016 meeting, the Board unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expense ratio relative to peer funds; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationships with the fund; and (iv) the extent to which, if any, economies of scale exist and would be realized as the fund grows, and whether any economies of scale are appropriately shared with fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts was in the best interests of the fund and its shareholders and that the compensation payable under the Advisory Contracts was fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, was aware that shareholders of the fund have a broad range of investment choices available to them, including a wide choice among funds offered by Fidelity's competitors, and that the fund's shareholders, who have the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, which is part of the Fidelity family of funds.

Nature, Extent, and Quality of Services Provided.  The Board considered Fidelity's staffing as it relates to the fund, including the backgrounds of investment personnel of Fidelity, and also considered the fund's investment objective, strategies, and related investment philosophy. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the investment personnel compensation program and whether this structure provides appropriate incentives to act in the best interests of the fund. Additionally, the Board considered the portfolio managers' investments, if any, in the funds that they manage.

Resources Dedicated to Investment Management and Support Services.  The Board and the Fund Oversight and Research Committees reviewed the general qualifications and capabilities of Fidelity's investment staff, including its size, education, experience, and resources, as well as Fidelity's approach to recruiting, training, managing, and compensating investment personnel. The Board noted that Fidelity has continued to increase the resources devoted to non-U.S. offices, including expansion of Fidelity's global investment organization. The Board also noted that Fidelity's analysts have extensive resources, tools and capabilities that allow them to conduct sophisticated quantitative and fundamental analysis, as well as credit analysis of issuers, counterparties and guarantors. Further, the Board considered that Fidelity's investment professionals have sufficient access to global information and data so as to provide competitive investment results over time, and that those professionals also have access to sophisticated tools that permit them to assess portfolio construction and risk and performance attribution characteristics continuously, as well as to transmit new information and research conclusions rapidly around the world. Additionally, in its deliberations, the Board considered Fidelity's trading, risk management, compliance, and technology and operations capabilities and resources, which are integral parts of the investment management process.

Shareholder and Administrative Services.  The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by FMR, the sub-advisers (together with FMR, the Investment Advisers), and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the supervision of third party service providers, principally custodians, subcustodians, and pricing vendors; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through telephone representatives and over the Internet, investor education materials and asset allocation tools, and the expanded availability of Fidelity Investor Centers.

In 2014, the Board formed an ad hoc Committee on Transfer Agency Fees to review the variety of transfer agency fee structures throughout the industry and Fidelity's competitive positioning with respect to industry participants.

Investment in a Large Fund Family.  The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including: (i) continuing to dedicate additional resources to investment research and to the support of the senior management team that oversees asset management; (ii) continuing efforts to enhance Fidelity's global research capabilities; (iii) launching new funds and making other enhancements to meet client needs; (iv) broadening eligibility requirements for certain lower-priced share classes of, and streamlining the fee structure for, certain existing equity index funds; (v) lowering expense caps for certain existing funds and classes to reduce expenses paid by shareholders; (vi) eliminating redemption fees for certain variable insurance product funds and classes; (vii) continuing to launch dedicated lower cost underlying funds to meet portfolio construction needs related to expanding underlying fund options for Fidelity funds of funds, specifically for the Freedom Fund product lines; (viii) launching a lower cost share class for use by the Freedom Index Fund product line; (ix) rationalizing product lines and gaining increased efficiencies through fund mergers and share class consolidations; (x) continuing to develop, acquire and implement systems and technology to improve services to the funds and shareholders, strengthen information security, and increase efficiency; (xi) implementing investment enhancements to further strengthen Fidelity's target date product line to increase investors' probability of success in achieving their goals; (xii) accelerating the conversion of all remaining Class B shares to Class A shares, which have a lower expense structure; and (xiii) implementing changes to Fidelity's money market fund product line in response to recent regulatory reforms.

Investment Performance.  The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions and its performance history.

The Board took into account discussions with representatives of the Investment Advisers about fund investment performance that occur at Board meetings throughout the year. In this regard the Board noted that as part of regularly scheduled fund reviews and other reports to the Board on fund performance, the Board considers annualized return information for the fund, for different time periods, measured against a securities market index ("benchmark index") and a peer group of funds with similar objectives ("peer group"), if any. In its evaluation of fund investment performance, the Board gave particular attention to information indicating changes in performance of certain Fidelity funds for specific time periods and discussed with the Investment Advisers the reasons for any overperformance or underperformance.

In addition to reviewing absolute and relative fund performance, the Independent Trustees periodically consider the appropriateness of fund performance metrics in evaluating the results achieved. In general, the Independent Trustees believe that fund performance should be evaluated based on net performance (after fees and expenses) of both the highest performing and lowest performing fund share classes, where applicable, compared to appropriate benchmark indices, over appropriate time periods that may include full market cycles, and compared to peer groups, as applicable, over the same periods, taking into account relevant factors including the following: general market conditions; issuer-specific information; and fund cash flows and other factors.

The Independent Trustees recognize that shareholders evaluate performance on a net basis over their own holding periods, for which one-, three-, and five-year periods are often used as a proxy. For this reason, the performance information reviewed by the Board also included net cumulative calendar year total return information for the fund and an appropriate benchmark index and peer group for the most recent one-, three-, and five-year periods, as shown below. Returns are shown compared to the 25th percentile (top of box, 75% beaten) and 75th percentile (bottom of box, 25% beaten) of the peer universe.

Fidelity Fund


Based on its review, the Board concluded that the nature, extent, and quality of services provided to the fund under the Advisory Contracts should continue to benefit the shareholders of the fund.

Competitiveness of Management Fee and Total Expense Ratio.  The Board considered the fund's management fee and total expense ratio compared to "mapped groups" of competitive funds and classes created for the purpose of facilitating the Trustees' competitive analysis of management fees and total expenses. Fidelity creates "mapped groups" by combining similar Broadridge investment objective categories that have comparable investment mandates. Combining Broadridge investment objective categories aids the Board's management fee and total expense ratio comparisons by broadening the competitive group used for comparison.

Management Fee.  The Board considered two proprietary management fee comparisons for the 12-month periods shown in basis points (BP) in the chart below. The group of Broadridge funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing in terms of gross management fees before expense reimbursements or caps relative to the total universe of funds with comparable investment mandates, regardless of whether their management fee structures also are comparable. Funds with comparable investment mandates offer exposure to similar types of securities. Funds with comparable management fee structures have similar management fee contractual arrangements (e.g., flat rate charged for advisory services, all-inclusive fee rate, etc.). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a hypothetical TMG % of 20% would mean that 80% of the funds in the Total Mapped Group had higher, and 20% had lower, management fees than the fund. The fund's actual TMG %s and the number of funds in the Total Mapped Group are in the chart below. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to a subset of non-Fidelity funds within the Total Mapped Group that are similar in size and management fee structure. For example, if a fund is in the first quartile of the ASPG, the fund's management fee ranks in the least expensive or lowest 25% of funds in the ASPG. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee structures, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee rate ranked, is also included in the chart and considered by the Board.

Fidelity Fund


The Board noted that the fund's management fee rate ranked below the median of its Total Mapped Group and below the median of its ASPG for 2015.

The Board noted that, in 2014, the ad hoc Committee on Group Fee was formed by it and the boards of other Fidelity funds to conduct an in-depth review of the "group fee" component of the management fee of funds with such management fee structures. The Committee's focus included the mechanics of the group fee, the competitive landscape of group fee structures, Fidelity funds with no group fee component and investment products not included in group fee assets. The Board also considered that, for funds subject to the group fee, FMR agreed to voluntarily waive fees over a specified period of time in amounts designed to account for assets converted from certain funds to certain collective investment trusts.

The Board also noted that, in 2013, the ad hoc Committee on Management Fees was formed to conduct an in-depth review of the management fee rates of Fidelity's active equity mutual funds. The Committee focused on the following areas: (i) standard fee structures; (ii) research consumption and trading evolution; (iii) management fee competitiveness/profitability by category; and (iv) factors that drive institutional pricing.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expense Ratio.  In its review of each class's total expense ratio, the Board considered the fund's management fee rate as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted that Fidelity may agree to waive fees and expenses from time to time, and the extent to which, if any, it has done so for the fund. As part of its review, the Board also considered the current and historical total expense ratios of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expense ratio of each class ranked below the competitive median for 2015.

Fees Charged to Other Fidelity Clients.  The Board also considered Fidelity fee structures and other information with respect to clients of Fidelity, such as other funds advised or subadvised by Fidelity, pension plan clients, and other institutional clients with similar mandates. The Board noted the findings of the 2013 ad hoc joint committee (created with the board of other Fidelity funds), which reviewed and compared Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expense ratios and fees charged to other Fidelity clients, the Board concluded that the total expense ratio of each class of the fund was reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability.  The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and servicing the fund's shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, Fidelity presents to the Board information about the profitability of its relationship with the fund. Fidelity calculates profitability information for each fund, as well as aggregate profitability information for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the books and records of Fidelity on which Fidelity's audited financial statements are based. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of the methodologies used by Fidelity in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures in respect of the mathematical accuracy of the fund profitability information and its conformity to established allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board concluded that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and was satisfied that the profitability was not excessive.

Economies of Scale.  The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale as assets grow through increased services to the fund, through waivers or reimbursements, or through fee or expense ratio reductions. The Board also noted that in 2013, it and the boards of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether Fidelity attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total group assets increase, and for higher group fee rates as total group assets decrease (with "group assets" defined to include fund assets under FMR's management plus the assets of sector funds previously under FMR's management). FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as group assets increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, taking into account the analysis of the Economies of Scale Committee, that economies of scale, if any, are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board.  In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including: (i) fund performance trends and Fidelity's long-term strategies for certain funds; (ii) the various share classes employed by Fidelity and the attributes of each class, together with similar information on the distribution and servicing payments made by Fidelity or the funds to third-party participants in the distribution channels; (iii) fund profitability, and fund performance in relation to fund profitability; (iv) the methodology with respect to evaluating competitive fund data and peer group classifications and fee comparisons; (v) annual fund profitability margins; (vi) the realization of fall-out benefits in and attribution of fall-out benefits to certain Fidelity business units; (vii) the appropriateness of certain funds' benchmarks; (viii) the rationalization for certain share classes and expenses; (ix) sub-advisory fee rates for comparable investment mandates; (x) product strategy for certain underperforming funds; and (xi) Fidelity's resources and strategy for cybersecurity.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.





Fidelity Investments

Corporate Headquarters

245 Summer St.

Boston, MA 02210

www.fidelity.com

FID-K-SANN-0217
1.863258.108



Item 2.

Code of Ethics


Not applicable.

 

Item 3.

Audit Committee Financial Expert


Not applicable.


Item 4.

Principal Accountant Fees and Services


Not applicable.


Item 5.

Audit Committee of Listed Registrants


Not applicable.




Item 6.  

Investments


(a)

Not applicable.


(b)

Not applicable


Item 7.

Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies


Not applicable.


Item 8.

Portfolio Managers of Closed-End Management Investment Companies


Not applicable.


Item 9.  

Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers


Not applicable.


Item 10.

Submission of Matters to a Vote of Security Holders


There were no material changes to the procedures by which shareholders may recommend nominees to the Fidelity Hastings Street Trusts Board of Trustees.


Item 11.

Controls and Procedures


(a)(i)  The President and Treasurer and the Chief Financial Officer have concluded that the Fidelity Hastings Street Trusts (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 Trusts internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Trusts internal control over financial reporting.



Item 12.

Exhibits


(a)

(1)

Not applicable.

(a)

(2)

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.

(a)

(3)

Not applicable.

(b)


Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.




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/Stacie M. Smith


Stacie M. Smith


President and Treasurer



Date:

February 22, 2017


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/Stacie M. Smith


Stacie M. Smith


President and Treasurer



Date:

February 22, 2017



By:

/s/Howard J. Galligan III


Howard J. Galligan III


Chief Financial Officer



Date:

February 22, 2017