N-CSRS

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 811-3583

Fidelity Mt. Vernon Street Trust
(Exact name of registrant as specified in charter)

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

Eric D. Roiter, Secretary

82 Devonshire St.

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

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

Date of fiscal year end:	November 30
Date of reporting period:	May 31, 2006

Item 1. Reports to Stockholders

Fidelity®
Aggressive Growth
Fund

Semiannual Report
May 31, 2006

Contents
Chairman’s Message	3	Ned Johnson’s message to shareholders.
Shareholder Expense	4	An example of shareholder expenses.
Example
Investment Changes	5	A summary of major shifts in the fund’s
		investments over the past six months.
Investments	6	A complete list of the fund’s investments
		with their market values.
Financial Statements	14	Statements of assets and liabilities,
		operations, and changes in net assets,
		as well as financial highlights.
Notes	18	Notes to the financial statements.
Proxy Voting Results	24
Board Approval of	25
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 www.fidelity.com/proxyvotingresults or visit the Securities and Exchange
Commission’s (SEC) web site at 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 Com
panies, 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 Corp. or an affiliated company.

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 quarterly holdings report, semiannual report, or annual report
on Fidelity’s web site at http://www.fidelity.com/holdings.
NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE
Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report 2

Chairman’s Message

(photograph of Edward C. Johnson 3d)

Dear Shareholder:

Although many securities markets made gains in early 2006, there is only one certainty when it comes to investing: There is no sure thing. There are, however, a number of time tested, fundamental investment principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets’ inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets’ best days can significantly diminish investor returns. Patience also affords the benefits of compounding of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn’t eliminate risk, it can considerably lessen the effect of short term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio’s long term success. The right mix of stocks, bonds and cash aligned to your particular risk tolerance and investment objective is very important. Age appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities which historically have been the best performing asset class over time is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more stable fixed investments (bonds or savings plans).

A third investment principle investing regularly can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won’t pay for all your shares at market highs. This strategy known as dollar cost averaging also reduces unconstructive “emotion” from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/ Edward C. Johnson 3d

Edward C. Johnson 3d

3 Semiannual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, 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 (December 1, 2005 to May 31, 2006).

Actual Expenses

The first line of the table below 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. 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.

Hypothetical Example for Comparison Purposes

The second line of the table below 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 share holder 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.

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.

			Expenses Paid
	Beginning	Ending	During Period*
	Account Value	Account Value	December 1, 2005
	December 1, 2005	May 31, 2006	to May 31, 2006
Actual	$ 1,000.00	$ 1,004.00	$ 4.00
Hypothetical (5% return per year
before expenses)	$ 1,000.00	$ 1,020.94	$ 4.03

* Expenses are equal to the Fund’s annualized expense ratio of .80%; multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one half year period).

Semiannual Report

4

Investment Changes
Top Ten Stocks as of May 31, 2006
	% of fund’s	% of fund’s net assets
	net assets	6 months ago
St. Jude Medical, Inc.	3.2	3.3
Allergan, Inc.	3.0	1.3
IntercontinentalExchange, Inc.	2.3	0.5
Ventana Medical Systems, Inc.	2.1	1.4
Monsanto Co.	2.1	2.0
Comverse Technology, Inc.	2.0	1.5
Chicago Mercantile Exchange Holdings, Inc.
Class A	2.0	0.0
Broadcom Corp. Class A	2.0	0.0
Potash Corp. of Saskatchewan, Inc.	2.0	2.5
Humana, Inc.	1.8	1.5
	22.5
Top Five Market Sectors as of May 31, 2006
	% of fund’s	% of fund’s net assets
	net assets	6 months ago
Health Care	28.4	31.5
Information Technology	27.7	20.2
Industrials	11.5	7.3
Energy	10.5	11.3
Consumer Discretionary	7.2	15.3

5 Semiannual Report

Investments May 31, 2006 (Unaudited)
Showing Percentage of Net Assets
Common Stocks 100.0%
	Shares	Value (Note 1)
		(000s)
CONSUMER DISCRETIONARY – 7.2%
Hotels, Restaurants & Leisure 2.0%
Penn National Gaming, Inc. (a)	1,031,239		$ 39,631
Starwood Hotels & Resorts Worldwide, Inc.	633,500		38,707
			78,338
Household Durables – 1.1%
Harman International Industries, Inc.	485,772		41,159
Internet & Catalog Retail 1.0%
Coldwater Creek, Inc. (a)	1,585,200		40,740
Media – 1.1%
Focus Media Holding Ltd. ADR	658,100		41,572
Specialty Retail – 2.0%
Abercrombie & Fitch Co. Class A	690,000		39,917
Urban Outfitters, Inc. (a)	2,042,100		37,922
Williams Sonoma, Inc.	24,600		889
			78,728
TOTAL CONSUMER DISCRETIONARY			280,537
CONSUMER STAPLES 0.0%
Beverages – 0.0%
Coca-Cola Enterprises, Inc.	97,600		1,919
ENERGY 10.5%
Energy Equipment & Services – 1.2%
FMC Technologies, Inc. (a)	590,800		39,430
W-H Energy Services, Inc. (a)	179,900		10,136
			49,566
Oil, Gas & Consumable Fuels – 9.3%
Arch Coal, Inc.	782,800		37,856
Chesapeake Energy Corp.	1,367,900		41,844
CONSOL Energy, Inc.	467,900		41,292
EOG Resources, Inc.	577,200		37,899
Peabody Energy Corp.	891,500		55,576
Quicksilver Resources, Inc. (a)	731,900		25,668
Range Resources Corp.	1,585,500		41,064

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

Semiannual Report 6

Common Stocks continued
	Shares	Value (Note 1)
		(000s)
ENERGY – continued
Oil, Gas & Consumable Fuels – continued
Ultra Petroleum Corp. (a)	684,100		$ 39,370
XTO Energy, Inc.	985,200		40,610
			361,179
TOTAL ENERGY			410,745
FINANCIALS – 6.7%
Capital Markets 2.2%
Daiwa Securities Group, Inc.	1,717,000		21,273
Greenhill & Co., Inc.	197,000		11,702
Indiabulls Financial Services Ltd.	2,105,324		13,519
Indiabulls Financial Services Ltd. GDR (f)	1,245,356		7,986
Jefferies Group, Inc.	353,400		10,333
Nikko Cordial Corp.	1,329,500		19,544
			84,357
Diversified Financial Services – 4.3%
Chicago Mercantile Exchange Holdings, Inc. Class A	177,400		78,287
IntercontinentalExchange, Inc.	1,594,812		88,831
			167,118
Real Estate Investment Trusts 0.2%
Host Hotels & Resorts, Inc.	418,255		8,394
TOTAL FINANCIALS			259,869
HEALTH CARE – 28.4%
Biotechnology – 3.9%
Alnylam Pharmaceuticals, Inc. (a)(e)	1,926,932		28,499
Celgene Corp. (a)	979,200		40,588
PDL BioPharma, Inc. (a)	2,081,400		42,148
Telik, Inc. (a)(d)	1,417,200		22,647
Theravance, Inc. (a)	750,800		17,959
			151,841
Health Care Equipment & Supplies – 12.7%
Advanced Medical Optics, Inc. (a)	1,340,600		60,756
American Medical Systems Holdings, Inc. (a)	3,101,720		61,321
Cyberonics, Inc. (a)(d)(e)	2,506,400		62,635
Cytyc Corp. (a)	790,835		20,783
Mentor Corp.	1,130,900		45,677
NeuroMetrix, Inc. (a)(e)	674,713		19,661

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

7 Semiannual Report

Investments (Unaudited) continued
Common Stocks continued
	Shares	Value (Note 1)
		(000s)
HEALTH CARE – continued
Health Care Equipment & Supplies – continued
Northstar Neuroscience, Inc.	653,300		$ 8,924
NuVasive, Inc. (a)(e)	2,524,040		41,470
Palomar Medical Technologies, Inc. (a)	295,519		13,189
Somanetics Corp. (a)(e)	920,300		14,403
St. Jude Medical, Inc. (a)	3,582,200		122,154
Varian Medical Systems, Inc. (a)	443,200		20,786
			491,759
Health Care Providers & Services – 2.0%
Humana, Inc. (a)	1,354,400		68,573
Sierra Health Services, Inc. (a)	240,550		9,911
			78,484
Health Care Technology – 1.1%
Eclipsys Corp. (a)	639,760		12,437
Merge Technologies, Inc. (a)(d)(e)	2,279,325		28,970
			41,407
Life Sciences Tools & Services – 2.1%
Ventana Medical Systems, Inc. (a)	1,748,077		82,964
Pharmaceuticals – 6.6%
Allergan, Inc.	1,246,606		118,203
Elan Corp. PLC sponsored ADR (a)(d)	2,139,300		40,240
Medicis Pharmaceutical Corp. Class A (d)	1,958,100		58,391
Sepracor, Inc. (a)	787,900		40,790
			257,624
TOTAL HEALTH CARE			1,104,079
INDUSTRIALS – 11.5%
Aerospace & Defense – 1.0%
Ceradyne, Inc. (a)(d)	914,002		39,914
Air Freight & Logistics – 1.0%
UTI Worldwide, Inc.	1,452,424		39,550
Commercial Services & Supplies – 0.8%
Monster Worldwide, Inc. (a)	590,225		28,844
Construction & Engineering – 2.0%
Infrasource Services, Inc. (a)(e)	2,099,600		38,633
Quanta Services, Inc. (a)(d)	2,350,300		39,132
			77,765

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

Semiannual Report

8

Common Stocks continued
	Shares	Value (Note 1)
		(000s)
INDUSTRIALS – continued
Electrical Equipment – 4.6%
AMETEK, Inc.	847,300		$ 38,662
Energy Conversion Devices, Inc. (a)	1,477,435		58,728
Rockwell Automation, Inc.	597,500		40,797
Suntech Power Holdings Co. Ltd. sponsored ADR	1,456,200		41,036
			179,223
Industrial Conglomerates – 1.0%
McDermott International, Inc. (a)	591,000		38,776
Machinery – 1.0%
Deere & Co.	454,700		38,922
Marine – 0.1%
Diana Shipping, Inc. (d)	390,400		4,283
TOTAL INDUSTRIALS			447,277
INFORMATION TECHNOLOGY – 27.7%
Communications Equipment – 3.4%
ADC Telecommunications, Inc. (a)	2,003,900		35,910
Comverse Technology, Inc. (a)	3,491,862		78,637
Foundry Networks, Inc. (a)	1,477,700		19,003
			133,550
Internet Software & Services – 2.1%
Bankrate, Inc. (a)(e)	919,100		41,865
VeriSign, Inc. (a)	1,785,200		40,078
			81,943
IT Services – 1.0%
Paychex, Inc.	1,083,600		39,779
Semiconductors & Semiconductor Equipment – 10.7%
Altera Corp. (a)	2,047,982		40,059
ARM Holdings PLC sponsored ADR	5,952,600		39,287
ASML Holding NV (NY Shares) (a)	2,884,800		58,677
Broadcom Corp. Class A (a)	2,265,800		76,607
Marvell Technology Group Ltd. (a)	770,965		36,752
Microchip Technology, Inc.	1,130,463		38,775
PMC-Sierra, Inc. (a)	4,071,472		39,249
Renewable Energy Corp. AS	3,085,650		47,449
Xilinx, Inc.	1,485,900		38,633
			415,488

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

9 Semiannual Report

Investments (Unaudited)  continued
Common Stocks continued
	Shares	Value (Note 1)
		(000s)
INFORMATION TECHNOLOGY – continued
Software 10.5%
Activision, Inc. (a)	3,170,033		$ 41,432
Adobe Systems, Inc. (a)	1,414,300		40,491
Autodesk, Inc. (a)	1,034,900		37,660
BEA Systems, Inc. (a)	3,024,500		41,012
Cognos, Inc. (a)	1,247,400		38,219
Hyperion Solutions Corp. (a)	1,320,016		37,898
Informatica Corp. (a)	1,450,800		20,398
NAVTEQ Corp. (a)	985,700		41,153
Nintendo Co. Ltd.	237,200		40,223
Quality Systems, Inc. (d)	861,700		28,626
Wind River Systems, Inc. (a)	4,194,881		39,642
			406,754
TOTAL INFORMATION TECHNOLOGY			1,077,514
MATERIALS 6.0%
Chemicals – 6.0%
Agrium, Inc.	1,520,100		37,255
Monsanto Co.	959,500		80,752
Mosaic Co. (a)(d)	2,462,000		38,309
Potash Corp. of Saskatchewan, Inc.	838,922		76,541
			232,857
TELECOMMUNICATION SERVICES – 1.0%
Wireless Telecommunication Services – 1.0%
American Tower Corp. Class A (a)	1,244,000		38,527
UTILITIES – 1.0%
Independent Power Producers & Energy Traders – 1.0%
Ormat Technologies, Inc.	1,077,904		40,173
TOTAL COMMON STOCKS
(Cost $4,076,843)			3,893,497

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

Semiannual Report

10

Convertible Preferred Stocks  0.0%
	Shares	Value (Note 1)
		(000s)
INFORMATION TECHNOLOGY – 0.0%
Communications Equipment – 0.0%
Chorum Technologies, Inc. Series E (a)(g)	96,800		$ 0
TOTAL CONVERTIBLE PREFERRED STOCKS
(Cost $1,452)			0
Money Market Funds 4.8%
Fidelity Cash Central Fund, 5.03% (b)	39,459,272		39,459
Fidelity Securities Lending Cash Central Fund,
5.09% (b)(c)	147,040,450		147,040
TOTAL MONEY MARKET FUNDS
(Cost $186,499)			186,499
TOTAL INVESTMENT PORTFOLIO  104.8%
(Cost $4,264,794)		4,079,996
NET OTHER ASSETS – (4.8)%			(188,461)
NET ASSETS 100%			$ 3,891,535

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to
investment companies and other
accounts managed by Fidelity
Investments. The rate quoted is the
annualized seven-day yield of the fund
at period end. A complete unaudited
listing of the fund’s holdings as of its
most recent quarter end is available
upon request.

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

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

(e) Affiliated company

(f) 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 period end, the value of these
securities amounted to $7,986,000 or
0.2% of net assets.

(g) 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 $0 or 0.0% of
net assets.

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

11 Semiannual Report

Investments (Unaudited) continued

Additional information on each holding is as follows:

	Acquisition	Acquisition
Security	Date	Cost (000s)
Chorum
Technologies, Inc.
Series E	9/19/00		$ 1,452

Affiliated Central Funds

Information regarding fiscal year to date income earned by the fund from the affiliated Central funds is as follows:

Fund	Income earned
	(Amounts in thousands)
Fidelity Cash Central Fund		$ 954
Fidelity Securities Lending Cash Central Fund		620
Total		$ 1,574

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

	Value,
Affiliates	beginning of			Sales	Dividend	Value, end of
(Amounts in thousands)	period	Purchases		Proceeds	Income	period
Alnylam
Pharmaceuticals, Inc.	$ 20,009		$ 4,614	$ —	$ —	$ 28,499
American Medical
Systems Holdings,
Inc.	87,111		4,222	39,243	—	—
Bankrate, Inc.	—		42,506	—	—	41,865
Cyberonics, Inc.	70,706		—	—	—	62,635
Infrasource Services,
Inc.	—		44,527	8,389	—	38,633
Ixia	51,450		8,245	53,931	—	—
Martek Biosciences	45,273		16,377	78,269	—	—
Medicis Pharmaceutical
Corp. Class A	45,673		91,350	74,253	160	—
Merge Technologies,
Inc.	—		38,463	—	—	28,970
NeuroMetrix, Inc.	21,797		756	1,818	—	19,661
NuVasive, Inc.	37,954		5,499	—	—	41,470
Somanetics Corp.	—		19,775	—	—	14,403
Total	$ 379,973		$ 276,334	$ 255,903	$ 160	$ 276,136

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

Semiannual Report

12

Other Information

Distribution of investments by country of issue, as a percentage of total net assets, is as follows:

United States of America	82.5%
Canada	4.9%
Japan	2.0%
Netherlands	1.5%
Norway	1.2%
China	1.1%
Cayman Islands	1.1%
Ireland	1.0%
British Virgin Islands	1.0%
United Kingdom	1.0%
Panama	1.0%
Bermuda	1.0%
Others (individually less than 1%) .	0.7%
	100.0%

Income Tax Information

At November 30, 2005, the fund had a capital loss carryforward of approximately $12,112,847,000 of which $6,985,367,000, $3,237,199,000 and $1,890,281,000 will expire on November 30, 2009, 2010 and 2011, respectively.

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

13 Semiannual Report

Financial Statements
Statement of Assets and Liabilities
Amounts in thousands (except per share amount)	May 31, 2006 (Unaudited)
Assets
Investment in securities, at value (including securities
loaned of $144,441) See accompanying schedule:
Unaffiliated issuers (cost $3,747,954)	$ 3,617,361
Affiliated Central Funds (cost $186,499)	186,499
Other affiliated issuers (cost $330,341)	276,136
Total Investments (cost $4,264,794)		$ 4,079,996
Cash		740
Receivable for investments sold		56,428
Receivable for fund shares sold		2,239
Dividends receivable		1,889
Interest receivable		140
Prepaid expenses		11
Other affiliated receivables		54
Other receivables		153
Total assets		4,141,650
Liabilities
Payable for investments purchased	$ 89,308
Payable for fund shares redeemed	10,352
Accrued management fee	1,316
Other affiliated payables	1,334
Other payables and accrued expenses	765
Collateral on securities loaned, at value	147,040
Total liabilities		250,115
Net Assets		$ 3,891,535
Net Assets consist of:
Paid in capital		$ 15,780,141
Undistributed net investment income		4,151
Accumulated undistributed net realized gain (loss) on
investments and foreign currency transactions		(11,707,787)
Net unrealized appreciation (depreciation) on
investments and assets and liabilities in foreign
currencies		(184,970)
Net Assets, for 221,765 shares outstanding		$ 3,891,535
Net Asset Value, offering price and redemption price per
share ($3,891,535 ÷ 221,765 shares)		$ 17.55

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

Semiannual Report 14

Statement of Operations
Amounts in thousands	Six months ended May 31, 2006 (Unaudited)
Investment Income
Dividends (including $160 received from other affiliated
issuers)			$ 9,009
Special dividends			10,258
Interest			54
Income from affiliated Central Funds			1,574
Total income			20,895
Expenses
Management fee
Basic fee		$ 13,346
Performance adjustment		(4,724)
Transfer agent fees		6,958
Accounting and security lending fees		520
Independent trustees’ compensation		9
Appreciation in deferred trustee compensation account		5
Custodian fees and expenses		80
Registration fees		23
Audit		43
Legal		42
Interest		8
Reports to shareholders		879
Miscellaneous		25
Total expenses before reductions		17,214
Expense reductions		(578)	16,636
Net investment income (loss)			4,259
Realized and Unrealized Gain (Loss)
Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers		406,506
Other affiliated issuers		3,578
Foreign currency transactions		402
Total net realized gain (loss)			410,486
Change in net unrealized appreciation (depreciation) on:
Investment securities (net of increase in deferred for-
eign taxes of $221)		(374,037)
Assets and liabilities in foreign currencies		49
Total change in net unrealized appreciation
(depreciation)			(373,988)
Net gain (loss)			36,498
Net increase (decrease) in net assets resulting from
operations			$ 40,757

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

15 Semiannual Report

Financial Statements continued
Statement of Changes in Net Assets
	Six months ended	Year ended
	May 31, 2006	November 30,
Amounts in thousands	(Unaudited)	2005
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ 4,259	$ (5,210)
Net realized gain (loss)	410,486	837,776
Change in net unrealized appreciation (depreciation) .	(373,988)	(432,568)
Net increase (decrease) in net assets resulting
from operations	40,757	399,998
Share transactions
Proceeds from sales of shares	251,620	536,260
Cost of shares redeemed	(735,547)	(1,573,618)
Net increase (decrease) in net assets resulting from
share transactions	(483,927)	(1,037,358)
Redemption fees	224	646
Total increase (decrease) in net assets	(442,946)	(636,714)
Net Assets
Beginning of period	4,334,481	4,971,195
End of period (including undistributed net investment
income of $4,151 and accumulated net investment
loss of $108, respectively)	$ 3,891,535	$ 4,334,481
Other Information
Shares
Sold	13,593	33,073
Redeemed	(39,805)	(96,778)
Net increase (decrease)	(26,212)	(63,705)

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

Semiannual Report

16

Financial Highlights
	Six months ended
	May 31, 2006	Years ended November 30,
	(Unaudited)	2005	2004	2003	2002	2001
Selected Per Share Data
Net asset value,
beginning of period .	$ 17.48	$ 15.95	$ 14.65	$ 12.17	$ 18.99	$ 40.13
Income from Investment
Operations
Net investment
income (loss)D	.02E	(.02)F	(.05)	(.01)	(.05)	(.17)
Net realized and un
realized gain (loss)	.05	1.55	1.35	2.49	(6.77)	(14.72)
Total from investment
operations	.07	1.53	1.30	2.48	(6.82)	(14.89)
Distributions from net
realized gain	—	—	—	—	—	(6.26)
Redemption fees added
to paid in capitalD	—H	—H	—H	—H	—H	.01
Net asset value, end of
period	$ 17.55	$ 17.48	$ 15.95	$ 14.65	$ 12.17	$ 18.99
Total ReturnB,C	40%	9.59%	8.87%	20.38%	(35.91)%	(44.42)%
Ratios to Average Net AssetsG
Expenses before
reductions	.80%A	.79%	.83%	.68%	.65%	.97%
Expenses net of fee
waivers, if any	.80%A	.79%	.83%	.68%	.65%	.97%
Expenses net of all
reductions	.77%A	.70%	.78%	.59%	.55%	.92%
Net investment
income (loss)	.20%A,E	(.12)%F	(.36)%	(.05)%	(.39)%	(.64)%
Supplemental Data
Net assets, end of
period (in millions)	$ 3,892	$ 4,334	$ 4,971	$ 5,233	$ 4,495	$ 7,442
Portfolio turnover rate	167%A	192%	84%	176%	114%	118%

A Annualized
B Total returns for periods of less than one year are not annualized.
C Total returns would have been lower had certain expenses not been reduced during the periods shown.
D Calculated based on average shares outstanding during the period.
E Investment income per share reflects a special dividend which amounted to $.04 per share. Excluding the special dividend, the ratio of net
investment income (loss) to average net assets would have been (.28)%.
F Investment income per share reflects a special dividend which amounted to $.01 per share. Excluding the special dividend, the ratio of net
investment income (loss) to average net assets would have been (.18)%.
G 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 other expense offset arrangements and do not represent the amount paid by the fund 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 fund.
H Amount represents less than $.01 per share.

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

17 Semiannual Report

Notes to Financial Statements

For the period ended May 31, 2006 (Unaudited)

(Amounts in thousands except ratios)

1. Significant Accounting Policies.

Fidelity Aggressive Growth Fund (the fund) is a fund of Fidelity Mt. Vernon 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 may invest in affiliated money market central funds (Money Market Central Funds), which are open end investment companies available to investment companies and other accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the fund:

Security Valuation. Investments are valued and net asset value (NAV) per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time. Wherever possible, the fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open end mutual funds, are valued at their closing net asset value each business day. Short term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. For example, when developments occur between the close of a market and the close of the NYSE that may materially affect the value of some or all of the securities, or when trading in a security is halted, those securities may be fair valued. Factors used in the determination of fair value may include monitoring news to identify significant market or security specific events such as changes in the value of U.S. securi ties markets, reviewing developments in foreign markets and evaluating the perfor mance of ADRs, futures contracts and exchange traded funds. Because the fund’s utilization of fair value pricing depends on market activity, the frequency with which fair value pricing is used can not be predicted and may be utilized to a significant extent. The value of securities used for NAV calculation under fair value pricing may differ from published prices for the same securities.

Semiannual Report

18

1. Significant Accounting Policies continued

Foreign Currency. The fund uses foreign currency contracts to facilitate transactions in denominated securities. 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 trans lated into U.S. dollars at the exchange rate at period end. Purchases and sales of invest ment 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 transac tion 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. Security transactions are accounted for as of trade date. 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. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Large, non recurring dividends recognized by the fund are presented separately on the Statement of Operations as “Special Dividends” and the impact of these dividends is presented in the Financial Highlights. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each fund in the trust.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, their annual compensation. Deferred amounts are treated as though equivalent dollar amounts had been invested in shares of the fund or are invested in a cross section of other Fidelity funds, and are marked to market. Deferred amounts remain in the fund until distributed in accordance with the Plan.

19 Semiannual Report

Notes to Financial Statements (Unaudited) continued 

(Amounts in thousands except ratios) 

1. Significant Accounting Policies continued 

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. 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 recorded on the ex dividend date. Income and capital gain distribu tions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

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. Temporary book tax differences will reverse in a subsequent period.

Book tax differences are primarily due to foreign currency transactions, net operating losses, capital loss carryforwards and losses deferred due to wash sales.

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

Unrealized appreciation	$ 239,429
Unrealized depreciation	(432,327)
Net unrealized appreciation (depreciation)	$ (192,898)
Cost for federal income tax purposes	$ 4,272,894

Short Term Trading (Redemption) Fees. Shares held in the fund less than 90 days are subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the fund and accounted for as an addition to paid in capital.

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest).

Semiannual Report

20

2. Operating Policies continued

Repurchase Agreements continued

In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

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.

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short term securities, aggregated $3,534,771 and $3,912,521, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment manage ment 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 .35% of the fund’s average net assets and a group fee rate that averaged .27% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. 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 fund’s relative investment performance as compared to an appropriate benchmark index. For the period, the total annualized management fee rate, including the performance adjustment, was .62% of the fund’s average net assets.

Transfer Agent Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, is the fund’s transfer, dividend disbursing and shareholder servicing agent. FSC receives account fees and asset based fees that vary according to account size and type of account. FSC 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 .32% of average net assets.

21 Semiannual Report

Notes to Financial Statements (Unaudited) continued 

(Amounts in thousands except ratios) 

4. Fees and Other Transactions with Affiliates continued 

Accounting and Security Lending Fees. FSC maintains the fund’s accounting re cords. The accounting fee is based on the level of average net assets for the 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.

Affiliated Central Funds. The fund may invest in Money Market Central Funds which seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

The Money Market Central Funds do not pay a management fee.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $90 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, 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:

	Average Daily Loan	Weighted Average
Borrower or Lender	Balance	Interest Rate	Interest Expense
Borrower	$ 20,437	4.44%	$ 8
5. Committed Line of Credit.

The fund participates with other funds managed by FMR in a $4.2 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 amounts to $7 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

6. Security Lending.

The fund lends portfolio securities from time to time in order to earn additional income. 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

Semiannual Report

22

6. Security Lending continued

determined at the close of business of the fund and any additional required collateral is delivered to the fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. 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. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from affiliated central funds. Net income from lending portfolio securities during the period amounted to $620.

7. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the fund provided services to the fund in addition to trade execution. These services included payments of certain expenses on behalf of the fund totaling $448 for the period. In addition, through arrangements with the fund’s custodian and transfer agent, credits realized as a result of uninvested cash balances were used to reduce the fund’s expenses. During the period, these credits reduced the fund’s custody and transfer agent expenses by $1 and $129, respectively.

8. 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.

23 Semiannual Report

Proxy Voting Results

A special meeting of the fund’s shareholders was held on January 18, 2006. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1
To elect a Board of Trustees.A
	# of	% of
	Votes	Votes
Dennis J. Dirks
Affirmative	16,883,349,710.00	95.103
Withheld	869,334,786.06	4.897
TOTAL	17,752,684,496.06	100.000
Albert R. Gamper, Jr.
Affirmative	16,869,065,718.16	95.023
Withheld	883,618,777.90	4.977
TOTAL	17,752,684,496.06	100.000
Robert M. Gates
Affirmative	16,726,660,786.27	94.220
Withheld	1,026,023,709.79	5.780
TOTAL	17,752,684,496.06	100.000
George H. Heilmeier
Affirmative	16,857,479,441.40	94.957
Withheld	895,205,054.66	5.043
TOTAL	17,752,684,496.06	100.000
Abigail P. Johnson
Affirmative	16,800,825,560.08	94.638
Withheld	951,858,935.98	5.362
TOTAL	17,752,684,496.06	100.000
Edward C. Johnson 3d
Affirmative	16,661,581,676.04	93.854
Withheld	1,091,102,820.02	6.146
TOTAL	17,752,684,496.06	100.000
Stephen P. Jonas
Affirmative	16,863,427,004.66	94.991
Withheld	889,257,491.40	5.009
TOTAL	17,752,684,496.06	100.000

Marie L. Knowles
Affirmative	16,867,577,907.48	95.014
Withheld	885,106,588.58	4.986
TOTAL	17,752,684,496.06	100.000
Ned C. Lautenbach
Affirmative	16,879,375,270.51	95.081
Withheld	873,309,225.55	4.919
TOTAL	17,752,684,496.06	100.000
William O. McCoy
Affirmative	16,715,727,949.24	94.159
Withheld	1,036,956,546.82	5.841
TOTAL	17,752,684,496.06	100.000
Robert L. Reynolds
Affirmative	16,870,024,631.93	95.028
Withheld	882,659,864.13	4.972
TOTAL	17,752,684,496.06	100.000
Cornelia M. Small
Affirmative	16,872,454,042.41	95.042
Withheld	880,230,453.65	4.958
TOTAL	17,752,684,496.06	100.000
William S. Stavropoulos
Affirmative	16,721,030,252.89	94.189
Withheld	1,031,654,243.17	5.811
TOTAL	17,752,684,496.06	100.000
Kenneth L. Wolfe
Affirmative	16,858,363,618.14	94.962
Withheld	894,320,877.92	5.038
TOTAL	17,752,684,496.06	100.000

^A Denotes trust-wide proposal and voting results.

Semiannual Report 24

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Aggressive Growth Fund

On January 19, 2006, the Board of Trustees, including the Independent Trustees (together, the Board), voted to approve a general research services agreement (the Agreement) between FMR, FMR Co., Inc. (FMRC), Fidelity Investments Money Manage ment, Inc. (FIMM), and Fidelity Research & Analysis Company (FRAC) (together, the Investment Advisers) for the fund, effective January 20, 2006, pursuant to which FRAC may provide general research and investment advisory support services to FMRC and FIMM. The Board considered that it has approved previously various sub advisory agreements for the fund with affiliates of FMR that allow FMR to obtain research, non discretionary advice, or discretionary portfolio management at no additional expense to the fund. The Board, assisted by the advice of fund counsel and independent Trustees’ counsel, considered a broad range of information and determined that it would be beneficial for the fund to access the research and investment advisory support services supplied by FRAC at no additional expense to the fund.

The Board reached this determination in part because the new arrangement will involve no changes in (i) the contractual terms of and fees payable under the fund’s manage ment contract or sub advisory agreements; (ii) the investment process or strategies employed in the management of the fund’s assets; (iii) the nature or level of services provided under the fund’s management contract or sub advisory agreements; (iv) the day to day management of the fund or the persons primarily responsible for such man agement; or (v) the ultimate control or beneficial ownership of FMR, FMRC, or FIMM. The Board also considered that the establishment of the Agreement would not necessi tate prior shareholder approval of the Agreement or result in an assignment and termination of the fund’s management contract or sub advisory agreements under the Investment Company Act of 1940.

Because the Board was approving an arrangement with FRAC under which the fund will not bear any additional management fees or expenses and under which the fund’s portfolio manager would not change, it did not consider the fund’s investment perfor mance, competitiveness of management fee and total expenses, costs of services and profitability, or economies of scale to be significant factors in its decision.

In connection with its future renewal of the fund’s management contract and sub advisory agreements, the Board will consider: (i) the nature, extent, and quality of services provided to the fund, including shareholder and administrative services and investment performance; (ii) the competitiveness of the fund’s management fee and total expenses; (iii) the costs of the services and profitability, including the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering, and servicing the fund and its shareholders; and (iv) whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have

25 Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees continued

appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the fund’s Agreement is fair and reasonable, and that the fund’s Agreement should be approved.

Semiannual Report

26

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll free number to access account balances, positions, quotes and trading. It’s easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

By PC

Fidelity’s web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

* When you call the quotes line, please remember that a fund’s yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guar anteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

27 Semiannual Report

To Visit Fidelity

For directions and hours,
please call 1-800-544-9797.

Arizona
7001 West Ray Road
Chandler, AZ
15445 N. Scottsdale Road
Scottsdale, AZ

California
815 East Birch Street
Brea, CA
1411 Chapin Avenue
Burlingame, CA
851 East Hamilton Avenue
Campbell, CA
19200 Von Karman Avenue
Irvine, CA
601 Larkspur Landing Circle
Larkspur, CA
10100 Santa Monica Blvd.
Los Angeles, CA
27101 Puerta Real
Mission Viejo, CA
73 575 El Paseo
Palm Desert, CA
251 University Avenue
Palo Alto, CA
123 South Lake Avenue
Pasadena, CA
16995 Bernardo Ctr. Drive
Rancho Bernardo, CA
1220 Roseville Parkway
Roseville, CA
1740 Arden Way
Sacramento, CA
7676 Hazard Center Drive
San Diego, CA
11943 El Camino Real
San Diego, CA
8 Montgomery Street
San Francisco, CA
3793 State Street
Santa Barbara, CA
1200 Wilshire Boulevard
Santa Monica, CA
21701 Hawthorne Boulevard
Torrance, CA

2001 North Main Street
Walnut Creek, CA
6300 Canoga Avenue
Woodland Hills, CA

Colorado
1625 Broadway
Denver, CO
9185 Westview Road
Lone Tree, CO

Connecticut
48 West Putnam Avenue
Greenwich, CT
265 Church Street
New Haven, CT
300 Atlantic Street
Stamford, CT
29 South Main Street
West Hartford, CT

Delaware
400 Delaware Avenue
Wilmington, DE

Florida
4400 N. Federal Highway
Boca Raton, FL
121 Alhambra Plaza
Coral Gables, FL
2948 N. Federal Highway
Ft. Lauderdale, FL
4671 Town Center Parkway
Jacksonville, FL
1907 West State Road 434
Longwood, FL
8880 Tamiami Trail, North
Naples, FL
3501 PGA Boulevard
Palm Beach Gardens, FL
3550 Tamiami Trail, South
Sarasota, FL
1502 N. Westshore Blvd.
Tampa, FL
2465 State Road 7
Wellington, FL

Georgia
3445 Peachtree Road, N.E.
Atlanta, GA
1000 Abernathy Road
Atlanta, GA

Illinois
One North LaSalle Street
Chicago, IL
875 North Michigan Ave.
Chicago, IL
1415 West 22nd Street
Oak Brook, IL
1572 East Golf Road
Schaumburg, IL
3232 Lake Avenue
Wilmette, IL

Indiana
4729 East 82nd Street
Indianapolis, IN

Kansas
5400 College Boulevard
Overland Park, KS

Maine
Three Canal Plaza
Portland, ME

Maryland
7315 Wisconsin Avenue
Bethesda, MD
One W. Pennsylvania Ave.
Towson, MD

Massachusetts
801 Boylston Street
Boston, MA
155 Congress Street
Boston, MA
300 Granite Street
Braintree, MA
44 Mall Road
Burlington, MA
238 Main Street
Cambridge, MA
405 Cochituate Road
Framingham, MA
416 Belmont Street
Worcester, MA

Semiannual Report 28

Michigan
500 E. Eisenhower Pkwy.
Ann Arbor, MI
280 Old N. Woodward Ave.
Birmingham, MI
43420 Grand River Avenue
Novi, MI
29155 Northwestern Hwy.
Southfield, MI

Minnesota
7600 France Avenue South
Edina, MN

Missouri
1524 South Lindbergh Blvd.
St. Louis, MO

Nevada
2225 Village Walk Drive
Henderson, NV

New Jersey
150 Essex Street
Millburn, NJ
56 South Street
Morristown, NJ
396 Route 17, North
Paramus, NJ
3518 Route 1 North
Princeton, NJ
530 Broad Street
Shrewsbury, NJ

New York
1055 Franklin Avenue
Garden City, NY
37 West Jericho Turnpike
Huntington Station, NY
1271 Avenue of the Americas
New York, NY
980 Madison Avenue
New York, NY
61 Broadway
New York, NY
350 Park Avenue
New York, NY
200 Fifth Avenue
New York, NY
733 Third Avenue
New York, NY
11 Penn Plaza
New York, NY

2070 Broadway
New York, NY
1075 Northern Blvd.
Roslyn, NY
799 Central Park Avenue
Scarsdale, NY

North Carolina
4611 Sharon Road
Charlotte, NC
7011 Fayetteville Road
Durham, NC

Ohio
3805 Edwards Road
Cincinnati, OH
1324 Polaris Parkway
Columbus, OH
28699 Chagrin Boulevard
Woodmere Village, OH

Oregon
7493 SW Bridgeport Road
Tigard, OR

Pennsylvania
600 West DeKalb Pike
King of Prussia, PA
1735 Market Street
Philadelphia, PA
12001 Perry Highway
Wexford, PA

Rhode Island
47 Providence Place
Providence, RI

Tennessee
6150 Poplar Avenue
Memphis, TN

Texas
10000 Research Boulevard
Austin, TX
4001 Northwest Parkway
Dallas, TX
12532 Memorial Drive
Houston, TX
2701 Drexel Drive
Houston, TX
6560 Fannin Street
Houston, TX
6500 N. MacArthur Blvd.
Irving, TX

6005 West Park Boulevard
Plano, TX
14100 San Pedro
San Antonio, TX
1576 East Southlake Blvd.
Southlake, TX
19740 IH 45 North
Spring, TX

Utah
279 West South Temple
Salt Lake City, UT

Virginia
1861 International Drive
McLean, VA

Washington
411 108th Avenue, N.E.
Bellevue, WA
1518 6th Avenue
Seattle, WA

Washington, DC
1900 K Street, N.W.
Washington, DC

Wisconsin
595 North Barker Road
Brookfield, WI

Fidelity Brokerage Services, Inc., 100 Summer St., Boston, MA 02110 Member NYSE/SIPC

29 Semiannual Report

29

To Write Fidelity

We’ll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(such as changing name, address, bank, etc.)

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0002

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway KC1H
Covington, KY 41015

Selling shares
Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Semiannual Report 30

31 Semiannual Report

Investment Adviser
Fidelity Management & Research Company
Boston, MA
Investment Sub Advisers
FMR Co., Inc.
Fidelity Management & Research
(U.K.) Inc.
Fidelity Research & Analysis Company
(formerly Fidelity Management &
Research (Far East) Inc.)
Fidelity International Investment
Advisors
Fidelity Investments Japan Limited
Fidelity International Investment
Advisors (U.K.) Limited
General Distributor
Fidelity Distributors Corporation
Boston, MA
Transfer and Service Agent
Fidelity Service Company, Inc.
Boston, MA
Custodian
Brown Brothers Harriman & Co.
Boston, MA

The Fidelity Telephone Connection
Mutual Fund 24-Hour Service
Exchanges/Redemptions and
Account Assistance	1-800-544-6666
Product Information	1-800-544-6666
Retirement Accounts	1-800-544-4774
(8 a.m. - 9 p.m.)
TDD Service	1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)
Fidelity Automated Service
Telephone (FAST®) (automated phone logo)	1-800-544-5555
(automated phone logo) Automated line for quickest service

FEG USAN-0706
1.786808.103

Fidelity®
Growth Company
Fund

Semiannual Report
May 31, 2006

Contents
Chairman’s Message	3	Ned Johnson’s message to shareholders.
Shareholder Expense	4	An example of shareholder expenses.
Example
Investment Changes	5	A summary of major shifts in the fund’s
		investments over the past six months.
Investments	6	A complete list of the fund’s investments
		with their market values.
Financial Statements	21	Statements of assets and liabilities,
		operations, and changes in net assets,
		as well as financial highlights.
Notes	25	Notes to the financial statements.
Proxy Voting Results	31
Board Approval of	32
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 www.fidelity.com/proxyvotingresults or visit the Securities and Exchange
Commission’s (SEC) web site at 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 Corp. or an affiliated company.

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 quarterly holdings report, semiannual report, or annual report
on Fidelity’s web site at http://www.fidelity.com/holdings.
NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE
Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report 2

Chairman’s Message

(photograph of Edward C. Johnson 3d)

Dear Shareholder:

Although many securities markets made gains in early 2006, there is only one certainty when it comes to investing: There is no sure thing. There are, however, a number of time tested, fundamental investment principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets’ inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets’ best days can significantly diminish investor returns. Patience also affords the benefits of compounding of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn’t eliminate risk, it can considerably lessen the effect of short term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Stud ies indicate that asset allocation is the single most important determinant of a portfolio’s long term success. The right mix of stocks, bonds and cash aligned to your particular risk tolerance and investment objective is very important. Age appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities which historically have been the best performing asset class over time is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more stable fixed investments (bonds or savings plans).

A third investment principle investing regularly can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won’t pay for all your shares at market highs. This strategy known as dollar cost averaging also reduces unconstructive “emotion” from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/ Edward C. Johnson 3d

Edward C. Johnson 3d

3 Semiannual Report

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 (December 1, 2005 to May 31, 2006).

Actual Expenses

The first line of the table below 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. 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.

Hypothetical Example for Comparison Purposes

The second line of the table below 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 share holder 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.

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.

			Expenses Paid
	Beginning	Ending	During Period*
	Account Value	Account Value	December 1, 2005
	December 1, 2005	May 31, 2006	to May 31, 2006
Actual	$ 1,000.00	$ 1,021.00	$ 4.89
Hypothetical (5% return per year
before expenses)	$ 1,000.00	$ 1,020.09	$ 4.89

* Expenses are equal to the Fund’s annualized expense ratio of .97%; multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one half year period).

Semiannual Report

4

Investment Changes
Top Ten Stocks as of May 31, 2006
	% of fund’s	% of fund’s net assets
	net assets	6 months ago
Celgene Corp.	5.1	3.9
Google, Inc. Class A (sub. vtg.)	4.8	5.0
Network Appliance, Inc.	2.8	2.3
Apple Computer, Inc.	2.1	3.8
Monsanto Co.	2.0	2.2
Sepracor, Inc.	1.9	2.2
QUALCOMM, Inc.	1.8	2.0
Red Hat, Inc.	1.7	1.6
Wal Mart Stores, Inc.	1.6	0.6
Elan Corp. PLC sponsored ADR	1.4	0.1
	25.2
Top Five Market Sectors as of May 31, 2006
	% of fund’s	% of fund’s net assets
	net assets	6 months ago
Information Technology	32.3	34.0
Health Care	28.1	31.5
Industrials	9.1	7.3
Consumer Staples	9.1	7.5
Energy	6.5	4.9

5 Semiannual Report

Investments May 31, 2006 (Unaudited)
Showing Percentage of Net Assets
Common Stocks 99.4%
	Shares	Value (Note 1)
		(000s)
CONSUMER DISCRETIONARY – 5.7%
Automobiles – 0.1%
General Motors Corp.	750,000		$ 20,198
Hotels, Restaurants & Leisure 0.6%
Burger King Holdings, Inc.	760,900		14,229
McDonald’s Corp.	65,000		2,156
Starbucks Corp. (a)	3,218,400		114,736
The Cheesecake Factory, Inc. (a)	1,045,977		30,605
Tim Hortons, Inc.	214,200		5,666
			167,392
Household Durables – 0.1%
LG Electronics, Inc.	350,000		25,307
Sealy Corp., Inc.	289,100		3,796
Tupperware Brands Corp.	50,000		1,029
			30,132
Internet & Catalog Retail 0.4%
Amazon.com, Inc. (a)	355,000		12,287
Liberty Media Holding Corp. – Interactive Series A (a)	1,338,831		24,045
Stamps.com, Inc. (a)(e)	2,328,925		69,844
			106,176
Media – 1.6%
CBS Corp. Class B	865,988		22,438
Comcast Corp.:
Class A (a)	2,075,000		66,670
Class A (special) (a)	200,000		6,400
Discovery Holding Co. Class A (a)	85,532		1,186
DreamWorks Animation SKG, Inc. Class A (a)	542,400		14,075
Liberty Global, Inc. Class A	42,766		981
Liberty Media Holding Corp. – Capital Series A (a)	717,766		57,113
News Corp. Class A	2,300,000		43,861
The Walt Disney Co.	3,134,500		95,602
Time Warner, Inc.	3,476,950		59,838
TiVo, Inc. (a)(d)(e)	8,571,659		54,259
Viacom, Inc. Class B (non-vtg.) (a)	420,988		15,892
			438,315
Multiline Retail – 0.4%
Federated Department Stores, Inc.	150,000		10,925
Kohl’s Corp. (a)	100,000		5,369
Target Corp.	1,915,000		93,682
			109,976

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

Semiannual Report 6

Common Stocks continued
	Shares	Value (Note 1)
		(000s)
CONSUMER DISCRETIONARY – continued
Specialty Retail – 2.0%
Bed Bath & Beyond, Inc. (a)	349,200		$ 12,281
Best Buy Co., Inc.	1,572,500		83,343
Gap, Inc.	57,825		1,052
Guitar Center, Inc. (a)	343,900		16,559
Home Depot, Inc.	5,331,150		203,223
Lowe’s Companies, Inc.	1,745,400		108,704
Office Depot, Inc. (a)	770,000		32,009
Staples, Inc.	5,120,602		120,283
			577,454
Textiles, Apparel & Luxury Goods – 0.5%
Coach, Inc. (a)	1,247,200		36,269
NIKE, Inc. Class B	1,127,000		90,509
Under Armour, Inc. Class A (sub. vtg.) (d)	682,700		24,372
			151,150
TOTAL CONSUMER DISCRETIONARY			1,600,793
CONSUMER STAPLES 9.1%
Beverages – 2.0%
PepsiCo, Inc.	5,576,640		337,164
The Coca-Cola Co.	5,297,500		233,249
			570,413
Food & Staples Retailing – 2.7%
Costco Wholesale Corp.	1,790,800		94,787
CVS Corp.	3,137,780		87,544
Sysco Corp.	308,200		9,425
Wal-Mart Stores, Inc.	9,025,300		437,276
Walgreen Co.	1,835,000		74,501
Whole Foods Market, Inc.	1,015,000		65,975
			769,508
Food Products 1.8%
Archer-Daniels Midland Co.	5,895,000		245,055
Campbell Soup Co.	1,305,000		45,923
Dean Foods Co. (a)	326,280		11,648
General Mills, Inc.	237,800		12,339
Hershey Co.	320,000		18,211
Kellogg Co.	1,350,000		63,585
McCormick & Co., Inc. (non-vtg.)	1,225,000		42,201

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

7 Semiannual Report

Investments (Unaudited)  continued
Common Stocks continued
	Shares	Value (Note 1)
		(000s)
CONSUMER STAPLES – continued
Food Products – continued
TreeHouse Foods, Inc. (a)	360,256		$ 9,003
Wm. Wrigley Jr. Co.	1,025,000		46,863
			494,828
Household Products – 2.0%
Clorox Co. (d)	385,000		24,328
Colgate-Palmolive Co.	2,295,000		138,480
Kimberly Clark Corp.	881,600		53,487
Procter & Gamble Co.	6,271,183		340,212
			556,507
Personal Products 0.2%
Avon Products, Inc.	1,980,000		62,766
Tobacco 0.4%
Altria Group, Inc.	1,590,380		115,064
TOTAL CONSUMER STAPLES			2,569,086
ENERGY 6.5%
Energy Equipment & Services – 2.9%
Baker Hughes, Inc.	2,532,500		218,555
Diamond Offshore Drilling, Inc.	827,900		70,984
Schlumberger Ltd. (NY Shares)	3,529,000		231,397
Weatherford International Ltd. (a)	5,680,240		295,600
			816,536
Oil, Gas & Consumable Fuels – 3.6%
Anadarko Petroleum Corp	1,570,000		77,982
Apache Corp.	645,000		41,848
ConocoPhillips	1,553,810		98,341
Devon Energy Corp.	2,040,000		117,014
EnCana Corp.	2,465,000		124,364
EOG Resources, Inc.	1,120,000		73,539
Hess Corp.	2,270,000		340,500
Massey Energy Co.	1,841,950		68,742
Noble Energy, Inc.	850,000		36,941
Sasol Ltd. sponsored ADR	1,310,000		50,265
			1,029,536
TOTAL ENERGY			1,846,072

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

Semiannual Report

8

Common Stocks continued
	Shares	Value (Note 1)
		(000s)
FINANCIALS – 5.5%
Capital Markets 2.5%
Ameriprise Financial, Inc.	8,120,809		$ 371,689
Charles Schwab Corp.	5,651,475		94,154
KKR Private Equity Investors, L.P. Restricted Depositary Units (f)	2,000,000		48,140
Merrill Lynch & Co., Inc.	605,000		43,808
Nomura Holdings, Inc.	6,199,300		122,126
State Street Corp.	510,000		31,671
			711,588
Commercial Banks – 1.0%
Bank of China Ltd. (H Shares)	21,831,000		8,301
Commerce Bancorp, Inc., New Jersey (d)	3,845,000		151,070
Synovus Financial Corp.	1,011,900		26,623
Wells Fargo & Co.	1,460,000		96,900
			282,894
Consumer Finance – 0.8%
American Express Co.	3,652,548		198,553
SLM Corp.	500,000		26,880
			225,433
Diversified Financial Services – 0.5%
Bank of America Corp.	2,280,000		110,352
Citigroup, Inc.	310,197		15,293
			125,645
Insurance – 0.4%
American International Group, Inc.	1,588,750		96,596
Prudential Financial, Inc.	233,000		17,743
			114,339
Thrifts & Mortgage Finance – 0.3%
Fannie Mae	1,609,300		80,063
TOTAL FINANCIALS			1,539,962
HEALTH CARE – 28.0%
Biotechnology – 12.2%
Acadia Pharmaceuticals, Inc. (a)(e)	2,920,000		30,251
Alexion Pharmaceuticals, Inc. (a)(e)	3,138,326		102,027
Alkermes, Inc. (a)(e)	9,110,790		180,576
Amgen, Inc. (a)	1,477,605		99,871
Amylin Pharmaceuticals, Inc. (a)(d)	3,449,700		156,789
Biogen Idec, Inc. (a)	244,164		11,385

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

9 Semiannual Report

Investments (Unaudited)  continued
Common Stocks continued
	Shares	Value (Note 1)
		(000s)
HEALTH CARE – continued
Biotechnology – continued
BioMarin Pharmaceutical, Inc. (a)(e)	8,374,793		$ 108,789
Celgene Corp. (a)(e)	34,421,744		1,426,774
Crucell NV sponsored ADR (a)(d)	1,395,000		32,085
CV Therapeutics, Inc. (a)(d)(e)	4,472,000		74,504
DOV Pharmaceutical, Inc. (a)(d)(e)	2,326,400		7,189
Genentech, Inc. (a)	865,800		71,827
Genzyme Corp. (a)	215,000		12,793
Gilead Sciences, Inc. (a)	850,000		48,731
Human Genome Sciences, Inc. (a)(e)	8,950,010		98,092
Immunomedics, Inc. (a)(d)(e)	4,987,700		13,866
Medarex, Inc. (a)	3,314,720		34,009
MedImmune, Inc. (a)	6,372,800		202,782
Millennium Pharmaceuticals, Inc. (a)	25,000		214
Momenta Pharmaceuticals, Inc. (a)(d)(e)	3,035,500		43,226
Myriad Genetics, Inc. (a)	560,000		14,622
PDL BioPharma, Inc. (a)(e)	7,893,727		159,848
Regeneron Pharmaceuticals, Inc. (a)(e)	5,453,200		70,564
Rigel Pharmaceuticals, Inc. (a)	1,240,000		12,189
Seattle Genetics, Inc. (a)(e)	4,973,417		20,640
Sunesis Pharmaceuticals, Inc. (d)(e)	1,730,000		10,847
Threshold Pharmaceuticals, Inc. (a)(e)	3,733,757		15,308
Vertex Pharmaceuticals, Inc. (a)(e)	10,723,887		369,974
Zymogenetics, Inc. (a)	281,800		4,861
			3,434,633
Health Care Equipment & Supplies – 1.8%
Alcon, Inc.	245,000		26,480
Align Technology, Inc. (a)	295,000		2,180
Boston Scientific Corp. (a)	1,263,000		26,119
Foxhollow Technologies, Inc. (a)(d)	706,300		18,371
Gen-Probe, Inc. (a)(e)	3,564,952		192,507
Given Imaging Ltd. (a)	35,000		608
Hospira, Inc. (a)	2,111,520		94,617
Medtronic, Inc. (d)	539,964		27,263
St. Jude Medical, Inc. (a)	834,200		28,446
Thoratec Corp. (a)(e)	5,231,865		74,136
Zimmer Holdings, Inc. (a)	205,970		12,471
			503,198
Health Care Providers & Services – 1.6%
Cardinal Health, Inc.	1,315,000		87,987

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

Semiannual Report

10

Common Stocks continued
	Shares	Value (Note 1)
		(000s)
HEALTH CARE – continued
Health Care Providers & Services – continued
HCA, Inc.	470,000		$ 20,892
Laboratory Corp. of America Holdings (a)	475,000		28,196
McKesson Corp.	1,485,000		73,508
Medco Health Solutions, Inc. (a)	1,006,360		54,243
Quest Diagnostics, Inc.	620,000		34,559
UnitedHealth Group, Inc.	3,651,400		160,516
			459,901
Health Care Technology – 1.5%
Cerner Corp. (a)(e)	4,483,520		170,284
Eclipsys Corp. (a)	910,000		17,690
Emdeon Corp. (a)(e)	17,379,200		201,773
WebMD Health Corp. Class A (d)(e)	545,200		21,399
			411,146
Life Sciences Tools & Services – 3.0%
Affymetrix, Inc. (a)(e)	6,683,890		183,874
Applera Corp.:
– Applied Biosystems Group	160,100		4,739
– Celera Genomics Group (a)	7,849,848		87,918
Caliper Life Sciences, Inc. (a)	1,040,000		5,346
Dionex Corp. (a)	908,000		48,905
Exelixis, Inc. (a)(e)	8,392,500		91,059
Millipore Corp. (a)(e)	3,510,000		243,594
Ventana Medical Systems, Inc. (a)(e)	3,612,041		171,427
			836,862
Pharmaceuticals – 7.9%
Abbott Laboratories	3,000,200		128,109
Allergan, Inc.	500,000		47,410
Atherogenics, Inc. (a)(d)(e)	3,455,000		45,917
Barr Pharmaceuticals, Inc. (a)	5,175		273
Bristol-Myers Squibb Co.	1,609,700		39,518
Dr. Reddy’s Laboratories Ltd. sponsored ADR (d)	840,000		24,360
Elan Corp. PLC sponsored ADR (a)	21,405,000		402,628
Eli Lilly & Co.	1,580,000		81,591
Forest Laboratories, Inc. (a)	1,105,000		41,415
Johnson & Johnson	6,638,300		399,758
Kos Pharmaceuticals, Inc. (a)	250,000		10,728
Merck & Co., Inc.	1,759,300		58,567
Mylan Laboratories, Inc.	2,465,000		51,543
Pfizer, Inc.	7,151,000		169,193

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

11 Semiannual Report

Investments (Unaudited) continued
Common Stocks continued
	Shares	Value (Note 1)
		(000s)
HEALTH CARE – continued
Pharmaceuticals – continued
Sanofi-Aventis sponsored ADR	45,000		$ 2,127
Schering-Plough Corp.	4,592,600		87,535
Sepracor, Inc. (a)(e)	10,585,573		548,015
Teva Pharmaceutical Industries Ltd. sponsored ADR	65,958		2,402
Wyeth	2,210,200		101,095
			2,242,184
TOTAL HEALTH CARE			7,887,924
INDUSTRIALS – 9.1%
Aerospace & Defense – 1.2%
Embraer – Empresa Brasileira de Aeronautica SA sponsored
ADR	2,680,000		89,646
Honeywell International, Inc.	1,015,000		41,798
Lockheed Martin Corp.	660,100		47,851
The Boeing Co.	1,965,000		163,586
			342,881
Air Freight & Logistics – 0.3%
United Parcel Service, Inc. Class B	1,004,800		80,937
Airlines – 4.5%
AMR Corp. (a)	3,477,500		85,755
Copa Holdings SA (e)	1,575,000		37,485
Gol Linhas Aereas Inteligentes SA sponsored ADR (d)	1,445,000		45,171
JetBlue Airways Corp. (a)(d)(e)	17,370,753		181,003
Ryanair Holdings PLC:
warrants (UBS Warrant Programme) 2/25/08 (a)	3,230,000		27,447
sponsored ADR (a)	735,000		36,008
Southwest Airlines Co.	24,631,263		396,563
UAL Corp. (a)	2,193,283		64,548
US Airways Group, Inc. (a)(d)(e)	8,175,124		381,778
			1,255,758
Commercial Services & Supplies – 0.0%
Monster Worldwide, Inc. (a)	67,900		3,318
Electrical Equipment – 0.4%
Color Kinetics, Inc. (a)(d)(e)	1,841,900		28,218
Energy Conversion Devices, Inc. (a)	1,739,025		69,126
Rockwell Automation, Inc.	290,000		19,801
			117,145

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

Semiannual Report

12

Common Stocks continued
	Shares	Value (Note 1)
		(000s)
INDUSTRIALS – continued
Industrial Conglomerates – 2.0%
3M Co.	2,375,000		$ 198,693
General Electric Co.	11,045,000		378,402
			577,095
Machinery – 0.7%
Caterpillar, Inc.	230,000		16,779
Deere & Co.	1,014,900		86,875
ITT Industries, Inc.	400,000		20,860
Pall Corp. (d)	2,320,000		69,809
			194,323
Road & Rail 0.0%
Norfolk Southern Corp.	50,000		2,638
TOTAL INDUSTRIALS			2,574,095
INFORMATION TECHNOLOGY – 32.3%
Communications Equipment – 4.8%
CIENA Corp. (a)	1,974,400		8,273
Cisco Systems, Inc. (a)	9,462,600		186,224
Comverse Technology, Inc. (a)	1,620,000		36,482
Corning, Inc. (a)	3,763,000		91,253
F5 Networks, Inc. (a)(e)	4,054,723		196,735
Harris Corp.	380,000		15,474
Juniper Networks, Inc. (a)	575,000		9,160
Motorola, Inc.	3,190,000		67,277
NMS Communications Corp. (a)	1,059,494		4,259
QUALCOMM, Inc.	11,368,400		513,965
Redback Networks, Inc. (a)	1,235,000		29,504
Research In Motion Ltd. (a)	1,215,000		78,788
Sonus Networks, Inc. (a)(d)(e)	25,249,570		117,663
			1,355,057
Computers & Peripherals – 7.0%
Apple Computer, Inc. (a)	10,090,000		603,079
Dell, Inc. (a)	3,550,600		90,114
Hewlett-Packard Co.	35,000		1,133
International Business Machines Corp.	49,800		3,979
Lexmark International, Inc. Class A (a)	36,900		2,113
Network Appliance, Inc. (a)(e)	24,617,208		787,751
Palm, Inc. (a)(d)(e)	7,865,888		129,630
SanDisk Corp. (a)	1,935,000		108,882

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

13 Semiannual Report

Investments (Unaudited) continued
Common Stocks continued
	Shares	Value (Note 1)
		(000s)
INFORMATION TECHNOLOGY – continued
Computers & Peripherals – continued
Seagate Technology	1,120,000		$ 26,152
Sun Microsystems, Inc. (a)	38,736,500		180,512
Synaptics, Inc. (a)(e)	2,004,514		47,467
			1,980,812
Electronic Equipment & Instruments – 0.9%
Agilent Technologies, Inc. (a)	870,000		30,354
Itron, Inc. (a)	600,000		35,880
M Flex Electronix, Inc. (a)	275,000		9,149
RAE Systems, Inc. (a)(d)(e)	3,160,000		12,640
Sunpower Corp. Class A (d)(e)	1,122,000		34,098
Symbol Technologies, Inc.	3,624,504		43,023
Trimble Navigation Ltd. (a)	902,500		41,461
Universal Display Corp. (a)(d)(e)	3,007,800		43,974
			250,579
Internet Software & Services – 6.1%
Akamai Technologies, Inc. (a)	1,060,000		33,167
aQuantive, Inc. (a)	2,165,000		53,670
eBay, Inc. (a)	1,542,200		50,600
Google, Inc. Class A (sub. vtg.) (a)	3,647,448		1,356,194
Openwave Systems, Inc. (a)	3,860,000		54,580
VeriSign, Inc. (a)	200,000		4,490
WebSideStory, Inc. (a)	135,000		1,851
Yahoo!, Inc. (a)	4,926,340		155,623
			1,710,175
IT Services – 0.4%
Cognizant Technology Solutions Corp. Class A (a)	1,542,358		90,999
First Data Corp.	50,000		2,306
Hewitt Associates, Inc. Class A (a)	13,800		367
Mastercard, Inc. Class A	750,000		33,705
			127,377
Semiconductors & Semiconductor Equipment – 7.9%
Advanced Micro Devices, Inc. (a)	4,195,000		129,584
Altera Corp. (a)	1,429,400		27,959
Analog Devices, Inc.	424,900		14,332
Applied Materials, Inc.	1,515,400		25,625
ASML Holding NV (NY Shares) (a)	730,000		14,848
Atheros Communications, Inc. (a)(e)	5,109,562		112,870
Atheros Communications, Inc. (a)(e)(f)	1,741,486		38,469
ATI Technologies, Inc. (a)	2,325,000		38,360

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

Semiannual Report

14

Common Stocks continued
	Shares	Value (Note 1)
		(000s)
INFORMATION TECHNOLOGY – continued
Semiconductors & Semiconductor Equipment – continued
Broadcom Corp. Class A (a)	5,255,000		$ 177,672
Cambridge Display Technologies, Inc. (a)(d)	546,638		4,400
Cirrus Logic, Inc. (a)(e)	4,740,000		38,773
Cree, Inc. (a)(d)(e)	7,695,863		197,399
Cypress Semiconductor Corp. (a)(e)	12,185,000		184,968
FEI Co. (a)(d)(e)	1,743,100		40,789
Freescale Semiconductor, Inc. Class B (a)	5,366,846		167,499
Intel Corp.	4,940,800		89,033
International Rectifier Corp. (a)	3,031,300		135,044
KLA Tencor Corp.	510,000		20,930
Linear Technology Corp.	625,800		21,121
Marvell Technology Group Ltd. (a)	3,006,655		143,327
MEMC Electronic Materials, Inc. (a)	2,386,000		83,558
Micron Technology, Inc. (a)	391,800		6,488
MIPS Technologies, Inc. (a)	657,382		3,793
National Semiconductor Corp.	643,204		16,517
NVIDIA Corp. (a)	1,630,000		37,457
Power Integrations, Inc. (a)	62,500		1,101
Rambus, Inc. (a)(d)	4,815,000		116,812
Samsung Electronics Co. Ltd.	50,000		32,066
SigmaTel, Inc. (a)	149,968		822
Silicon Image, Inc. (a)	102,901		980
Silicon Laboratories, Inc. (a)	900,315		35,121
Spansion, Inc.	1,500,000		27,045
Texas Instruments, Inc.	5,101,000		159,304
Virage Logic Corp. (a)(e)	2,096,790		20,339
Xilinx, Inc.	2,230,100		57,983
			2,222,388
Software 5.2%
Adobe Systems, Inc. (a)	2,568,236		73,529
Autodesk, Inc. (a)	100,000		3,639
Cognos, Inc. (a)	345,000		10,570
Fast Search & Transfer ASA (a)(d)	17,189,000		54,560
Microsoft Corp.	17,110,000		387,542
Oracle Corp. (a)	7,195,000		102,313
Red Hat, Inc. (a)(e)	18,349,401		481,121
RSA Security, Inc. (a)	1,470,000		22,094

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

15 Semiannual Report

Investments (Unaudited)  continued
Common Stocks continued
	Shares	Value (Note 1)
		(000s)
INFORMATION TECHNOLOGY – continued
Software – continued
Salesforce.com, Inc. (a)(e)	10,493,624		$ 309,667
Symantec Corp. (a)	1,340,800		20,916
			1,465,951
TOTAL INFORMATION TECHNOLOGY			9,112,339
MATERIALS 2.6%
Chemicals – 2.4%
Dow Chemical Co.	125,000		4,984
Minerals Technologies, Inc. (e)	1,450,000		84,593
Monsanto Co.	6,632,489		558,190
Mosaic Co. (a)	1,270,000		19,761
Potash Corp. of Saskatchewan, Inc.	190,400		17,372
			684,900
Metals & Mining – 0.2%
Barrick Gold Corp. (d)	632,500		19,298
Inco Ltd.	41,000		2,699
Nucor Corp.	405,000		42,634
			64,631
Paper & Forest Products 0.0%
Neenah Paper, Inc.	17,472		536
TOTAL MATERIALS			750,067
TELECOMMUNICATION SERVICES – 0.6%
Diversified Telecommunication Services – 0.1%
Level 3 Communications, Inc. (a)	6,975,000		34,666
Vonage Holdings Corp.	308,500		3,708
			38,374
Wireless Telecommunication Services – 0.5%
ALLTEL Corp.	395,000		24,431
Sprint Nextel Corp.	4,724,449		100,206
Vodafone Group PLC sponsored ADR	37,660		866
			125,503
TOTAL TELECOMMUNICATION SERVICES			163,877
TOTAL COMMON STOCKS
(Cost $23,990,324)			28,044,215

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

Semiannual Report

16

Preferred Stocks 0.1%
	Shares	Value (Note 1)
		(000s)
Convertible Preferred Stocks 0.1%
HEALTH CARE – 0.1%
Biotechnology – 0.1%
Perlegen Sciences, Inc. Series D, 8.00% (f)	12,820,512		$ 25,641
Nonconvertible Preferred Stocks 0.0%
HEALTH CARE – 0.0%
Life Sciences Tools & Services – 0.0%
GeneProt, Inc. Series A (a)(f)	1,373,363		0
TOTAL PREFERRED STOCKS
(Cost $27,437)			25,641
Money Market Funds 3.3%
Fidelity Cash Central Fund, 5.03% (b)	113,755,524		113,756
Fidelity Securities Lending Cash Central Fund, 5.09% (b)(c)	812,376,511		812,377
TOTAL MONEY MARKET FUNDS
(Cost $926,133)			926,133
Cash Equivalents 0.0%
	Maturity
	Amount (000s)
Investments in repurchase agreements (Collateralized by U.S.
Treasury Obligations), in a joint trading account at 4.9%,
dated 5/31/06 due 6/1/06
(Cost $4,511)	$ 4,512		4,511
TOTAL INVESTMENT PORTFOLIO 102.8%
(Cost $24,948,405)		29,000,500
NET OTHER ASSETS – (2.8)%			(791,534)
NET ASSETS 100%			$ 28,208,966

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

17 Semiannual Report

Investments (Unaudited) continued

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to
investment companies and other
accounts managed by Fidelity
Investments. The rate quoted is the
annualized seven-day yield of the fund
at period end. A complete unaudited
listing of the fund’s holdings as of its
most recent quarter end is available
upon request.

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

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

(e) Affiliated company

(f) 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
$112,250,000 or 0.4% of net assets.

Additional information on each holding is as follows:

	Acquisition	Acquisition
Security	Date	Cost (000s)
Atheros
Communications,
Inc.	4/18/01		$ 15,000
GeneProt, Inc.
Series A	7/7/00		$ 7,437
KKR Private
Equity Investors,
L.P. Restricted
Depositary Units	5/3/06		$ 50,000
Perlegen
Sciences, Inc.
Series D, 8.00%	2/23/05		$ 20,000

Affiliated Central Funds

Information regarding fiscal year to date income earned by the fund from the affiliated Central funds is as follows:

Fund	Income earned
	(Amounts in thousands)
Fidelity Cash Central Fund		$ 2,692
Fidelity Securities Lending Cash Central Fund		3,912
Total		$ 6,604

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

	Value,	Purchases	Sales	Dividend	Value, end of
Affiliate	beginning of		Proceeds	Income		period
(Amounts in thousands)	period
Acadia
Pharmaceuticals, Inc.	$  —	$ 41,980	$ —	$ —		$ 30,251
Affymetrix, Inc.	314,343	8,460	—	—		183,874
Alexion
Pharmaceuticals, Inc.	59,825	2,197	—	—		102,027

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

Semiannual Report 18

	Value,	Purchases		Sales	Dividend	Value, end of
Affiliate	beginning of			Proceeds	Income	period
(Amounts in thousands)	period
Alkermes, Inc.	$ 163,931		$ 1,683	$ —	$ —	$ 180,576
AMR Corp.	188,535		—	176,750	—	—
Atherogenics, Inc.	51,790		—	—	—	45,917
Atheros
Communications, Inc.	36,967		25,762	—	—	112,870
Atheros
Communications, Inc.	16,875		—	—	—	38,469
BioMarin
Pharmaceutical, Inc.	39,062		53,815	—	—	108,789
Celgene Corp.	1,033,256		19,322	—	—	1,426,774
Cerner Corp.	216,106		—	—	—	170,284
Cirrus Logic, Inc.	40,937		5,055	9,961	—	38,773
Color Kinetics, Inc.	24,155		5,297	—	—	28,218
Copa Holdings SA			37,145	—	299	37,485
Cree, Inc.	201,892		4,597	—	—	197,399
CV Therapeutics, Inc.	110,098		508	—	—	74,504
Cypress Semiconductor	—
Corp.	197,775		—	15,026	—	184,968
DOV Pharmaceutical,
Inc.	33,268		363	—	—	7,189
Emdeon Corp.	181,528		—	66,572	—	201,773
Exelixis, Inc.	67,075		1,033	—	—	91,059
F5 Networks, Inc.	203,170		13,343	—	—	196,735
FEI Co.	40,880		2,448	8,609	—	40,789
Foxhollow
Technologies, Inc.	34,192		15,773	16,112	—	—
Gen Probe, Inc.	145,258		22,706	—	—	192,507
Guitar Center, Inc.	73,129		15,576	67,727	—	—
Human Genome
Sciences, Inc.	117,984		3,726	43,425	—	98,092
Immunomedics, Inc.	10,125		—	—	—	13,866
International Rectifier
Corp.	126,993		16,759	35,182	—	—
JAMDAT Mobile, Inc.	37,133		—	41,702	—	—
JetBlue Airways Corp.	198,097		14,976	—	—	181,003
Millipore Corp.	279,443		270	61,239	—	243,594
Minerals Technologies,
Inc.	82,099		—	—	145	84,593
Momenta
Pharmaceuticals, Inc.	67,085		—	—	—	43,226
Network Appliance,
Inc.	625,999		112,441	—	—	787,751
NMS Communications
Corp.	12,189		—	7,605	—	—
Openwave Systems,
Inc.	68,682		8,730	10,975	—	—

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

19 Semiannual Report

Investments (Unaudited)  continued
	Value,	Purchases	Sales	Dividend	Value, end of
Affiliate	beginning of		Proceeds	Income	period
(Amounts in thousands)	period
Palm, Inc.	$ 135,385	$ —	$29,609	$ —	$ 129,630
Palomar Medical
Technologies, Inc.	54,696	—	56,948	—	—
PDL BioPharma, Inc.	—	17,978	16,860	—	159,848
PortalPlayer, Inc.	13,536	70,563	63,116	—	—
Protein Design Labs,
Inc.	219,053	—	—	—	—
RAE Systems, Inc.	11,502	—	—	—	12,640
Red Hat, Inc.	432,495	—	—	—	481,121
Regeneron
Pharmaceuticals, Inc.	60,106	1,231	—	—	70,564
Salesforce.com, Inc.	327,163	11,637	3,469	—	309,667
Seattle Genetics, Inc.	8,400	16,748	—	—	20,640
Sepracor, Inc.	581,995	—	—	—	548,015
Sonus Networks, Inc.	102,494	1,576	—		117,663
Stamps.com, Inc.	22,043	33,878	—	—	69,844
Sunesis
Pharmaceuticals, Inc.	4,539	5,844	—	—	10,847
Sunpower Corp.
Class A	19,440	12,708	1,188	—	34,098
Synaptics, Inc.	—	50,796	—		47,467
Thoratec Corp.	98,706	12,156	3,385	—	74,136
Threshold
Pharmaceuticals, Inc.	26,434	25,446	—	—	15,308
TiVo, Inc.	31,894	29,553	5,496	—	54,259
Universal Display Corp.	15,902	22,226	—	—	43,974
US Airways Group,
Inc.	216,798	58,171	—	—	381,778
Ventana Medical
Systems, Inc.	139,100	—	—	—	171,427
Vertex Pharmaceuticals,
Inc.	250,091	31,943	—	—	369,974
Virage Logic Corp.	21,995	—	—	—	20,339
WebMD Health Corp.
Class A	14,442	—	—	—	21,399
Total	$ 7,908,085	$ 836,419	$ 740,956	$ 444	$ 8,307,993

Income Tax Information

At November 30, 2005, the fund had a capital loss carryforward of approximately $3,029,175,000 of which $410,203,000, $2,490,827,000 and $128,145,000 will expire on November 30, 2009, 2010 and 2011, respectively.

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

Semiannual Report

20

Financial Statements
Statement of Assets and Liabilities
Amounts in thousands (except per share amount)	May 31, 2006 (Unaudited)
Assets
Investment in securities, at value (including securities
loaned of $802,594 and repurchase agreements of
$4,511) See accompanying schedule:
Unaffiliated issuers (cost $17,512,961)	$ 19,766,374
Affiliated Central Funds (cost $926,133)	926,133
Other affiliated issuers (cost $6,509,311)	8,307,993
Total Investments (cost $24,948,405)		$ 29,000,500
Cash		158
Receivable for investments sold		236,435
Receivable for fund shares sold		29,652
Dividends receivable		21,105
Interest receivable		425
Prepaid expenses		63
Other affiliated receivables		207
Other receivables		905
Total assets		29,289,450
Liabilities
Payable for investments purchased	$ 214,138
Payable for fund shares redeemed	29,190
Accrued management fee	17,710
Other affiliated payables	5,840
Other payables and accrued expenses	1,229
Collateral on securities loaned, at value	812,377
Total liabilities		1,080,484
Net Assets		$ 28,208,966
Net Assets consist of:
Paid in capital		$ 26,086,076
Accumulated net investment loss		(40,129)
Accumulated undistributed net realized gain (loss) on
investments and foreign currency transactions		(1,889,142)
Net unrealized appreciation (depreciation) on
investments and assets and liabilities in foreign
currencies		4,052,161
Net Assets, for 442,493 shares outstanding		$ 28,208,966
Net Asset Value, offering price and redemption price per
share ($28,208,966 ÷ 442,493 shares)		$ 63.75

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

21 Semiannual Report

Financial Statements continued
Statement of Operations
Amounts in thousands	Six months ended May 31, 2006 (Unaudited)
Investment Income
Dividends (including $444 received from other affiliated
issuers)			$ 91,690
Interest			47
Income from affiliated Central Funds			6,604
Total income			98,341
Expenses
Management fee
Basic fee		$ 82,041
Performance adjustment		23,124
Transfer agent fees		30,406
Accounting and security lending fees		1,035
Independent trustees’ compensation		57
Appreciation in deferred trustee compensation account		37
Custodian fees and expenses		396
Registration fees		249
Audit		101
Legal		217
Miscellaneous		2,061
Total expenses before reductions		139,724
Expense reductions		(1,712)	138,012
Net investment income (loss)			(39,671)
Realized and Unrealized Gain (Loss)
Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers		1,146,976
Other affiliated issuers		166,453
Foreign currency transactions		(30)
Total net realized gain (loss)			1,313,399
Change in net unrealized appreciation (depreciation) on:
Investment securities		(739,038)
Assets and liabilities in foreign currencies		106
Total change in net unrealized appreciation
(depreciation)			(738,932)
Net gain (loss)			574,467
Net increase (decrease) in net assets resulting from
operations			$ 534,796

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

Semiannual Report

22

Statement of Changes in Net Assets
	Six months ended	Year ended
	May 31, 2006	November 30,
Amounts in thousands	(Unaudited)	2005
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ (39,671)	$ (78,390)
Net realized gain (loss)	1,313,399	1,458,143
Change in net unrealized appreciation (depreciation)	(738,932)	2,381,656
Net increase (decrease) in net assets resulting
from operations	534,796	3,761,409
Distributions to shareholders from net investment income	—	(35,960)
Share transactions
Proceeds from sales of shares	3,744,468	4,382,921
Reinvestment of distributions	—	35,473
Cost of shares redeemed	(2,896,686)	(5,486,626)
Net increase (decrease) in net assets resulting from
share transactions	847,782	(1,068,232)
Total increase (decrease) in net assets	1,382,578	2,657,217
Net Assets
Beginning of period	26,826,388	24,169,171
End of period (including accumulated net investment
loss of $40,129 and accumulated net investment loss
of $458, respectively)	$ 28,208,966	$ 26,826,388
Other Information
Shares
Sold	56,674	78,149
Issued in reinvestment of distributions	—	643
Redeemed	(43,846)	(98,355)
Net increase (decrease)	12,828	(19,563)

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

23 Semiannual Report

Financial Highlights
	Six months ended
	May 31, 2006	Years ended November 30,
	(Unaudited)	2005	2004	2003	2002	2001
Selected Per Share Data
Net asset value,
beginning of
period	$ 62.44	$ 53.80	$ 49.40	$ 39.35	$ 52.85	$ 74.76
Income from
Investment
Operations
Net investment
income (loss)D .	(.09)	(.18)	.08E	(.01)	(.16)	(.17)
Net realized and
unrealized gain
(loss)	1.40	8.90	4.32	10.06	(13.34)	(15.03)
Total from invest-
ment operations	1.31	8.72	4.40	10.05	(13.50)	(15.20)
Distributions from net
investment income	—	(.08)	—	—	—	—
Distributions from net
realized gain	—	—	—	—	—	(6.71)
Total distributions	—	(.08)	—	—	—	(6.71)
Net asset value, end
of period	$ 63.75	$ 62.44	$ 53.80	$ 49.40	$ 39.35	$ 52.85
Total ReturnB,C	2.10%	16.23%	8.91%	25.54%	(25.54)%	(22.55)%
Ratios to Average Net AssetsF
Expenses before
reductions	.97%A	.96%	.84%	.85%	1.12%	.98%
Expenses net of
fee waivers, if
any	.97%A	.96%	.84%	.85%	1.12%	.98%
Expenses net of all
reductions	.95%A	.94%	.82%	.83%	1.08%	.95%
Net investment
income (loss)	(.27)%A	(.32)%	.15%	(.03)%	(.38)%	(.29)%
Supplemental Data
Net assets,
end of period
(in millions)	$28,209	$26,826	$24,169	$22,381	$16,423	$22,444
Portfolio turnover
rate	45%A	50%	49%	47%	63%	93%

A Annualized
B Total returns for periods of less than one year are not annualized.
C Total returns would have been lower had certain expenses not been reduced during the periods shown.
D Calculated based on average shares outstanding during the period.
E Investment income per share reflects a special dividend which amounted to $.18 per share.
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 other expense offset arrangements and do not represent the amount paid by the fund 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 fund.

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

Semiannual Report

24

Notes to Financial Statements

For the period ended May 31, 2006 (Unaudited)

(Amounts in thousands except ratios)

1. Significant Accounting Policies.

Fidelity Growth Company Fund (the fund) is a fund of Fidelity Mt. Vernon Street Trust (the trust) and is authorized to issue an unlimited number of shares. Effective the close of business on April 28, 2006, the fund was closed to most new accounts. 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 may invest in affiliated money market central funds (Money Market Central Funds), which are open end investment companies available to investment companies and other accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the fund:

Security Valuation. Investments are valued and net asset value (NAV) per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time. Wherever possible, the fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open end mutual funds are valued at their closing net asset value each business day. Short term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. For example, when developments occur between the close of a market and the close of the NYSE that may materially affect the value of some or all of the securities, or when trading in a security is halted, those securities may be fair valued. Factors used in the determination of fair value may include monitoring news to identify significant market or security specific events such as changes in the value of U.S. securi ties markets, reviewing developments in foreign markets and evaluating the perfor mance of ADRs, futures contracts and exchange traded funds. Because the fund’s utilization of fair value pricing depends on market activity, the frequency with which fair value pricing is used can not be predicted and may be utilized to a significant extent. The value of securities used for NAV calculation under fair value pricing may differ from published prices for the same securities.

25 Semiannual Report

Notes to Financial Statements (Unaudited) continued 

(Amounts in thousands except ratios) 

1. Significant Accounting Policies continued 

Foreign Currency. The fund uses foreign currency contracts to facilitate transactions in foreign denominated securities. 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 trans lated into U.S. dollars at the exchange rate at period end. Purchases and sales of invest ment 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 transac tion 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. Security transactions are accounted for as of trade date. 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. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securi ties. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each fund in the trust.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, their annual compensation. Deferred amounts are treated as though equivalent dollar amounts had been invested in shares of the fund or are invested in a cross section of other Fidelity funds, and are marked to market. Deferred amounts remain in the fund until distributed in accordance with the Plan.

Semiannual Report

26

1. Significant Accounting Policies continued

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. 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 recorded on the ex dividend date. Income and capital gain distribu tions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

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. Temporary book tax differences will reverse in a subsequent period.

Book tax differences are primarily due to foreign currency transactions, deferred trust ees compensation, capital loss carryforwards and losses deferred due to wash sales.

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

Unrealized appreciation	$ 6,502,209
Unrealized depreciation	(2,636,077)
Net unrealized appreciation (depreciation)	$ 3,866,132
Cost for federal income tax purposes	$ 25,134,368
2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (includ ing accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

27 Semiannual Report

Notes to Financial Statements (Unaudited)  continued 

(Amounts in thousands except ratios) 

2. Operating Policies continued 

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.

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short term securities, aggregated $7,325,764 and $6,504,971, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment manage ment 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 a group fee rate that averaged .27% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. 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 fund’s relative investment performance as compared to an appropriate benchmark index. For the period, the total annualized management fee rate, including the performance adjustment, was .73% of the fund’s average net assets.

Transfer Agent Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, is the fund’s transfer, dividend disbursing and shareholder servicing agent. FSC receives account fees and asset based fees that vary according to account size and type of ac count. FSC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual ized rate of .21% of average net assets.

Accounting and Security Lending Fees. FSC maintains the fund’s accounting re cords. The accounting fee is based on the level of average net assets for the 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.

Semiannual Report

28

4. Fees and Other Transactions with Affiliates continued

Affiliated Central Funds. The fund may invest in Money Market Central Funds which seek preservation of capital and current income and are managed by Fidelity Invest ments Money Management, Inc. (FIMM), an affiliate of FMR.

The Money Market Central Funds do not pay a management fee.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $121 for the period.

5. Committed Line of Credit.

The fund participates with other funds managed by FMR in a $4.2 billion credit facility (the “line of credit”) to be utilized for temporary or emergency purposes to fund share holder 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 amounts to $41 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

6. Security Lending.

The fund lends portfolio securities from time to time in order to earn additional income. 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. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. 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. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from affiliated central funds. Net income from lending portfolio securities during the period amounted to $3,912.

29 Semiannual Report

Notes to Financial Statements (Unaudited)  continued 

(Amounts in thousands except ratios) 

7. Expense Reductions. 

Many of the brokers with whom FMR places trades on behalf of the fund provided services to the fund in addition to trade execution. These services included payments of certain expenses on behalf of the fund totaling $864 for the period. In addition, through arrange ments with the fund’s custodian and transfer agent, credits realized as a result of uninvested cash balances were used to reduce the fund’s expenses. During the period, these credits reduced the fund’s custody and transfer agent expenses by $8 and $840, respectively.

8. 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.

Semiannual Report

30

Proxy Voting Results

A special meeting of the fund’s shareholders was held on January 18, 2006. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1
To elect a Board of Trustees.A
	# of	% of
	Votes	Votes
Dennis J. Dirks
Affirmative	16,883,349,710.00	95.103
Withheld	869,334,786.06	4.897
TOTAL	17,752,684,496.06	100.000
Albert R. Gamper, Jr.
Affirmative	16,869,065,718.16	95.023
Withheld	883,618,777.90	4.977
TOTAL	17,752,684,496.06	100.000
Robert M. Gates
Affirmative	16,726,660,786.27	94.220
Withheld	1,026,023,709.79	5.780
TOTAL	17,752,684,496.06	100.000
George H. Heilmeier
Affirmative	16,857,479,441.40	94.957
Withheld	895,205,054.66	5.043
TOTAL	17,752,684,496.06	100.000
Abigail P. Johnson
Affirmative	16,800,825,560.08	94.638
Withheld	951,858,935.98	5.362
TOTAL	17,752,684,496.06	100.000
Edward C. Johnson 3d
Affirmative	16,661,581,676.04	93.854
Withheld	1,091,102,820.02	6.146
TOTAL	17,752,684,496.06	100.000
Stephen P. Jonas
Affirmative	16,863,427,004.66	94.991
Withheld	889,257,491.40	5.009
TOTAL	17,752,684,496.06	100.000

	# of	% of
	Votes	Votes
Marie L. Knowles
Affirmative	16,867,577,907.48	95.014
Withheld	885,106,588.58	4.986
TOTAL	17,752,684,496.06	100.000
Ned C. Lautenbach
Affirmative	16,879,375,270.51	95.081
Withheld	873,309,225.55	4.919
TOTAL	17,752,684,496.06	100.000
William O. McCoy
Affirmative	16,715,727,949.24	94.159
Withheld	1,036,956,546.82	5.841
TOTAL	17,752,684,496.06	100.000
Robert L. Reynolds
Affirmative	16,870,024,631.93	95.028
Withheld	882,659,864.13	4.972
TOTAL	17,752,684,496.06	100.000
Cornelia M. Small
Affirmative	16,872,454,042.41	95.042
Withheld	880,230,453.65	4.958
TOTAL	17,752,684,496.06	100.000
William S. Stavropoulos
Affirmative	16,721,030,252.89	94.189
Withheld	1,031,654,243.17	5.811
TOTAL	17,752,684,496.06	100.000
Kenneth L. Wolfe
Affirmative	16,858,363,618.14	94.962
Withheld	894,320,877.92	5.038
TOTAL	17,752,684,496.06	100.000

^A Denotes trust-wide proposal and voting results.

31 Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Growth Company Fund

On January 19, 2006, the Board of Trustees, including the Independent Trustees (together, the Board), voted to approve a general research services agreement (the Agreement) between FMR, FMR Co., Inc. (FMRC), Fidelity Investments Money Manage ment, Inc. (FIMM), and Fidelity Research & Analysis Company (FRAC) (together, the Investment Advisers) for the fund, effective January 20, 2006, pursuant to which FRAC may provide general research and investment advisory support services to FMRC and FIMM. The Board considered that it has approved previously various sub advisory agreements for the fund with affiliates of FMR that allow FMR to obtain research, non discretionary advice, or discretionary portfolio management at no additional expense to the fund. The Board, assisted by the advice of fund counsel and independent Trustees’ counsel, considered a broad range of information and determined that it would be beneficial for the fund to access the research and investment advisory support services supplied by FRAC at no additional expense to the fund.

The Board reached this determination in part because the new arrangement will involve no changes in (i) the contractual terms of and fees payable under the fund’s manage ment contract or sub advisory agreements; (ii) the investment process or strategies employed in the management of the fund’s assets; (iii) the nature or level of services provided under the fund’s management contract or sub advisory agreements; (iv) the day to day management of the fund or the persons primarily responsible for such man agement; or (v) the ultimate control or beneficial ownership of FMR, FMRC, or FIMM. The Board also considered that the establishment of the Agreement would not necessi tate prior shareholder approval of the Agreement or result in an assignment and termination of the fund’s management contract or sub advisory agreements under the Investment Company Act of 1940.

Because the Board was approving an arrangement with FRAC under which the fund will not bear any additional management fees or expenses and under which the fund’s portfolio manager would not change, it did not consider the fund’s investment perfor mance, competitiveness of management fee and total expenses, costs of services and profitability, or economies of scale to be significant factors in its decision.

In connection with its future renewal of the fund’s management contract and sub advisory agreements, the Board will consider: (i) the nature, extent, and quality of services provided to the fund, including shareholder and administrative services and investment performance; (ii) the competitiveness of the fund’s management fee and total expenses; (iii) the costs of the services and profitability, including the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering, and servicing the fund and its shareholders; and (iv) whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have

Semiannual Report

32

appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the fund’s Agreement is fair and reasonable, and that the fund’s Agreement should be approved.

33 Semiannual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll free number to access account balances, positions, quotes and trading. It’s easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

By PC

Fidelity’s web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

* When you call the quotes line, please remember that a fund’s yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guar anteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Semiannual Report 34

To Write Fidelity

We’ll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(such as changing name, address, bank, etc.)

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0002

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway KC1H
Covington, KY 41015

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

35 Semiannual Report

To Visit Fidelity

For directions and hours,
please call 1-800-544-9797.

Arizona
7001 West Ray Road
Chandler, AZ
15445 N. Scottsdale Road
Scottsdale, AZ

California
815 East Birch Street
Brea, CA
1411 Chapin Avenue
Burlingame, CA
851 East Hamilton Avenue
Campbell, CA
19200 Von Karman Avenue
Irvine, CA
601 Larkspur Landing Circle
Larkspur, CA
10100 Santa Monica Blvd.
Los Angeles, CA
27101 Puerta Real
Mission Viejo, CA
73 575 El Paseo
Palm Desert, CA
251 University Avenue
Palo Alto, CA
123 South Lake Avenue
Pasadena, CA
16995 Bernardo Ctr. Drive
Rancho Bernardo, CA
1220 Roseville Parkway
Roseville, CA
1740 Arden Way
Sacramento, CA
7676 Hazard Center Drive
San Diego, CA
11943 El Camino Real
San Diego, CA
8 Montgomery Street
San Francisco, CA
3793 State Street
Santa Barbara, CA
1200 Wilshire Boulevard
Santa Monica, CA
21701 Hawthorne Boulevard
Torrance, CA

2001 North Main Street
Walnut Creek, CA
6300 Canoga Avenue
Woodland Hills, CA

Colorado
1625 Broadway
Denver, CO
9185 Westview Road
Lone Tree, CO

Connecticut
48 West Putnam Avenue
Greenwich, CT
265 Church Street
New Haven, CT
300 Atlantic Street
Stamford, CT
29 South Main Street
West Hartford, CT

Delaware
400 Delaware Avenue
Wilmington, DE

Florida
4400 N. Federal Highway
Boca Raton, FL
121 Alhambra Plaza
Coral Gables, FL
2948 N. Federal Highway
Ft. Lauderdale, FL
4671 Town Center Parkway
Jacksonville, FL
1907 West State Road 434
Longwood, FL
8880 Tamiami Trail, North
Naples, FL
3501 PGA Boulevard
Palm Beach Gardens, FL
3550 Tamiami Trail, South
Sarasota, FL
1502 N. Westshore Blvd.
Tampa, FL
2465 State Road 7
Wellington, FL

Georgia
3445 Peachtree Road, N.E.
Atlanta, GA
1000 Abernathy Road
Atlanta, GA

Illinois
One North LaSalle Street
Chicago, IL
875 North Michigan Ave.
Chicago, IL
1415 West 22nd Street
Oak Brook, IL
1572 East Golf Road
Schaumburg, IL
3232 Lake Avenue
Wilmette, IL

Indiana
4729 East 82nd Street
Indianapolis, IN

Kansas
5400 College Boulevard
Overland Park, KS

Maine
Three Canal Plaza
Portland, ME

Maryland
7315 Wisconsin Avenue
Bethesda, MD
One W. Pennsylvania Ave.
Towson, MD

Massachusetts
801 Boylston Street
Boston, MA
155 Congress Street
Boston, MA
300 Granite Street
Braintree, MA
44 Mall Road
Burlington, MA
238 Main Street
Cambridge, MA
405 Cochituate Road
Framingham, MA
416 Belmont Street
Worcester, MA

Semiannual Report 36

Michigan
500 E. Eisenhower Pkwy.
Ann Arbor, MI
280 Old N. Woodward Ave.
Birmingham, MI
43420 Grand River Avenue
Novi, MI
29155 Northwestern Hwy.
Southfield, MI

Minnesota
7600 France Avenue South
Edina, MN

Missouri
1524 South Lindbergh Blvd.
St. Louis, MO

Nevada
2225 Village Walk Drive
Henderson, NV

New Jersey
150 Essex Street
Millburn, NJ
56 South Street
Morristown, NJ
396 Route 17, North
Paramus, NJ
3518 Route 1 North
Princeton, NJ
530 Broad Street
Shrewsbury, NJ

New York
1055 Franklin Avenue
Garden City, NY
37 West Jericho Turnpike
Huntington Station, NY
1271 Avenue of the Americas
New York, NY
980 Madison Avenue
New York, NY
61 Broadway
New York, NY
350 Park Avenue
New York, NY
200 Fifth Avenue
New York, NY
733 Third Avenue
New York, NY
11 Penn Plaza
New York, NY

2070 Broadway
New York, NY
1075 Northern Blvd.
Roslyn, NY
799 Central Park Avenue
Scarsdale, NY

North Carolina
4611 Sharon Road
Charlotte, NC
7011 Fayetteville Road
Durham, NC

Ohio
3805 Edwards Road
Cincinnati, OH
1324 Polaris Parkway
Columbus, OH
28699 Chagrin Boulevard
Woodmere Village, OH

Oregon
7493 SW Bridgeport Road
Tigard, OR

Pennsylvania
600 West DeKalb Pike
King of Prussia, PA
1735 Market Street
Philadelphia, PA
12001 Perry Highway
Wexford, PA

Rhode Island
47 Providence Place
Providence, RI

Tennessee
6150 Poplar Avenue
Memphis, TN

Texas
10000 Research Boulevard
Austin, TX
4001 Northwest Parkway
Dallas, TX
12532 Memorial Drive
Houston, TX
2701 Drexel Drive
Houston, TX
6560 Fannin Street
Houston, TX
6500 N. MacArthur Blvd.
Irving, TX

6005 West Park Boulevard
Plano, TX
14100 San Pedro
San Antonio, TX
1576 East Southlake Blvd.
Southlake, TX
19740 IH 45 North
Spring, TX

Utah
279 West South Temple
Salt Lake City, UT

Virginia
1861 International Drive
McLean, VA

Washington
411 108th Avenue, N.E.
Bellevue, WA
1518 6th Avenue
Seattle, WA

Washington, DC
1900 K Street, N.W.
Washington, DC

Wisconsin
595 North Barker Road
Brookfield, WI

Fidelity Brokerage Services, Inc., 100 Summer St., Boston, MA 02110 Member NYSE/SIPC

37 Semiannual Report

37

Semiannual Report

38

39 Semiannual Report

Investment Adviser
Fidelity Management & Research Company
Boston, MA
Investment Sub Advisers
FMR Co., Inc.
Fidelity Management & Research
(U.K.) Inc.
Fidelity Research & Analysis Company
(formerly Fidelity Management &
Research (Far East) Inc.)
Fidelity International Investment
Advisors
Fidelity Investments Japan Limited
Fidelity International Investment
Advisors (U.K.) Limited
General Distributor
Fidelity Distributors Corporation
Boston, MA
Transfer and Service Agent
Fidelity Service Company, Inc.
Boston, MA
Custodian
Brown Brothers Harriman & Co.
Boston, MA

The Fidelity Telephone Connection
Mutual Fund 24-Hour Service
Exchanges/Redemptions
and Account Assistance	1-800-544-6666
Product Information	1-800-544-6666
Retirement Accounts	1-800-544-4774
(8 a.m. - 9 p.m.)
TDD Service	1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)
Fidelity Automated Service
Telephone (FAST®) (automated phone logo)	1-800-544-5555
(automated phone logo)  Automated line for quickest service

GCF USAN-0706
1.786812.103

Fidelity®
New Millennium
Fund®

Semiannual Report
May 31, 2006

Contents
Chairman’s Message	3	Ned Johnson’s message to shareholders.
Shareholder Expense	4	An example of shareholder expenses.
Example
Investment Changes	5	A summary of major shifts in the fund’s
		investments over the past six months.
Investments	6	A complete list of the fund’s investments
		with their market values.
Financial Statements	18	Statements of assets and liabilities,
		operations, and changes in net assets,
		as well as financial highlights.
Notes	22	Notes to the financial statements.
Proxy Voting Results	27
Board Approval of	28
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 www.fidelity.com/proxyvotingresults or visit the Securities and Exchange
Commission’s (SEC) web site at 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 Corp. or an affiliated company.

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 quarterly holdings report, semiannual report, or annual report
on Fidelity’s web site at http://www.fidelity.com/holdings.
NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE
Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report 2

Chairman’s Message

(photograph of Edward C. Johnson 3d)

Dear Shareholder:

Although many securities markets made gains in early 2006, there is only one certainty when it comes to investing: There is no sure thing. There are, however, a number of time tested, fundamental investment principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets’ inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets’ best days can significantly diminish investor returns. Patience also affords the benefits of compounding of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn’t eliminate risk, it can considerably lessen the effect of short term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio’s long term success. The right mix of stocks, bonds and cash aligned to your particular risk tolerance and investment objective is very important. Age appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities which historically have been the best performing asset class over time is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more stable fixed investments (bonds or savings plans).

A third investment principle investing regularly can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won’t pay for all your shares at market highs. This strategy known as dollar cost averaging also reduces unconstructive “emotion” from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/ Edward C. Johnson 3d

Edward C. Johnson 3d

3 Semiannual Report

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 (December 1, 2005 to May 31, 2006).

Actual Expenses

The first line of the table below 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. 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.

Hypothetical Example for Comparison Purposes

The second line of the table below 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 share holder 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.

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.

			Expenses Paid
	Beginning	Ending	During Period*
	Account Value	Account Value	December 1, 2005
	December 1, 2005	May 31, 2006	to May 31, 2006
Actual	$ 1,000.00	$ 1,101.10	$ 5.40
Hypothetical (5% return per year
before expenses)	$ 1,000.00	$ 1,019.80	$ 5.19

* Expenses are equal to the Fund’s annualized expense ratio of 1.03%; multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one half year period).

Semiannual Report

4

Investment Changes
Top Ten Stocks as of May 31, 2006
	% of fund’s	% of fund’s net assets
	net assets	6 months ago
Titanium Metals Corp.	5.9	2.5
Puma AG	4.5	3.2
Smith International, Inc.	3.9	4.5
Joy Global, Inc.	2.7	1.8
Waste Management, Inc.	2.5	0.0
Allegheny Technologies, Inc.	2.3	0.6
RTI International Metals, Inc.	1.8	1.1
AMR Corp.	1.8	0.0
Google, Inc. Class A (sub. vtg.)	1.8	2.0
ASML Holding NV (NY Shares)	1.6	0.2
	28.8
Top Five Market Sectors as of May 31, 2006
	% of fund’s	% of fund’s net assets
	net assets	6 months ago
Industrials	24.6	14.6
Information Technology	20.7	11.7
Materials	14.9	11.1
Energy	11.1	13.8
Consumer Discretionary	10.7	12.4

5 Semiannual Report

Investments May 31, 2006 (Unaudited)
Showing Percentage of Net Assets
Common Stocks 98.2%
	Shares	Value (Note 1)
		(000s)
CONSUMER DISCRETIONARY – 10.7%
Automobiles – 0.7%
Thor Industries, Inc.	517,500		$ 24,881
Distributors – 0.1%
Li & Fung Ltd.	1,743,600		3,596
Hotels, Restaurants & Leisure 0.5%
Buffalo Wild Wings, Inc. (a)	135,400		5,316
Gaylord Entertainment Co. (a)	39,600		1,735
International Game Technology	71,900		2,677
International Speedway Corp. Class A	94,098		4,568
Luby’s, Inc. (a)	219,300		2,289
			16,585
Household Durables – 2.2%
Champion Enterprises, Inc. (a)	2,389,800		28,439
Garmin Ltd. (d)	444,950		41,509
Newell Rubbermaid, Inc.	206,300		5,459
			75,407
Internet & Catalog Retail 0.0%
Coldwater Creek, Inc. (a)	37,100		953
Leisure Equipment & Products – 0.2%
Li Ning Co. Ltd.	1,886,000		1,908
MarineMax, Inc. (a)	103,100		2,966
			4,874
Media – 1.2%
The Walt Disney Co.	742,300		22,640
WPP Group PLC sponsored ADR	271,200		16,706
			39,346
Multiline Retail – 0.2%
Takashimaya Co. Ltd. (d)	404,000		5,420
Specialty Retail – 0.7%
Claire’s Stores, Inc.	109,400		2,972
Dress Barn, Inc. (a)	265,400		6,208
Gymboree Corp. (a)	52,100		1,844
Kahma Co. Ltd.	32,700		900
OfficeMax, Inc.	54,000		2,232
Zumiez, Inc.	246,500		8,280
			22,436
Textiles, Apparel & Luxury Goods – 4.9%
Louis Vuitton Moet Hennessy (LVMH) (d)	78,500		7,717
Luxottica Group Spa sponsored ADR	27,000		737

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

Semiannual Report 6

Common Stocks continued
	Shares	Value (Note 1)
		(000s)
CONSUMER DISCRETIONARY – continued
Textiles, Apparel & Luxury Goods – continued
Polo Ralph Lauren Corp. Class A	117,500		$ 6,639
Puma AG	413,176		150,932
Quiksilver, Inc. (a)	14,500		181
			166,206
TOTAL CONSUMER DISCRETIONARY			359,704
CONSUMER STAPLES 0.7%
Food & Staples Retailing – 0.3%
Longs Drug Stores Corp.	252,000		11,602
Food Products 0.4%
Bunge Ltd.	163,800		9,271
Imperial Sugar Co.	80,900		1,882
Seaboard Corp.	400		525
			11,678
TOTAL CONSUMER STAPLES			23,280
ENERGY 11.1%
Energy Equipment & Services – 4.8%
Atwood Oceanics, Inc. (a)	107,600		5,248
Carbo Ceramics, Inc.	26,900		1,352
Nabors Industries Ltd. (a)	230,400		8,274
Oceaneering International, Inc. (a)	36,000		2,700
Schlumberger Ltd. (NY Shares)	185,000		12,130
Smith International, Inc.	3,198,500		131,011
			160,715
Oil, Gas & Consumable Fuels – 6.3%
Alpha Natural Resources, Inc. (a)	807,400		17,408
Cameco Corp.	737,400		30,259
CNX Gas Corp. (a)	36,000		1,024
CONSOL Energy, Inc.	386,500		34,109
Foundation Coal Holdings, Inc.	224,700		10,186
Frontier Oil Corp.	470,000		26,320
Newfield Exploration Co. (a)	116,000		4,957
Peabody Energy Corp.	130,000		8,104
Plains Exploration & Production Co. (a)	326,500		11,656
Quicksilver Resources, Inc. (a)	180,300		6,323
Tesoro Corp.	128,200		8,732

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

7 Semiannual Report

Investments (Unaudited) continued
Common Stocks continued
	Shares	Value (Note 1)
		(000s)
ENERGY – continued
Oil, Gas & Consumable Fuels – continued
USEC, Inc.	332,900		$ 4,015
Valero Energy Corp.	704,400		43,215
Williams Companies, Inc.	259,600		5,867
			212,175
TOTAL ENERGY			372,890
FINANCIALS – 8.4%
Capital Markets 2.2%
E*TRADE Financial Corp. (a)	1,335,100		32,403
GFI Group, Inc. (a)	187,005		10,166
Nomura Holdings, Inc. sponsored ADR	91,600		1,805
optionsXpress Holdings, Inc.	590,400		17,009
TD Ameritrade Holding Corp.	809,385		13,760
			75,143
Commercial Banks – 0.0%
Bank of China Ltd. (H Shares)	2,752,000		1,046
Consumer Finance – 0.1%
Nelnet, Inc. Class A (a)	78,600		2,937
OMC Card, Inc.	51,000		791
			3,728
Diversified Financial Services – 5.1%
Chicago Mercantile Exchange Holdings, Inc. Class A	102,700		45,322
Hong Kong Exchanges & Clearing Ltd.	832,000		5,614
IntercontinentalExchange, Inc.	170,200		9,480
International Securities Exchange, Inc. Class A	32,900		1,344
Leucadia National Corp.	584,150		37,409
Moody’s Corp.	765,200		40,020
The NASDAQ Stock Market, Inc. (a)	998,600		30,397
TSX Group, Inc.	27,400		1,115
			170,701
Insurance – 0.2%
HCC Insurance Holdings, Inc.	63,600		1,952
W.R. Berkley Corp.	37,775		1,298
XL Capital Ltd. Class A	54,300		3,436
			6,686

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

Semiannual Report

8

Common Stocks continued
	Shares	Value (Note 1)
		(000s)
FINANCIALS – continued
Real Estate Management & Development – 0.7%
CB Richard Ellis Group, Inc. Class A (a)	260,000		$ 20,116
Shun Tak Holdings Ltd.	2,592,000		3,625
			23,741
Thrifts & Mortgage Finance – 0.1%
Farmer Mac Class C (non-vtg.)	70,000		1,754
TOTAL FINANCIALS			282,799
HEALTH CARE – 6.1%
Biotechnology – 2.2%
Amylin Pharmaceuticals, Inc. (a)	62,900		2,859
Anadys Pharmaceuticals, Inc. (a)	36,200		372
Biogen Idec, Inc. (a)	664,200		30,972
Cephalon, Inc. (a)	73,366		4,381
Cubist Pharmaceuticals, Inc. (a)	56,100		1,328
Genentech, Inc. (a)	121,970		10,119
Gilead Sciences, Inc. (a)	328,900		18,856
Neurocrine Biosciences, Inc. (a)	100,200		1,975
Vertex Pharmaceuticals, Inc. (a)	108,500		3,743
			74,605
Health Care Equipment & Supplies – 0.8%
Abaxis, Inc. (a)	36,400		622
Analogic Corp.	25,200		1,440
Hologic, Inc. (a)	537,052		21,208
Meridian Bioscience, Inc.	128,100		3,047
			26,317
Health Care Providers & Services – 2.1%
American Retirement Corp. (a)	88,100		2,838
Brookdale Senior Living, Inc.	120,300		5,949
Capital Senior Living Corp. (a)	140,000		1,540
Cardinal Health, Inc.	217,300		14,540
Emeritus Corp. (a)	30,500		655
Express Scripts, Inc. (a)	117,900		8,640
Health Net, Inc. (a)	169,200		7,279
Humana, Inc. (a)	448,400		22,702
Omnicare, Inc.	151,600		7,028
			71,171
Health Care Technology – 0.3%
Cerner Corp. (a)	288,300		10,950

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

9 Semiannual Report

Investments (Unaudited) continued
Common Stocks continued
	Shares	Value (Note 1)
		(000s)
HEALTH CARE – continued
Life Sciences Tools & Services – 0.3%
Invitrogen Corp. (a)	95,600		$ 6,094
Pharmaceutical Product Development, Inc.	81,800		2,972
Waters Corp. (a)	37,400		1,558
			10,624
Pharmaceuticals – 0.4%
Allergan, Inc.	40,741		3,863
Elan Corp. PLC sponsored ADR (a)	251,200		4,725
Teva Pharmaceutical Industries Ltd. sponsored ADR	111,400		4,056
			12,644
TOTAL HEALTH CARE			206,311
INDUSTRIALS – 24.6%
Aerospace & Defense – 2.5%
General Dynamics Corp.	296,500		18,869
Hexcel Corp. (a)	548,200		11,282
L 3 Communications Holdings, Inc.	260,100		18,977
Precision Castparts Corp.	356,600		20,551
Raytheon Co.	107,700		4,938
Rockwell Collins, Inc.	197,100		10,762
			85,379
Air Freight & Logistics – 1.3%
Forward Air Corp.	178,374		6,675
Hub Group, Inc. Class A (a)	200,258		9,476
UTI Worldwide, Inc.	997,300		27,156
			43,307
Airlines – 2.3%
Alaska Air Group, Inc. (a)	51,500		1,995
AMR Corp. (a)(d)	2,467,800		60,856
UAL Corp. (a)	515,319		15,166
			78,017
Building Products 0.1%
Insteel Industries, Inc.	37,700		1,625
Masco Corp.	72,200		2,240
			3,865
Commercial Services & Supplies – 4.9%
Allied Waste Industries, Inc. (a)	3,282,300		39,158
Avery Dennison Corp.	129,600		7,697

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

Semiannual Report

10

Common Stocks continued
	Shares	Value (Note 1)
		(000s)
INDUSTRIALS – continued
Commercial Services & Supplies – continued
Clean Harbors, Inc. (a)	356,200		$ 12,926
Corporate Executive Board Co.	90,700		9,226
IKON Office Solutions, Inc.	170,300		2,200
Monster Worldwide, Inc. (a)	207,600		10,145
Waste Management, Inc.	2,273,600		83,259
			164,611
Construction & Engineering – 3.7%
Chicago Bridge & Iron Co. NV (NY Shares)	2,171,700		49,254
Comfort Systems USA, Inc.	51,800		673
EMCOR Group, Inc. (a)	77,800		3,741
Fluor Corp.	114,500		10,037
Foster Wheeler Ltd. (a)	66,400		2,938
Granite Construction, Inc.	35,900		1,484
Jacobs Engineering Group, Inc. (a)	161,400		12,594
JGC Corp.	401,000		5,978
Perini Corp. (a)	50,800		1,248
Shaw Group, Inc. (a)	622,500		16,583
Washington Group International, Inc.	337,000		18,161
			122,691
Electrical Equipment – 0.4%
ABB Ltd. sponsored ADR	1,000,200		12,623
Color Kinetics, Inc. (a)	52,451		804
Regal-Beloit Corp.	27,000		1,294
			14,721
Industrial Conglomerates – 0.3%
McDermott International, Inc. (a)	129,400		8,490
Machinery – 4.3%
Bucyrus International, Inc. Class A	152,850		7,801
Gardner Denver, Inc. (a)	35,900		2,709
Hexagon AB (B Shares)	29,640		1,042
Joy Global, Inc.	1,683,050		90,447
Kaydon Corp.	26,400		1,102
Manitowoc Co., Inc.	126,600		5,822
Trinity Industries, Inc.	457,700		28,533
Valmont Industries, Inc.	115,700		5,542
			142,998

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

11 Semiannual Report

Investments (Unaudited)  continued
Common Stocks continued
	Shares	Value (Note 1)
		(000s)
INDUSTRIALS – continued
Marine – 1.6%
Alexander & Baldwin, Inc.	897,569		$ 40,615
Kirby Corp. (a)	180,900		13,591
			54,206
Road & Rail 3.2%
Burlington Northern Santa Fe Corp.	393,700		30,476
Dollar Thrifty Automotive Group, Inc. (a)	43,600		1,983
Florida East Coast Industries, Inc. Class A	98,700		5,469
Kansas City Southern (a)	1,568,400		41,610
Landstar System, Inc.	662,800		29,289
			108,827
TOTAL INDUSTRIALS			827,112
INFORMATION TECHNOLOGY – 20.7%
Communications Equipment – 4.4%
CIENA Corp. (a)	2,779,300		11,645
Cisco Systems, Inc. (a)	1,048,400		20,633
Corning, Inc. (a)	301,200		7,304
Extreme Networks, Inc. (a)	242,400		1,076
F5 Networks, Inc. (a)	31,500		1,528
Foundry Networks, Inc. (a)	826,200		10,625
Harris Corp.	86,700		3,530
Lucent Technologies, Inc. (a)	5,309,500		13,539
Motorola, Inc.	1,033,700		21,801
Nokia Corp. sponsored ADR	671,200		14,411
Powerwave Technologies, Inc. (a)	127,300		1,246
QUALCOMM, Inc.	568,500		25,702
Redback Networks, Inc. (a)	323,100		7,719
Sycamore Networks, Inc. (a)	424,900		1,878
Tellabs, Inc. (a)	320,900		4,589
			147,226
Computers & Peripherals – 1.4%
Diebold, Inc.	38,200		1,624
Intermec, Inc. (a)	1,256,000		28,938
QLogic Corp. (a)	439,700		7,862
Sun Microsystems, Inc. (a)	1,810,000		8,435
			46,859
Electronic Equipment & Instruments – 1.2%
AVX Corp.	310,500		5,083

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

Semiannual Report

12

Common Stocks continued
	Shares	Value (Note 1)
		(000s)
INFORMATION TECHNOLOGY – continued
Electronic Equipment & Instruments – continued
FLIR Systems, Inc. (a)	1,283,000		$ 32,755
Keyence Corp.	7,800		2,006
Molex, Inc.	35,900		1,274
ScanSource, Inc. (a)	8,400		495
			41,613
Internet Software & Services – 2.5%
aQuantive, Inc. (a)	160,600		3,981
Art Technology Group, Inc. (a)	446,318		1,379
Digitas, Inc. (a)	805,916		10,485
Google, Inc. Class A (sub. vtg.) (a)	158,500		58,933
Sohu.com, Inc. (a)	119,900		2,989
Tencent Holdings Ltd.	1,211,000		2,622
Vignette Corp. (a)	265,700		3,621
			84,010
IT Services – 0.5%
CACI International, Inc. Class A (a)	52,600		3,204
Forrester Research, Inc. (a)	97,200		2,489
Gartner, Inc. Class A (a)	720,500		11,276
Global Payments, Inc.	19,600		913
			17,882
Office Electronics – 0.6%
Zebra Technologies Corp. Class A (a)	621,000		21,928
Semiconductors & Semiconductor Equipment – 4.9%
Advanced Micro Devices, Inc. (a)	1,103,200		34,078
Applied Micro Circuits Corp. (a)	1,187,600		3,492
ASML Holding NV (NY Shares) (a)	2,578,400		52,445
Cymer, Inc. (a)	95,200		4,416
EMCORE Corp. (a)	108,800		1,037
Linear Technology Corp.	523,500		17,668
MEMC Electronic Materials, Inc. (a)	567,400		19,870
Micron Technology, Inc. (a)	1,612,800		26,708
NVIDIA Corp. (a)	107,800		2,477
Siliconware Precision Industries Co. Ltd. sponsored ADR (d)	278,000		1,690
Vimicro International Corp. sponsored ADR	14,300		234
			164,115
Software 5.2%
Activision, Inc. (a)	450,806		5,892
Aspen Technology, Inc. (a)	346,000		4,048

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

13 Semiannual Report

Investments (Unaudited)  continued
Common Stocks continued
	Shares	Value (Note 1)
		(000s)
INFORMATION TECHNOLOGY – continued
Software – continued
Autodesk, Inc. (a)	882,900		$ 32,129
Citrix Systems, Inc. (a)	869,900		32,691
Cognos, Inc. (a)	92,900		2,846
FactSet Research Systems, Inc.	59,300		2,663
Fair, Isaac & Co., Inc.	530,900		18,884
Informatica Corp. (a)	72,000		1,012
Intergraph Corp. (a)	125,620		4,466
Manhattan Associates, Inc. (a)	94,300		1,897
NAVTEQ Corp. (a)	419,100		17,497
Oracle Corp. (a)	1,164,300		16,556
Synopsys, Inc. (a)	1,616,800		33,031
			173,612
TOTAL INFORMATION TECHNOLOGY			697,245
MATERIALS 14.9%
Chemicals – 1.5%
Cytec Industries, Inc.	306,000		17,619
Potash Corp. of Saskatchewan, Inc.	332,600		30,346
Sigma Aldrich Corp.	38,000		2,638
Tokuyama Corp.	64,000		971
			51,574
Construction Materials 1.6%
Headwaters, Inc. (a)(d)	136,900		3,758
Martin Marietta Materials, Inc.	518,600		47,457
Vulcan Materials Co.	47,100		3,676
			54,891
Metals & Mining – 11.0%
Agnico-Eagle Mines Ltd. (d)	108,800		3,646
Allegheny Technologies, Inc.	1,220,900		77,686
ASA Bermuda Ltd.	287,900		17,982
Carpenter Technology Corp.	35,500		3,969
RTI International Metals, Inc. (a)	1,013,500		60,861
Steel Dynamics, Inc.	128,100		7,441
Titanium Metals Corp. (a)(d)	5,500,400		199,058
			370,643
Paper & Forest Products 0.8%
P.H. Glatfelter Co.	179,800		3,143
Sino-Forest Corp. (a)	216,600		1,111

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

Semiannual Report

14

Common Stocks continued
	Shares	Value (Note 1)
		(000s)
MATERIALS – continued
Paper & Forest Products – continued
Stella-Jones, Inc.	112,200		$ 2,048
Weyerhaeuser Co.	308,300		19,719
			26,021
TOTAL MATERIALS			503,129
TELECOMMUNICATION SERVICES – 0.7%
Diversified Telecommunication Services – 0.2%
Level 3 Communications, Inc. (a)	649,500		3,228
Qwest Communications International, Inc. (a)	216,500		1,518
Time Warner Telecom, Inc. Class A (sub. vtg.) (a)	170,300		2,594
			7,340
Wireless Telecommunication Services – 0.5%
American Tower Corp. Class A (a)	182,300		5,646
Leap Wireless International, Inc. (a)	138,682		6,078
Linktone Ltd. sponsored ADR (a)	430,500		2,962
			14,686
TOTAL TELECOMMUNICATION SERVICES			22,026
UTILITIES – 0.3%
Independent Power Producers & Energy Traders – 0.2%
NRG Energy, Inc. (a)	42,500		2,114
Ormat Technologies, Inc.	26,500		988
TXU Corp.	99,200		5,684
			8,786
Multi-Utilities – 0.1%
Suez SA sponsored ADR	62,800		2,417
TOTAL UTILITIES			11,203
TOTAL COMMON STOCKS
(Cost $2,356,024)			3,305,699

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

15 Semiannual Report

Investments (Unaudited) continued
Convertible Preferred Stocks 0.0%
	Shares	Value (Note 1)
		(000s)
INFORMATION TECHNOLOGY – 0.0%
Communications Equipment – 0.0%
Chorum Technologies, Inc. Series E (a)(e)
(Cost $278)	18,500		$ 0
Money Market Funds 9.4%
Fidelity Cash Central Fund, 5.03% (b)	63,217,507		63,218
Fidelity Securities Lending Cash Central Fund, 5.09% (b)(c)	251,150,015		251,150
TOTAL MONEY MARKET FUNDS
(Cost $314,368)			314,368
TOTAL INVESTMENT PORTFOLIO 107.6%
(Cost $2,670,670)			3,620,067
NET OTHER ASSETS – (7.6)%			(254,580)
NET ASSETS 100%			$ 3,365,487

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to
investment companies and other
accounts managed by Fidelity
Investments. The rate quoted is the
annualized seven-day yield of the fund
at period end. A complete unaudited
listing of the fund’s holdings as of its
most recent quarter end is available
upon request.

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

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

(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 $0 or 0.0% of
net assets.

Additional information on each holding is as follows:

	Acquisition	Acquisition
Security	Date	Cost (000s)
Chorum
Technologies, Inc.
Series E	9/19/00		$ 278

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

Semiannual Report 16

Affiliated Central Funds

Information regarding fiscal year to date income earned by the fund from the affiliated Central funds is as follows:

Fund	Income earned
	(Amounts in thousands)
Fidelity Cash Central Fund		$ 1,733
Fidelity Securities Lending Cash Central Fund		1,951
Total		$ 3,684

Distribution of investments by country of issue, as a percentage of total net assets, is as follows:

United States of America	83.4%
Germany	4.5%
Netherlands	3.1%
Canada	2.1%
Cayman Islands	1.2%
Bermuda	1.0%
Others (individually less than 1%) .	4.7%
	100.0%

Income Tax Information

At November 30, 2005, the fund had a capital loss carryforward of approximately $26,063,000 all of which will expire on November 30, 2010.

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

17 Semiannual Report

Financial Statements
Statement of Assets and Liabilities
Amounts in thousands (except per share amount)	May 31, 2006 (Unaudited)
Assets
Investment in securities, at value (including securities
loaned of $250,264) See accompanying schedule:
Unaffiliated issuers (cost $2,356,302)	$ 3,305,699
Affiliated Central Funds (cost $314,368)	314,368
Total Investments (cost $2,670,670)		$ 3,620,067
Cash		9
Receivable for investments sold		6,095
Receivable for fund shares sold		1,705
Dividends receivable		1,417
Interest receivable		269
Prepaid expenses		8
Other receivables		305
Total assets		3,629,875
Liabilities
Payable for investments purchased	$ 5,478
Payable for fund shares redeemed	4,540
Accrued management fee	2,380
Other affiliated payables	660
Other payables and accrued expenses	180
Collateral on securities loaned, at value	251,150
Total liabilities		264,388
Net Assets		$ 3,365,487
Net Assets consist of:
Paid in capital		$ 2,198,162
Accumulated net investment loss		(3,795)
Accumulated undistributed net realized gain (loss) on
investments and foreign currency transactions		221,720
Net unrealized appreciation (depreciation) on
investments and assets and liabilities in foreign
currencies		949,400
Net Assets, for 89,604 shares outstanding		$ 3,365,487
Net Asset Value, offering price and redemption price per
share ($3,365,487 ÷ 89,604 shares)		$ 37.56

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

Semiannual Report

18

Statement of Operations
Amounts in thousands	Six months ended May 31, 2006 (Unaudited)
Investment Income
Dividends			$ 10,937
Interest			6
Income from affiliated Central Funds (including $1,951
from security lending)			3,684
Total income			14,627
Expenses
Management fee
Basic fee		$ 11,202
Performance adjustment		3,242
Transfer agent fees		3,386
Accounting and security lending fees		509
Independent trustees’ compensation		7
Custodian fees and expenses		61
Registration fees		36
Audit		40
Legal		28
Miscellaneous		265
Total expenses before reductions		18,776
Expense reductions		(357)	18,419
Net investment income (loss)			(3,792)
Realized and Unrealized Gain (Loss)
Net realized gain (loss) on:
Investment securities:
Unaffiliated issuers		250,394
Foreign currency transactions		(10)
Total net realized gain (loss)			250,384
Change in net unrealized appreciation (depreciation) on:
Investment securities		105,262
Assets and liabilities in foreign currencies		3
Total change in net unrealized appreciation
(depreciation)			105,265
Net gain (loss)			355,649
Net increase (decrease) in net assets resulting from
operations			$ 351,857

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

19 Semiannual Report

Financial Statements continued
Statement of Changes in Net Assets
	Six months ended	Year ended
	May 31, 2006	November 30,
Amounts in thousands	(Unaudited)	2005
Increase (Decrease) in Net Assets
Operations
Net investment income (loss)	$ (3,792)	$ (472)
Net realized gain (loss)	250,384	261,586
Change in net unrealized appreciation (depreciation) .	105,265	82,553
Net increase (decrease) in net assets resulting
from operations	351,857	343,667
Share transactions
Proceeds from sales of shares	301,346	451,709
Cost of shares redeemed	(698,694)	(934,052)
Net increase (decrease) in net assets resulting from
share transactions	(397,348)	(482,343)
Total increase (decrease) in net assets	(45,491)	(138,676)
Net Assets
Beginning of period	3,410,978	3,549,654
End of period (including accumulated net investment
loss of $3,795 and accumulated net investment loss
of $3, respectively)	$ 3,365,487	$ 3,410,978
Other Information
Shares
Sold	7,988	14,540
Redeemed	(18,380)	(30,139)
Net increase (decrease)	(10,392)	(15,599)

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

Semiannual Report

20

Financial Highlights
	Six months ended
	May 31, 2006		Years ended November 30,
	(Unaudited)		2005	2004	2003	2002	2001
Selected Per Share Data
Net asset value,
beginning of period		$ 34.11	$ 30.71	$ 30.27	$ 23.97	$ 26.67	$ 40.51
Income from Investment
Operations
Net investment
income (loss)E		(.04)	—I	(.05)F	—G,I	(.09)	(.09)
Net realized and un
realized gain (loss)		3.49	3.40	.50	6.30	(2.61)	(4.14)
Total from investment
operations		3.45	3.40	.45	6.30	(2.70)	(4.23)
Distributions from net
investment income		—	—	(.01)	—	—	—
Distributions from net
realized gain		—	—	—	—	—	(9.61)
Total distributions		—	—	(.01)	—	—	(9.61)
Net asset value,
end of period		$ 37.56	$ 34.11	$ 30.71	$ 30.27	$ 23.97	$ 26.67
Total ReturnB,C,D		10.11%	11.07%	1.49%	26.28%	(10.12)%	(15.02)%
Ratios to Average Net AssetsH
Expenses before
reductions		1.03%A	.86%	.96%	.81%	1.07%	1.01%
Expenses net of fee
waivers, if any		1.03%A	.86%	.96%	.81%	1.07%	1.01%
Expenses net of all
reductions		1.01%A	.80%	.92%	.76%	1.02%	.98%
Net investment
income (loss)		(.21)%A	(.01)%	(.18)%	.02%	(.38)%	(.30)%
Supplemental Data
Net assets, end of
period (in millions)		$ 3,365	$ 3,411	$ 3,550	$ 3,621	$ 2,715	$ 2,829
Portfolio turnover
rate		98%A	120%	96%	97%	91%	85%

A Annualized
B Total returns for periods of less than one year are not annualized.
C Total returns would have been lower had certain expenses not been reduced during the periods shown.
D Total returns do not include the effect of the former sales charges.
E Calculated based on average shares outstanding during the period.
F Investment income per share reflects a special dividend which amounted to $.03 per share.
G Investment income per share reflects a special dividend which amounted to $.02 per share.
H Expense ratios reflect operating expenses of the fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reduc
tions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the fund 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 fund.
I Amount represents less than $.01 per share.

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

21 Semiannual Report

Notes to Financial Statements

For the period ended May 31, 2006 (Unaudited)

(Amounts in thousands except ratios)

1. Significant Accounting Policies.

Fidelity New Millennium Fund (the fund) is a fund of Fidelity Mt. Vernon Street Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is regis tered 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 may invest in affiliated money market central funds (Money Market Central Funds), which are open end investment companies available to investment companies and other accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the fund:

Security Valuation. Investments are valued and net asset value (NAV) per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time. Wherever possible, the fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open end mutual funds, are valued at their closing net asset value each business day. Short term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. For example, when developments occur between the close of a market and the close of the NYSE that may materially affect the value of some or all of the securities, or when trading in a security is halted, those securities may be fair valued. Factors used in the determination of fair value may include monitoring news to identify significant market or security specific events such as changes in the value of U.S. securi ties markets, reviewing developments in foreign markets and evaluating the perfor mance of ADRs, futures contracts and exchange traded funds. Because the fund’s utilization of fair value pricing depends on market activity, the frequency with which fair value pricing is used can not be predicted and may be utilized to a significant extent. The value of securities used for NAV calculation under fair value pricing may differ from published prices for the same securities.

Semiannual Report

22

1. Significant Accounting Policies continued

Foreign Currency. The fund uses foreign currency contracts to facilitate transactions in foreign denominated securities. 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 rate 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. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. 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. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The fund esti mates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each fund in the trust.

Income Tax Information and Distributions to Shareholders. Each year, the fund intends to qualify as a regulated investment company by distributing all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code. As a result, no provision for income taxes is required in the accompanying financial statements. 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 recorded on the ex dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

23 Semiannual Report

Notes to Financial Statements (Unaudited) continued 

(Amounts in thousands except ratios) 

1. Significant Accounting Policies continued 

Income Tax Information and Distributions to Shareholders continued 

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. Temporary book tax differences will reverse in a subsequent period.

Book tax differences are primarily due to foreign currency transactions, deferred trust ees compensation, net operating losses, capital loss carryforwards and losses deferred due to wash sales.

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

Unrealized appreciation	$ 1,035,102
Unrealized depreciation	(86,804)
Net unrealized appreciation (depreciation)	$ 948,298
Cost for federal income tax purposes	$ 2,671,769
2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

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.

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short term securities, aggregated $1,727,379 and $2,097,587, respectively.

Semiannual Report

24

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the fund with investment man agement 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 .35% of the fund’s average net assets and a group fee rate that averaged .27% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. 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 fund’s relative investment performance as compared to an appropriate benchmark index. For the period, the total annualized management fee rate, including the performance adjustment, was .80% of the fund’s average net assets.

Transfer Agent Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, is the fund’s transfer, dividend disbursing and shareholder servicing agent. FSC receives account fees and asset based fees that vary according to account size and type of account. FSC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual ized rate of .19% of average net assets.

Accounting and Security Lending Fees. FSC maintains the fund’s accounting re cords. The accounting fee is based on the level of average net assets for the 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.

Affiliated Central Funds. The fund may invest in Money Market Central Funds which seek preservation of capital and current income and are managed by Fidelity Invest ments Money Management, Inc. (FIMM), an affiliate of Fidelity Management & Research Company, FMR.

The Money Market Central Funds do not pay a management fee.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $29 for the period.

5. Committed Line of Credit.

The fund participates with other funds managed by FMR in a $4.2 billion credit facility (the “line of credit”) to be utilized for temporary or emergency purposes to fund share holder redemptions or for other short term liquidity purposes. The fund has agreed to

25 Semiannual Report

Notes to Financial Statements (Unaudited)  continued 

(Amounts in thousands except ratios) 

5. Committed Line of Credit continued 

pay commitment fees on its pro rata portion of the line of credit, which amounts to $5 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

6. Security Lending.

The fund lends portfolio securities from time to time in order to earn additional income. 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. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. 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. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities.

7. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the fund provided services to the fund in addition to trade execution. These services included payments of certain expenses on behalf of the fund totaling $329 for the period. In addition, through arrange ments with the fund’s custodian and transfer agent, credits realized as a result of uninvested cash balances were used to reduce the fund’s expenses. During the period, these credits reduced the fund’s custody and transfer agent expenses by $2 and $26, respectively.

8. 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.

Semiannual Report

26

Proxy Voting Results

A special meeting of the fund’s shareholders was held on January 18, 2006. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1
To elect a Board of Trustees.A
	# of	% of
	Votes	Votes
Dennis J. Dirks
Affirmative	16,883,349,710.00	95.103
Withheld	869,334,786.06	4.897
TOTAL	17,752,684,496.06	100.000
Albert R. Gamper, Jr.
Affirmative	16,869,065,718.16	95.023
Withheld	883,618,777.90	4.977
TOTAL	17,752,684,496.06	100.000
Robert M. Gates
Affirmative	16,726,660,786.27	94.220
Withheld	1,026,023,709.79	5.780
TOTAL	17,752,684,496.06	100.000
George H. Heilmeier
Affirmative	16,857,479,441.40	94.957
Withheld	895,205,054.66	5.043
TOTAL	17,752,684,496.06	100.000
Abigail P. Johnson
Affirmative	16,800,825,560.08	94.638
Withheld	951,858,935.98	5.362
TOTAL	17,752,684,496.06	100.000
Edward C. Johnson 3d
Affirmative	16,661,581,676.04	93.854
Withheld	1,091,102,820.02	6.146
TOTAL	17,752,684,496.06	100.000
Stephen P. Jonas
Affirmative	16,863,427,004.66	94.991
Withheld	889,257,491.40	5.009
TOTAL	17,752,684,496.06	100.000

	# of	% of
	Votes	Votes
Marie L. Knowles
Affirmative	16,867,577,907.48	95.014
Withheld	885,106,588.58	4.986
TOTAL	17,752,684,496.06	100.000
Ned C. Lautenbach
Affirmative	16,879,375,270.51	95.081
Withheld	873,309,225.55	4.919
TOTAL	17,752,684,496.06	100.000
William O. McCoy
Affirmative	16,715,727,949.24	94.159
Withheld	1,036,956,546.82	5.841
TOTAL	17,752,684,496.06	100.000
Robert L. Reynolds
Affirmative	16,870,024,631.93	95.028
Withheld	882,659,864.13	4.972
TOTAL	17,752,684,496.06	100.000
Cornelia M. Small
Affirmative	16,872,454,042.41	95.042
Withheld	880,230,453.65	4.958
TOTAL	17,752,684,496.06	100.000
William S. Stavropoulos
Affirmative	16,721,030,252.89	94.189
Withheld	1,031,654,243.17	5.811
TOTAL	17,752,684,496.06	100.000
Kenneth L. Wolfe
Affirmative	16,858,363,618.14	94.962
Withheld	894,320,877.92	5.038
TOTAL	17,752,684,496.06	100.000

^A Denotes trust-wide proposal and voting results.

27 Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity New Millennium Fund

On January 19, 2006, the Board of Trustees, including the Independent Trustees (together, the Board), voted to approve a general research services agreement (the Agreement) between FMR, FMR Co., Inc. (FMRC), Fidelity Investments Money Manage ment, Inc. (FIMM), and Fidelity Research & Analysis Company (FRAC) (together, the Investment Advisers) for the fund, effective January 20, 2006, pursuant to which FRAC may provide general research and investment advisory support services to FMRC and FIMM. The Board considered that it has approved previously various sub advisory agreements for the fund with affiliates of FMR that allow FMR to obtain research, non discretionary advice, or discretionary portfolio management at no additional expense to the fund. The Board, assisted by the advice of fund counsel and independent Trustees’ counsel, considered a broad range of information and determined that it would be beneficial for the fund to access the research and investment advisory support services supplied by FRAC at no additional expense to the fund.

The Board reached this determination in part because the new arrangement will involve no changes in (i) the contractual terms of and fees payable under the fund’s manage ment contract or sub advisory agreements; (ii) the investment process or strategies employed in the management of the fund’s assets; (iii) the nature or level of services provided under the fund’s management contract or sub advisory agreements; (iv) the day to day management of the fund or the persons primarily responsible for such man agement; or (v) the ultimate control or beneficial ownership of FMR, FMRC, or FIMM. The Board also considered that the establishment of the Agreement would not necessi tate prior shareholder approval of the Agreement or result in an assignment and termination of the fund’s management contract or sub advisory agreements under the Investment Company Act of 1940.

Because the Board was approving an arrangement with FRAC under which the fund will not bear any additional management fees or expenses and under which the fund’s portfolio manager would not change, it did not consider the fund’s investment perfor mance, competitiveness of management fee and total expenses, costs of services and profitability, or economies of scale to be significant factors in its decision.

In connection with its future renewal of the fund’s management contract and sub advisory agreements, the Board will consider: (i) the nature, extent, and quality of services provided to the fund, including shareholder and administrative services and investment performance; (ii) the competitiveness of the fund’s management fee and total expenses; (iii) the costs of the services and profitability, including the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering, and servicing the fund and its shareholders; and (iv) whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have

Semiannual Report

28

appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the fund’s Agreement is fair and reasonable, and that the fund’s Agreement should be approved.

29 Semiannual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll free number to access account balances, positions, quotes and trading. It’s easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

By PC

Fidelity’s web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

* When you call the quotes line, please remember that a fund’s yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guar anteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Semiannual Report 30

To Write Fidelity

We’ll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(such as changing name, address, bank, etc.)
Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0002

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway KC1H
Covington, KY 41015

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

31 Semiannual Report

Investment Adviser
Fidelity Management & Research Company
Boston, MA
Investment Sub Advisers
FMR Co., Inc.
Fidelity Management & Research
(U.K.) Inc.
Fidelity Research & Analysis Company
(formerly Fidelity Management &
Research (Far East) Inc.)
Fidelity International Investment
Advisors
Fidelity Investments Japan Limited
Fidelity International Investment
Advisors (U.K.) Limited
General Distributor
Fidelity Distributors Corporation
Boston, MA
Transfer and Service Agent
Fidelity Service Company, Inc.
Boston, MA
Custodian
JPMorgan Chase Bank
New York, NY

The Fidelity Telephone Connection
Mutual Fund 24-Hour Service
Exchanges/Redemptions
and Account Assistance	1-800-544-6666
Product Information	1-800-544-6666
Retirement Accounts	1-800-544-4774
(8 a.m. - 9 p.m.)
TDD Service	1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)
Fidelity Automated Service
Telephone (FAST®) (automated phone logo)	1-800-544-5555
(automated phone logo)  Automated line for quickest service

NMF USAN-0706
1.786815.103

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. Schedule of Investments

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 Mt. Vernon Street Trust's Board of Trustees.

Item 11. Controls and Procedures

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

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

By:	/s/Christine Reynolds
	Christine Reynolds
	President and Treasurer
Date:	July 14, 2006

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/Christine Reynolds
	Christine Reynolds
	President and Treasurer
Date:	July 14, 2006

By:	/s/Paul M. Murphy
	Paul M. Murphy
	Chief Financial Officer
Date:	July 14, 2006

EX-99.CERT

Exhibit EX-99.CERT

I, Christine Reynolds, certify that:

1. I have reviewed this report on Form N-CSR of Fidelity Mt. Vernon Street Trust;

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

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

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

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

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

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

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

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

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

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

Date: July 14, 2006

/s/Christine Reynolds

Christine Reynolds

President and Treasurer

I, Paul M. Murphy, certify that:

1. I have reviewed this report on Form N-CSR of Fidelity Mt. Vernon Street Trust;

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

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

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

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

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

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

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

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

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

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

Date: July 14, 2006

/s/Paul M. Murphy

Paul M. Murphy

Chief Financial Officer

EX-99.906 CERT

Exhibit EX-99.906CERT

Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code)

In connection with the attached Report of Fidelity Mt. Vernon Street Trust (the "Trust") on Form N-CSR to be filed with the Securities and Exchange Commission (the "Report"), each of the undersigned officers of the Trust does hereby certify that, to the best of such officer's knowledge:

1. The Report fully complies with the requirements of 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Trust as of, and for, the periods presented in the Report.

Dated: July 14, 2006

/s/Christine Reynolds

Christine Reynolds

President and Treasurer

Dated: July 14, 2006

/s/Paul M. Murphy

Paul M. Murphy

Chief Financial Officer

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to the Trust and will be retained by the Trust and furnished to the Securities and Exchange Commission or its staff upon request.