N-CSRS 1 Main.htm

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 811-3785

Fidelity Advisor Series I
(Exact name of registrant as specified in charter)

245 Summer St., Boston, Massachusetts 02210
(Address of principal executive offices)       (Zip code)

Scott C. Goebel, Secretary

245 Summer St.

Boston, Massachusetts 02210
(Name and address of agent for service)

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

Date of fiscal year end:

November 30

 

 

Date of reporting period:

May 31, 2014

This report on Form N-CSR relates solely to the Registrant's Fidelity Advisor Equity Value Fund, Fidelity Advisor Growth Opportunities Fund, Fidelity Advisor Growth & Income Fund, Fidelity Advisor Large Cap Fund and Fidelity Advisor Small Cap Fund series (each, a "Fund" and collectively, the "Funds").

Item 1. Reports to Stockholders

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Equity Value

Fund - Institutional Class

Semiannual Report

May 31, 2014

(Fidelity Cover Art)


Contents

Shareholder Expense Example

(Click Here)

An example of shareholder expenses.

Investment Changes

(Click Here)

A summary of major shifts in the fund's investments over the past six months.

Investments

(Click Here)

A complete list of the fund's investments with their market values.

Financial Statements

(Click Here)

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

(Click Here)

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) website at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2014 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report


Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 1, 2013 to May 31, 2014).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

 

Annualized
Expense Ratio
B

Beginning
Account Value
December 1, 2013

Ending
Account Value
May 31, 2014

Expenses Paid
During Period
*
December 1, 2013
to May 31, 2014

Class A

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 1,088.40

$ 6.51

HypotheticalA

 

$ 1,000.00

$ 1,018.70

$ 6.29

Class T

1.50%

 

 

 

Actual

 

$ 1,000.00

$ 1,086.60

$ 7.80

HypotheticalA

 

$ 1,000.00

$ 1,017.45

$ 7.54

Class B

2.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,083.60

$ 10.39

HypotheticalA

 

$ 1,000.00

$ 1,014.96

$ 10.05

Class C

2.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,083.50

$ 10.39

HypotheticalA

 

$ 1,000.00

$ 1,014.96

$ 10.05

Institutional Class

.96%

 

 

 

Actual

 

$ 1,000.00

$ 1,089.50

$ 5.00

HypotheticalA

 

$ 1,000.00

$ 1,020.14

$ 4.84

A 5% return per year before expenses

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

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

Semiannual Report


Investment Changes (Unaudited)

Top Ten Stocks as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

JPMorgan Chase & Co.

3.8

4.3

Chevron Corp.

3.5

3.9

Johnson & Johnson

3.4

0.0

Wells Fargo & Co.

3.2

3.4

Berkshire Hathaway, Inc. Class B

3.2

2.8

Apple, Inc.

2.4

2.3

Exxon Mobil Corp.

2.4

2.8

Cisco Systems, Inc.

2.3

2.1

U.S. Bancorp

2.3

2.6

Verizon Communications, Inc.

2.2

0.0

 

28.7

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

27.4

27.1

Health Care

16.7

17.2

Information Technology

15.3

14.0

Energy

10.1

12.8

Consumer Staples

8.1

8.4

Asset Allocation (% of fund's net assets)

As of May 31, 2014 *

As of November 30, 2013 **

evi105916

Stocks 98.0%

 

evi105916

Stocks 98.0%

 

evi105919

Convertible Securities 0.0%

 

evi105921

Convertible Securities 0.7%

 

evi105923

Short-Term Investments and Net Other Assets (Liabilities) 2.0%

 

evi105923

Short-Term Investments and Net Other Assets (Liabilities) 1.3%

 

* Foreign investments

13.6%

 

** Foreign investments

17.7%

 

evi105926

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 96.5%

Shares

Value

CONSUMER DISCRETIONARY - 7.4%

Auto Components - 0.9%

Hyundai Mobis

3,074

$ 867,358

Diversified Consumer Services - 0.3%

Steiner Leisure Ltd. (a)

6,932

278,528

Media - 1.8%

John Wiley & Sons, Inc. Class A

9,315

510,276

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

15,400

1,314,082

 

1,824,358

Multiline Retail - 1.5%

Macy's, Inc.

19,547

1,170,670

Target Corp.

6,200

351,912

 

1,522,582

Specialty Retail - 2.4%

AutoZone, Inc. (a)

1,515

806,738

Bed Bath & Beyond, Inc. (a)

18,400

1,119,640

Express, Inc. (a)

14,400

181,584

GNC Holdings, Inc.

6,700

247,364

 

2,355,326

Textiles, Apparel & Luxury Goods - 0.5%

Coach, Inc.

11,465

466,740

TOTAL CONSUMER DISCRETIONARY

7,314,892

CONSUMER STAPLES - 8.1%

Beverages - 1.2%

C&C Group PLC

88,155

540,758

Molson Coors Brewing Co. Class B

10,300

677,019

 

1,217,777

Food & Staples Retailing - 3.9%

CVS Caremark Corp.

24,500

1,918,840

Kroger Co.

20,796

992,801

Wal-Mart Stores, Inc.

12,300

944,271

 

3,855,912

Food Products - 0.9%

The J.M. Smucker Co.

8,279

849,425

Household Products - 0.5%

Central Garden & Pet Co. Class A (non-vtg.) (a)

54,541

434,146

Common Stocks - continued

Shares

Value

CONSUMER STAPLES - continued

Tobacco - 1.6%

British American Tobacco PLC sponsored ADR

4,355

$ 528,087

Lorillard, Inc.

17,000

1,056,890

 

1,584,977

TOTAL CONSUMER STAPLES

7,942,237

ENERGY - 10.1%

Energy Equipment & Services - 0.8%

National Oilwell Varco, Inc.

9,900

810,513

Oil, Gas & Consumable Fuels - 9.3%

Chevron Corp.

28,697

3,523,705

Exxon Mobil Corp.

23,272

2,339,534

Marathon Petroleum Corp.

10,100

902,839

Phillips 66 Co.

12,600

1,068,354

Suncor Energy, Inc.

22,400

862,079

Woodside Petroleum Ltd.

12,617

495,161

 

9,191,672

TOTAL ENERGY

10,002,185

FINANCIALS - 27.4%

Banks - 10.1%

JPMorgan Chase & Co.

67,552

3,753,863

SunTrust Banks, Inc.

19,700

754,904

U.S. Bancorp

53,366

2,251,512

Wells Fargo & Co.

63,332

3,215,999

 

9,976,278

Capital Markets - 1.6%

East Capital Explorer AB (a)

13,008

114,685

Fortress Investment Group LLC

34,700

246,370

GP Investments Ltd. Class A (depositary receipt) (a)

246,400

461,938

MLP AG

66,188

458,339

The Blackstone Group LP

9,400

292,152

 

1,573,484

Consumer Finance - 2.6%

American Express Co.

10,500

960,750

Capital One Financial Corp.

20,818

1,642,332

 

2,603,082

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Diversified Financial Services - 3.2%

Berkshire Hathaway, Inc. Class B (a)

24,269

$ 3,114,683

Insurance - 6.0%

ACE Ltd.

10,800

1,120,068

Allied World Assurance Co. Holdings Ltd.

12,000

450,000

Allstate Corp.

17,800

1,037,028

Everest Re Group Ltd.

5,096

815,462

Fidelity National Financial, Inc. Class A

26,480

882,843

Prudential PLC

22,258

517,763

The Travelers Companies, Inc.

11,687

1,092,150

 

5,915,314

Real Estate Investment Trusts - 3.9%

American Capital Agency Corp.

54,701

1,298,055

Annaly Capital Management, Inc.

111,605

1,315,823

MFA Financial, Inc.

156,236

1,285,822

 

3,899,700

TOTAL FINANCIALS

27,082,541

HEALTH CARE - 16.7%

Biotechnology - 1.7%

Amgen, Inc.

14,400

1,670,256

Health Care Equipment & Supplies - 1.1%

Medtronic, Inc.

17,800

1,086,334

Health Care Providers & Services - 6.7%

Cigna Corp.

16,362

1,468,980

Express Scripts Holding Co. (a)

21,699

1,550,828

Humana, Inc.

5,750

715,645

Select Medical Holdings Corp.

64,121

971,433

UnitedHealth Group, Inc.

24,000

1,911,120

 

6,618,006

Pharmaceuticals - 7.2%

GlaxoSmithKline PLC sponsored ADR (d)

19,924

1,074,701

Johnson & Johnson

32,992

3,347,368

Mylan, Inc. (a)

10,705

533,537

Teva Pharmaceutical Industries Ltd. sponsored ADR

42,632

2,152,490

 

7,108,096

TOTAL HEALTH CARE

16,482,692

Common Stocks - continued

Shares

Value

INDUSTRIALS - 4.7%

Machinery - 2.3%

Deere & Co.

10,210

$ 930,846

Global Brass & Copper Holdings, Inc.

22,951

369,970

Valmont Industries, Inc.

6,200

960,690

 

2,261,506

Professional Services - 2.4%

Dun & Bradstreet Corp.

18,535

1,913,739

VSE Corp.

7,900

489,089

 

2,402,828

TOTAL INDUSTRIALS

4,664,334

INFORMATION TECHNOLOGY - 13.8%

Communications Equipment - 2.3%

Cisco Systems, Inc.

93,782

2,308,913

Electronic Equipment & Components - 0.5%

TE Connectivity Ltd.

8,498

505,291

IT Services - 3.5%

Amdocs Ltd.

15,457

743,791

Fiserv, Inc. (a)

14,800

889,628

IBM Corp.

6,540

1,205,714

The Western Union Co.

35,200

569,184

 

3,408,317

Software - 3.0%

Microsoft Corp.

35,800

1,465,652

Oracle Corp.

34,487

1,449,144

 

2,914,796

Technology Hardware, Storage & Peripherals - 4.5%

Apple, Inc.

3,700

2,342,100

EMC Corp.

48,200

1,280,192

Hewlett-Packard Co.

24,939

835,457

 

4,457,749

TOTAL INFORMATION TECHNOLOGY

13,595,066

MATERIALS - 2.5%

Chemicals - 1.6%

Agrium, Inc.

8,000

718,325

CF Industries Holdings, Inc.

3,655

889,298

 

1,607,623

Common Stocks - continued

Shares

Value

MATERIALS - continued

Containers & Packaging - 0.6%

Ball Corp.

9,600

$ 579,456

Paper & Forest Products - 0.3%

Schweitzer-Mauduit International, Inc.

5,800

241,744

TOTAL MATERIALS

2,428,823

TELECOMMUNICATION SERVICES - 2.2%

Diversified Telecommunication Services - 2.2%

Verizon Communications, Inc.

44,000

2,198,240

UTILITIES - 3.6%

Electric Utilities - 2.9%

American Electric Power Co., Inc.

21,900

1,168,365

Edison International

19,593

1,080,358

Xcel Energy, Inc.

21,500

661,340

 

2,910,063

Multi-Utilities - 0.7%

CMS Energy Corp.

22,500

669,375

TOTAL UTILITIES

3,579,438

TOTAL COMMON STOCKS

(Cost $78,655,111)


95,290,448

Nonconvertible Preferred Stocks - 1.5%

 

 

 

 

INFORMATION TECHNOLOGY - 1.5%

Semiconductors & Semiconductor Equipment - 1.5%

Samsung Electronics Co. Ltd.

(Cost $1,324,654)

1,380


1,496,679

Money Market Funds - 4.5%

Shares

Value

Fidelity Cash Central Fund, 0.10% (b)

3,738,457

$ 3,738,457

Fidelity Securities Lending Cash Central Fund, 0.10% (b)(c)

660,450

660,450

TOTAL MONEY MARKET FUNDS

(Cost $4,398,907)


4,398,907

TOTAL INVESTMENT PORTFOLIO - 102.5%

(Cost $84,378,672)

101,186,034

NET OTHER ASSETS (LIABILITIES) - (2.5)%

(2,486,924)

NET ASSETS - 100%

$ 98,699,110

Legend

(a) Non-income producing

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 1,410

Fidelity Securities Lending Cash Central Fund

805

Total

$ 2,215

Other Information

The following is a summary of the inputs used, as of May 31, 2014, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 7,314,892

$ 7,314,892

$ -

$ -

Consumer Staples

7,942,237

7,942,237

-

-

Energy

10,002,185

10,002,185

-

-

Financials

27,082,541

26,564,778

517,763

-

Health Care

16,482,692

16,482,692

-

-

Industrials

4,664,334

4,664,334

-

-

Information Technology

15,091,745

15,091,745

-

-

Materials

2,428,823

2,428,823

-

-

Telecommunication Services

2,198,240

2,198,240

-

-

Utilities

3,579,438

3,579,438

-

-

Money Market Funds

4,398,907

4,398,907

-

-

Total Investments in Securities:

$ 101,186,034

$ 100,668,271

$ 517,763

$ -

Distribution of investments by country or territory of incorporation, as a percentage of total net assets, is as follows (Unaudited):

United States of America

86.4%

Korea (South)

2.4%

Israel

2.2%

United Kingdom

2.1%

Switzerland

2.1%

Canada

1.6%

Bermuda

1.3%

Others (Individually Less Than 1%)

1.9%

 

100.0%

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

Semiannual Report


Financial Statements

Statement of Assets and Liabilities

  

May 31, 2014 (Unaudited)

 

 

 

Assets

Investment in securities, at value (including securities loaned of $641,886) - See accompanying schedule:

Unaffiliated issuers (cost $79,979,765)

$ 96,787,127

 

Fidelity Central Funds (cost $4,398,907)

4,398,907

 

Total Investments (cost $84,378,672)

 

$ 101,186,034

Cash

 

49,593

Receivable for investments sold

1,820

Receivable for fund shares sold

73,141

Dividends receivable

220,588

Distributions receivable from Fidelity Central Funds

400

Prepaid expenses

34

Other receivables

189

Total assets

101,531,799

 

 

 

Liabilities

Payable for investments purchased

$ 1,802,948

Payable for fund shares redeemed

229,130

Accrued management fee

49,721

Distribution and service plan fees payable

36,864

Other affiliated payables

22,012

Other payables and accrued expenses

31,564

Collateral on securities loaned, at value

660,450

Total liabilities

2,832,689

 

 

 

Net Assets

$ 98,699,110

Net Assets consist of:

 

Paid in capital

$ 93,057,637

Undistributed net investment income

400,340

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(11,566,252)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

16,807,385

Net Assets

$ 98,699,110

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

May 31, 2014 (Unaudited)

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($45,394,105 ÷ 3,019,175 shares)

$ 15.04

 

 

 

Maximum offering price per share (100/94.25 of $15.04)

$ 15.96

Class T:
Net Asset Value
and redemption price per share ($30,254,523 ÷ 2,014,891 shares)

$ 15.02

 

 

 

Maximum offering price per share (100/96.50 of $15.02)

$ 15.56

Class B:
Net Asset Value
and offering price per share ($2,839,479 ÷ 190,426 shares)A

$ 14.91

 

 

 

Class C:
Net Asset Value
and offering price per share ($16,007,777 ÷ 1,086,051 shares)A

$ 14.74

 

 

 

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($4,203,226 ÷ 275,379 shares)

$ 15.26

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

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

Semiannual Report

Statement of Operations

  

Six months ended May 31, 2014 (Unaudited)

 

  

  

Investment Income

  

  

Dividends

 

$ 1,010,993

Interest

 

8,460

Income from Fidelity Central Funds

 

2,215

Total income

 

1,021,668

 

 

 

Expenses

Management fee
Basic fee

$ 245,889

Performance adjustment

(6,108)

Transfer agent fees

111,541

Distribution and service plan fees

202,367

Accounting and security lending fees

17,400

Custodian fees and expenses

6,821

Independent trustees' compensation

172

Registration fees

57,551

Audit

30,757

Legal

194

Miscellaneous

395

Total expenses before reductions

666,979

Expense reductions

(19,121)

647,858

Net investment income (loss)

373,810

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

7,178,905

Foreign currency transactions

(2,789)

Total net realized gain (loss)

 

7,176,116

Change in net unrealized appreciation (depreciation) on:

Investment securities

48,080

Assets and liabilities in foreign currencies

(65)

Total change in net unrealized appreciation (depreciation)

 

48,015

Net gain (loss)

7,224,131

Net increase (decrease) in net assets resulting from operations

$ 7,597,941

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Six months ended May 31, 2014
(Unaudited)

Year ended
November 30, 2013

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 373,810

$ 635,621

Net realized gain (loss)

7,176,116

10,296,440

Change in net unrealized appreciation (depreciation)

48,015

9,888,493

Net increase (decrease) in net assets resulting
from operations

7,597,941

20,820,554

Distributions to shareholders from net investment income

(521,742)

(666,191)

Share transactions - net increase (decrease)

6,503,486

581,153

Total increase (decrease) in net assets

13,579,685

20,735,516

 

 

 

Net Assets

Beginning of period

85,119,425

64,383,909

End of period (including undistributed net investment income of $400,340 and undistributed net investment income of $548,272, respectively)

$ 98,699,110

$ 85,119,425

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

Semiannual Report

Financial Highlights - Class A

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.93

$ 10.60

$ 9.09

$ 8.85

$ 8.07

$ 6.70

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .07

  .13

  .12

  .06

  .07H

  .06

Net realized and unrealized gain (loss)

  1.15

  3.33

  1.44

  .27

  .77

  1.42

Total from investment operations

  1.22

  3.46

  1.56

  .33

  .84

  1.48

Distributions from net investment income

  (.11)

  (.13)

  (.05)

  (.09)

  (.06)

  (.11)

Net asset value, end of period

$ 15.04

$ 13.93

$ 10.60

$ 9.09

$ 8.85

$ 8.07

Total Return B, C, D

  8.84%

  33.09%

  17.27%

  3.72%

  10.42%

  22.49%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.29% A

  1.22%

  1.30%

  1.27%

  1.28%

  1.33%

Expenses net of fee waivers, if any

  1.25% A

  1.22%

  1.25%

  1.25%

  1.25%

  1.25%

Expenses net of all reductions

  1.25% A

  1.20%

  1.25%

  1.25%

  1.25%

  1.24%

Net investment income (loss)

  1.04% A

  1.07%

  1.20%

  .59%

  .83% H

  .89%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 45,394

$ 39,538

$ 29,282

$ 27,910

$ 34,244

$ 36,306

Portfolio turnover rate G

  73% A

  68%

  77%

  65%

  103%

  135%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H Investment income per share reflects a large, non-recurring dividend which amounted to $.05 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .20%.

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

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

Semiannual Report

Financial Highlights - Class T

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.90

$ 10.57

$ 9.06

$ 8.81

$ 8.04

$ 6.67

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .06

  .10

  .09

  .03

  .05H

  .04

Net realized and unrealized gain (loss)

  1.14

  3.34

  1.44

  .28

  .76

  1.42

Total from investment operations

  1.20

  3.44

  1.53

  .31

  .81

  1.46

Distributions from net investment income

  (.08)

  (.11)

  (.02)

  (.06)

  (.04)

  (.09)

Net asset value, end of period

$ 15.02

$ 13.90

$ 10.57

$ 9.06

$ 8.81

$ 8.04

Total Return B, C, D

  8.66%

  32.82%

  16.94%

  3.53%

  10.06%

  22.12%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.55% A

  1.48%

  1.55%

  1.53%

  1.54%

  1.59%

Expenses net of fee waivers, if any

  1.50% A

  1.48%

  1.50%

  1.50%

  1.50%

  1.50%

Expenses net of all reductions

  1.50% A

  1.46%

  1.50%

  1.50%

  1.49%

  1.49%

Net investment income (loss)

  .79% A

  .81%

  .95%

  .34%

  .58% H

  .64%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 30,255

$ 27,241

$ 21,212

$ 21,319

$ 25,208

$ 29,288

Portfolio turnover rate G

  73% A

  68%

  77%

  65%

  103%

  135%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H Investment income per share reflects a large, non-recurring dividend which amounted to $.05 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.05)%.

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

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

Semiannual Report

Financial Highlights - Class B

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.76

$ 10.45

$ 8.98

$ 8.73

$ 7.96

$ 6.57

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .02

  .04

  .04

  (.01)

  .01H

  .01

Net realized and unrealized gain (loss)

  1.13

  3.31

  1.43

  .27

  .76

  1.40

Total from investment operations

  1.15

  3.35

  1.47

  .26

  .77

  1.41

Distributions from net investment income

  -

  (.04)

  -

  (.01)

  -

  (.02)

Net asset value, end of period

$ 14.91

$ 13.76

$ 10.45

$ 8.98

$ 8.73

$ 7.96

Total Return B, C, D

  8.36%

  32.13%

  16.37%

  2.96%

  9.67%

  21.46%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  2.09% A

  1.99%

  2.06%

  2.02%

  2.03%

  2.08%

Expenses net of fee waivers, if any

  2.00% A

  1.99%

  2.00%

  2.00%

  2.00%

  2.00%

Expenses net of all reductions

  2.00% A

  1.97%

  2.00%

  2.00%

  1.99%

  1.99%

Net investment income (loss)

  .29% A

  .30%

  .45%

  (.16)%

  .08% H

  .14%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,839

$ 2,886

$ 2,981

$ 3,884

$ 5,478

$ 7,007

Portfolio turnover rate G

  73% A

  68%

  77%

  65%

  103%

  135%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H Investment income per share reflects a large, non-recurring dividend which amounted to $.05 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.55)%.

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

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

Semiannual Report

Financial Highlights - Class C

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.63

$ 10.37

$ 8.91

$ 8.67

$ 7.91

$ 6.55

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .02

  .04

  .04

  (.01)

  .01H

  .01

Net realized and unrealized gain (loss)

  1.12

  3.28

  1.42

  .27

  .75

  1.39

Total from investment operations

  1.14

  3.32

  1.46

  .26

  .76

  1.40

Distributions from net investment income

  (.03)

  (.06)

  -

  (.02)

  - J

  (.04)

Net asset value, end of period

$ 14.74

$ 13.63

$ 10.37

$ 8.91

$ 8.67

$ 7.91

Total Return B, C, D

  8.35%

  32.16%

  16.39%

  2.95%

  9.64%

  21.46%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  2.05% A

  1.97%

  2.05%

  2.02%

  2.03%

  2.08%

Expenses net of fee waivers, if any

  2.00% A

  1.97%

  2.00%

  2.00%

  2.00%

  2.00%

Expenses net of all reductions

  2.00% A

  1.96%

  2.00%

  2.00%

  1.99%

  1.99%

Net investment income (loss)

  .29% A

  .32%

  .45%

  (.16)%

  .08% H

  .14%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 16,008

$ 12,329

$ 8,785

$ 8,922

$ 10,265

$ 11,556

Portfolio turnover rate G

  73% A

  68%

  77%

  65%

  103%

  135%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H Investment income per share reflects a large, non-recurring dividend which amounted to $.05 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.55)%.

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

J Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Institutional Class

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 14.16

$ 10.75

$ 9.22

$ 8.97

$ 8.18

$ 6.80

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .10

  .17

  .15

  .08

  .09G

  .08

Net realized and unrealized gain (loss)

  1.15

  3.39

  1.45

  .29

  .78

  1.43

Total from investment operations

  1.25

  3.56

  1.60

  .37

  .87

  1.51

Distributions from net investment income

  (.15)

  (.15)

  (.07)

  (.12)

  (.08)

  (.13)

Net asset value, end of period

$ 15.26

$ 14.16

$ 10.75

$ 9.22

$ 8.97

$ 8.18

Total Return B, C

  8.95%

  33.61%

  17.49%

  4.05%

  10.65%

  22.71%

Ratios to Average Net Assets E, H

 

 

 

 

 

Expenses before reductions

  .96% A

  .89%

  .96%

  1.01%

  1.03%

  1.08%

Expenses net of fee waivers, if any

  .96% A

  .89%

  .96%

  1.00%

  1.00%

  1.00%

Expenses net of all reductions

  .96% A

  .87%

  .96%

  1.00%

  1.00%

  1.00%

Net investment income (loss)

  1.32% A

  1.40%

  1.49%

  .84%

  1.08% G

  1.14%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 4,203

$ 3,126

$ 2,123

$ 3,381

$ 6,617

$ 6,168

Portfolio turnover rate F

  73% A

  68%

  77%

  65%

  103%

  135%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G Investment income per share reflects a large, non-recurring dividend which amounted to $.05 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .45%.

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

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

Semiannual Report


Notes to Financial Statements

For the period ended May 31, 2014 (Unaudited)

1. Organization.

Fidelity Advisor® Equity Value Fund (the Fund) is a fund of Fidelity Advisor Series I (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase.

2. Investments in Fidelity Central Funds.

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

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .01%.

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

3. Significant Accounting Policies.

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

Semiannual Report

3. Significant Accounting Policies - continued

the financial statements. The following summarizes the significant accounting policies of the Fund:

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

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

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of May 31, 2014, is included at the end of the Fund's Schedule of Investments.

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

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

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

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

Semiannual Report

3. Significant Accounting Policies - continued

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

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

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

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

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount, capital loss carryforwards, loss deferred due to wash sales and excise tax regulations.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Gross unrealized appreciation

$ 16,915,534

Gross unrealized depreciation

(507,483)

Net unrealized appreciation (depreciation) on securities and other investments

$ 16,408,051

 

 

Tax cost

$ 84,777,983

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

Fiscal year of expiration

 

2017

$ (18,333,795)

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $37,485,159 and $31,897,467, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the Institutional Class of the Fund as compared to its benchmark index, the Russell 3000® Value Index, over the same 36 month performance period. For the reporting period, the total annualized management fee rate, including the performance adjustment, was .54% of the Fund's average net assets. The performance adjustment included in the management fee rate may be higher or lower than the maximum performance adjustment rate due to the difference between the average net assets for the reporting and performance periods.

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

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 52,102

$ 919

Class T

.25%

.25%

69,640

436

Class B

.75%

.25%

14,181

10,662

Class C

.75%

.25%

66,444

9,101

 

 

 

$ 202,367

$ 21,118

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

5. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

 

Retained
by FDC

Class A

$ 13,554

Class T

2,872

Class B*

309

Class C*

580

 

$ 17,315

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

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

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

 

Amount

% of
Average
Net Assets
*

Class A

$ 51,216

.25

Class T

35,793

.26

Class B

4,286

.30

Class C

17,075

.26

Institutional Class

3,171

.17

 

$ 111,541

 

* Annualized

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $1,223 for the period.

Semiannual Report

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $79 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $805. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

The investment adviser voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

8. Expense Reductions - continued

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement

 

 

 

Class A

1.25%

$ 7,684

Class T

1.50%

6,583

Class B

2.00%

1,317

Class C

2.00%

3,181

 

 

$ 18,765

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $355 for the period.

In addition, through arrangements with the Fund's custodian, 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 expenses by $1.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
May 31,
2014

Year ended
November 30,
2013

From net investment income

 

 

Class A

$ 313,844

$ 368,863

Class T

150,475

207,812

Class B

-

10,127

Class C

23,680

48,842

Institutional Class

33,743

30,547

Total

$ 521,742

$ 666,191

Semiannual Report

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Six months ended May 31,
2014

Year ended
November 30,
2013

Six months ended May 31,
2014

Year ended
November 30,
2013

Class A

 

 

 

 

Shares sold

451,567

583,952

$ 6,481,617

$ 7,135,653

Reinvestment of distributions

21,597

32,284

293,073

339,948

Shares redeemed

(291,908)

(541,866)

(4,199,120)

(6,484,059)

Net increase (decrease)

181,256

74,370

$ 2,575,570

$ 991,542

Class T

 

 

 

 

Shares sold

279,120

369,830

$ 4,015,237

$ 4,472,830

Reinvestment of distributions

10,805

19,297

146,522

203,195

Shares redeemed

(235,289)

(436,241)

(3,342,574)

(5,247,116)

Net increase (decrease)

54,636

(47,114)

$ 819,185

$ (571,091)

Class B

 

 

 

 

Shares sold

16,418

6,153

$ 234,341

$ 75,269

Reinvestment of distributions

-

894

-

9,368

Shares redeemed

(35,742)

(82,657)

(508,295)

(973,124)

Net increase (decrease)

(19,324)

(75,610)

$ (273,954)

$ (888,487)

Class C

 

 

 

 

Shares sold

241,359

203,559

$ 3,433,383

$ 2,446,409

Reinvestment of distributions

1,582

4,183

21,115

43,420

Shares redeemed

(61,764)

(150,316)

(862,518)

(1,733,957)

Net increase (decrease)

181,177

57,426

$ 2,591,980

$ 755,872

Institutional Class

 

 

 

 

Shares sold

90,529

65,871

$ 1,316,191

$ 815,361

Reinvestment of distributions

2,352

2,690

32,366

28,699

Shares redeemed

(38,210)

(45,258)

(557,852)

(550,743)

Net increase (decrease)

54,671

23,303

$ 790,705

$ 293,317

11. 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

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research (Hong Kong) Limited

Fidelity Management & Research (Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

(Fidelity Investment logo)(registered trademark)

AEVI-USAN-0714
1.786788.111

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Equity Value

Fund - Class A, Class T, Class B
and Class C

Semiannual Report

May 31, 2014

(Fidelity Cover Art)


Contents

Shareholder Expense Example

(Click Here)

An example of shareholder expenses.

Investment Changes

(Click Here)

A summary of major shifts in the fund's investments over the past six months.

Investments

(Click Here)

A complete list of the fund's investments with their market values.

Financial Statements

(Click Here)

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

(Click Here)

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2014 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report


Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 1, 2013 to May 31, 2014).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

 

Annualized
Expense Ratio
B

Beginning
Account Value
December 1, 2013

Ending
Account Value
May 31, 2014

Expenses Paid
During Period
*
December 1, 2013
to May 31, 2014

Class A

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 1,088.40

$ 6.51

HypotheticalA

 

$ 1,000.00

$ 1,018.70

$ 6.29

Class T

1.50%

 

 

 

Actual

 

$ 1,000.00

$ 1,086.60

$ 7.80

HypotheticalA

 

$ 1,000.00

$ 1,017.45

$ 7.54

Class B

2.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,083.60

$ 10.39

HypotheticalA

 

$ 1,000.00

$ 1,014.96

$ 10.05

Class C

2.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,083.50

$ 10.39

HypotheticalA

 

$ 1,000.00

$ 1,014.96

$ 10.05

Institutional Class

.96%

 

 

 

Actual

 

$ 1,000.00

$ 1,089.50

$ 5.00

HypotheticalA

 

$ 1,000.00

$ 1,020.14

$ 4.84

A 5% return per year before expenses

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

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

Semiannual Report


Investment Changes (Unaudited)

Top Ten Stocks as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

JPMorgan Chase & Co.

3.8

4.3

Chevron Corp.

3.5

3.9

Johnson & Johnson

3.4

0.0

Wells Fargo & Co.

3.2

3.4

Berkshire Hathaway, Inc. Class B

3.2

2.8

Apple, Inc.

2.4

2.3

Exxon Mobil Corp.

2.4

2.8

Cisco Systems, Inc.

2.3

2.1

U.S. Bancorp

2.3

2.6

Verizon Communications, Inc.

2.2

0.0

 

28.7

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

27.4

27.1

Health Care

16.7

17.2

Information Technology

15.3

14.0

Energy

10.1

12.8

Consumer Staples

8.1

8.4

Asset Allocation (% of fund's net assets)

As of May 31, 2014 *

As of November 30, 2013 **

aev211567

Stocks 98.0%

 

aev211567

Stocks 98.0%

 

aev211570

Convertible Securities 0.0%

 

aev211572

Convertible Securities 0.7%

 

aev211574

Short-Term Investments and Net Other Assets (Liabilities) 2.0%

 

aev211574

Short-Term Investments and Net Other Assets (Liabilities) 1.3%

 

* Foreign investments

13.6%

 

** Foreign investments

17.7%

 

aev211577

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 96.5%

Shares

Value

CONSUMER DISCRETIONARY - 7.4%

Auto Components - 0.9%

Hyundai Mobis

3,074

$ 867,358

Diversified Consumer Services - 0.3%

Steiner Leisure Ltd. (a)

6,932

278,528

Media - 1.8%

John Wiley & Sons, Inc. Class A

9,315

510,276

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

15,400

1,314,082

 

1,824,358

Multiline Retail - 1.5%

Macy's, Inc.

19,547

1,170,670

Target Corp.

6,200

351,912

 

1,522,582

Specialty Retail - 2.4%

AutoZone, Inc. (a)

1,515

806,738

Bed Bath & Beyond, Inc. (a)

18,400

1,119,640

Express, Inc. (a)

14,400

181,584

GNC Holdings, Inc.

6,700

247,364

 

2,355,326

Textiles, Apparel & Luxury Goods - 0.5%

Coach, Inc.

11,465

466,740

TOTAL CONSUMER DISCRETIONARY

7,314,892

CONSUMER STAPLES - 8.1%

Beverages - 1.2%

C&C Group PLC

88,155

540,758

Molson Coors Brewing Co. Class B

10,300

677,019

 

1,217,777

Food & Staples Retailing - 3.9%

CVS Caremark Corp.

24,500

1,918,840

Kroger Co.

20,796

992,801

Wal-Mart Stores, Inc.

12,300

944,271

 

3,855,912

Food Products - 0.9%

The J.M. Smucker Co.

8,279

849,425

Household Products - 0.5%

Central Garden & Pet Co. Class A (non-vtg.) (a)

54,541

434,146

Common Stocks - continued

Shares

Value

CONSUMER STAPLES - continued

Tobacco - 1.6%

British American Tobacco PLC sponsored ADR

4,355

$ 528,087

Lorillard, Inc.

17,000

1,056,890

 

1,584,977

TOTAL CONSUMER STAPLES

7,942,237

ENERGY - 10.1%

Energy Equipment & Services - 0.8%

National Oilwell Varco, Inc.

9,900

810,513

Oil, Gas & Consumable Fuels - 9.3%

Chevron Corp.

28,697

3,523,705

Exxon Mobil Corp.

23,272

2,339,534

Marathon Petroleum Corp.

10,100

902,839

Phillips 66 Co.

12,600

1,068,354

Suncor Energy, Inc.

22,400

862,079

Woodside Petroleum Ltd.

12,617

495,161

 

9,191,672

TOTAL ENERGY

10,002,185

FINANCIALS - 27.4%

Banks - 10.1%

JPMorgan Chase & Co.

67,552

3,753,863

SunTrust Banks, Inc.

19,700

754,904

U.S. Bancorp

53,366

2,251,512

Wells Fargo & Co.

63,332

3,215,999

 

9,976,278

Capital Markets - 1.6%

East Capital Explorer AB (a)

13,008

114,685

Fortress Investment Group LLC

34,700

246,370

GP Investments Ltd. Class A (depositary receipt) (a)

246,400

461,938

MLP AG

66,188

458,339

The Blackstone Group LP

9,400

292,152

 

1,573,484

Consumer Finance - 2.6%

American Express Co.

10,500

960,750

Capital One Financial Corp.

20,818

1,642,332

 

2,603,082

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Diversified Financial Services - 3.2%

Berkshire Hathaway, Inc. Class B (a)

24,269

$ 3,114,683

Insurance - 6.0%

ACE Ltd.

10,800

1,120,068

Allied World Assurance Co. Holdings Ltd.

12,000

450,000

Allstate Corp.

17,800

1,037,028

Everest Re Group Ltd.

5,096

815,462

Fidelity National Financial, Inc. Class A

26,480

882,843

Prudential PLC

22,258

517,763

The Travelers Companies, Inc.

11,687

1,092,150

 

5,915,314

Real Estate Investment Trusts - 3.9%

American Capital Agency Corp.

54,701

1,298,055

Annaly Capital Management, Inc.

111,605

1,315,823

MFA Financial, Inc.

156,236

1,285,822

 

3,899,700

TOTAL FINANCIALS

27,082,541

HEALTH CARE - 16.7%

Biotechnology - 1.7%

Amgen, Inc.

14,400

1,670,256

Health Care Equipment & Supplies - 1.1%

Medtronic, Inc.

17,800

1,086,334

Health Care Providers & Services - 6.7%

Cigna Corp.

16,362

1,468,980

Express Scripts Holding Co. (a)

21,699

1,550,828

Humana, Inc.

5,750

715,645

Select Medical Holdings Corp.

64,121

971,433

UnitedHealth Group, Inc.

24,000

1,911,120

 

6,618,006

Pharmaceuticals - 7.2%

GlaxoSmithKline PLC sponsored ADR (d)

19,924

1,074,701

Johnson & Johnson

32,992

3,347,368

Mylan, Inc. (a)

10,705

533,537

Teva Pharmaceutical Industries Ltd. sponsored ADR

42,632

2,152,490

 

7,108,096

TOTAL HEALTH CARE

16,482,692

Common Stocks - continued

Shares

Value

INDUSTRIALS - 4.7%

Machinery - 2.3%

Deere & Co.

10,210

$ 930,846

Global Brass & Copper Holdings, Inc.

22,951

369,970

Valmont Industries, Inc.

6,200

960,690

 

2,261,506

Professional Services - 2.4%

Dun & Bradstreet Corp.

18,535

1,913,739

VSE Corp.

7,900

489,089

 

2,402,828

TOTAL INDUSTRIALS

4,664,334

INFORMATION TECHNOLOGY - 13.8%

Communications Equipment - 2.3%

Cisco Systems, Inc.

93,782

2,308,913

Electronic Equipment & Components - 0.5%

TE Connectivity Ltd.

8,498

505,291

IT Services - 3.5%

Amdocs Ltd.

15,457

743,791

Fiserv, Inc. (a)

14,800

889,628

IBM Corp.

6,540

1,205,714

The Western Union Co.

35,200

569,184

 

3,408,317

Software - 3.0%

Microsoft Corp.

35,800

1,465,652

Oracle Corp.

34,487

1,449,144

 

2,914,796

Technology Hardware, Storage & Peripherals - 4.5%

Apple, Inc.

3,700

2,342,100

EMC Corp.

48,200

1,280,192

Hewlett-Packard Co.

24,939

835,457

 

4,457,749

TOTAL INFORMATION TECHNOLOGY

13,595,066

MATERIALS - 2.5%

Chemicals - 1.6%

Agrium, Inc.

8,000

718,325

CF Industries Holdings, Inc.

3,655

889,298

 

1,607,623

Common Stocks - continued

Shares

Value

MATERIALS - continued

Containers & Packaging - 0.6%

Ball Corp.

9,600

$ 579,456

Paper & Forest Products - 0.3%

Schweitzer-Mauduit International, Inc.

5,800

241,744

TOTAL MATERIALS

2,428,823

TELECOMMUNICATION SERVICES - 2.2%

Diversified Telecommunication Services - 2.2%

Verizon Communications, Inc.

44,000

2,198,240

UTILITIES - 3.6%

Electric Utilities - 2.9%

American Electric Power Co., Inc.

21,900

1,168,365

Edison International

19,593

1,080,358

Xcel Energy, Inc.

21,500

661,340

 

2,910,063

Multi-Utilities - 0.7%

CMS Energy Corp.

22,500

669,375

TOTAL UTILITIES

3,579,438

TOTAL COMMON STOCKS

(Cost $78,655,111)


95,290,448

Nonconvertible Preferred Stocks - 1.5%

 

 

 

 

INFORMATION TECHNOLOGY - 1.5%

Semiconductors & Semiconductor Equipment - 1.5%

Samsung Electronics Co. Ltd.

(Cost $1,324,654)

1,380


1,496,679

Money Market Funds - 4.5%

Shares

Value

Fidelity Cash Central Fund, 0.10% (b)

3,738,457

$ 3,738,457

Fidelity Securities Lending Cash Central Fund, 0.10% (b)(c)

660,450

660,450

TOTAL MONEY MARKET FUNDS

(Cost $4,398,907)


4,398,907

TOTAL INVESTMENT PORTFOLIO - 102.5%

(Cost $84,378,672)

101,186,034

NET OTHER ASSETS (LIABILITIES) - (2.5)%

(2,486,924)

NET ASSETS - 100%

$ 98,699,110

Legend

(a) Non-income producing

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 1,410

Fidelity Securities Lending Cash Central Fund

805

Total

$ 2,215

Other Information

The following is a summary of the inputs used, as of May 31, 2014, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 7,314,892

$ 7,314,892

$ -

$ -

Consumer Staples

7,942,237

7,942,237

-

-

Energy

10,002,185

10,002,185

-

-

Financials

27,082,541

26,564,778

517,763

-

Health Care

16,482,692

16,482,692

-

-

Industrials

4,664,334

4,664,334

-

-

Information Technology

15,091,745

15,091,745

-

-

Materials

2,428,823

2,428,823

-

-

Telecommunication Services

2,198,240

2,198,240

-

-

Utilities

3,579,438

3,579,438

-

-

Money Market Funds

4,398,907

4,398,907

-

-

Total Investments in Securities:

$ 101,186,034

$ 100,668,271

$ 517,763

$ -

Distribution of investments by country or territory of incorporation, as a percentage of total net assets, is as follows (Unaudited):

United States of America

86.4%

Korea (South)

2.4%

Israel

2.2%

United Kingdom

2.1%

Switzerland

2.1%

Canada

1.6%

Bermuda

1.3%

Others (Individually Less Than 1%)

1.9%

 

100.0%

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

Semiannual Report


Financial Statements

Statement of Assets and Liabilities

  

May 31, 2014 (Unaudited)

 

 

 

Assets

Investment in securities, at value (including securities loaned of $641,886) - See accompanying schedule:

Unaffiliated issuers (cost $79,979,765)

$ 96,787,127

 

Fidelity Central Funds (cost $4,398,907)

4,398,907

 

Total Investments (cost $84,378,672)

 

$ 101,186,034

Cash

 

49,593

Receivable for investments sold

1,820

Receivable for fund shares sold

73,141

Dividends receivable

220,588

Distributions receivable from Fidelity Central Funds

400

Prepaid expenses

34

Other receivables

189

Total assets

101,531,799

 

 

 

Liabilities

Payable for investments purchased

$ 1,802,948

Payable for fund shares redeemed

229,130

Accrued management fee

49,721

Distribution and service plan fees payable

36,864

Other affiliated payables

22,012

Other payables and accrued expenses

31,564

Collateral on securities loaned, at value

660,450

Total liabilities

2,832,689

 

 

 

Net Assets

$ 98,699,110

Net Assets consist of:

 

Paid in capital

$ 93,057,637

Undistributed net investment income

400,340

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(11,566,252)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

16,807,385

Net Assets

$ 98,699,110

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

May 31, 2014 (Unaudited)

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($45,394,105 ÷ 3,019,175 shares)

$ 15.04

 

 

 

Maximum offering price per share (100/94.25 of $15.04)

$ 15.96

Class T:
Net Asset Value
and redemption price per share ($30,254,523 ÷ 2,014,891 shares)

$ 15.02

 

 

 

Maximum offering price per share (100/96.50 of $15.02)

$ 15.56

Class B:
Net Asset Value
and offering price per share ($2,839,479 ÷ 190,426 shares)A

$ 14.91

 

 

 

Class C:
Net Asset Value
and offering price per share ($16,007,777 ÷ 1,086,051 shares)A

$ 14.74

 

 

 

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($4,203,226 ÷ 275,379 shares)

$ 15.26

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

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

Semiannual Report

Statement of Operations

  

Six months ended May 31, 2014 (Unaudited)

 

  

  

Investment Income

  

  

Dividends

 

$ 1,010,993

Interest

 

8,460

Income from Fidelity Central Funds

 

2,215

Total income

 

1,021,668

 

 

 

Expenses

Management fee
Basic fee

$ 245,889

Performance adjustment

(6,108)

Transfer agent fees

111,541

Distribution and service plan fees

202,367

Accounting and security lending fees

17,400

Custodian fees and expenses

6,821

Independent trustees' compensation

172

Registration fees

57,551

Audit

30,757

Legal

194

Miscellaneous

395

Total expenses before reductions

666,979

Expense reductions

(19,121)

647,858

Net investment income (loss)

373,810

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

7,178,905

Foreign currency transactions

(2,789)

Total net realized gain (loss)

 

7,176,116

Change in net unrealized appreciation (depreciation) on:

Investment securities

48,080

Assets and liabilities in foreign currencies

(65)

Total change in net unrealized appreciation (depreciation)

 

48,015

Net gain (loss)

7,224,131

Net increase (decrease) in net assets resulting from operations

$ 7,597,941

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Six months ended May 31, 2014
(Unaudited)

Year ended
November 30, 2013

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 373,810

$ 635,621

Net realized gain (loss)

7,176,116

10,296,440

Change in net unrealized appreciation (depreciation)

48,015

9,888,493

Net increase (decrease) in net assets resulting
from operations

7,597,941

20,820,554

Distributions to shareholders from net investment income

(521,742)

(666,191)

Share transactions - net increase (decrease)

6,503,486

581,153

Total increase (decrease) in net assets

13,579,685

20,735,516

 

 

 

Net Assets

Beginning of period

85,119,425

64,383,909

End of period (including undistributed net investment income of $400,340 and undistributed net investment income of $548,272, respectively)

$ 98,699,110

$ 85,119,425

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

Semiannual Report

Financial Highlights - Class A

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.93

$ 10.60

$ 9.09

$ 8.85

$ 8.07

$ 6.70

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .07

  .13

  .12

  .06

  .07H

  .06

Net realized and unrealized gain (loss)

  1.15

  3.33

  1.44

  .27

  .77

  1.42

Total from investment operations

  1.22

  3.46

  1.56

  .33

  .84

  1.48

Distributions from net investment income

  (.11)

  (.13)

  (.05)

  (.09)

  (.06)

  (.11)

Net asset value, end of period

$ 15.04

$ 13.93

$ 10.60

$ 9.09

$ 8.85

$ 8.07

Total Return B, C, D

  8.84%

  33.09%

  17.27%

  3.72%

  10.42%

  22.49%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.29% A

  1.22%

  1.30%

  1.27%

  1.28%

  1.33%

Expenses net of fee waivers, if any

  1.25% A

  1.22%

  1.25%

  1.25%

  1.25%

  1.25%

Expenses net of all reductions

  1.25% A

  1.20%

  1.25%

  1.25%

  1.25%

  1.24%

Net investment income (loss)

  1.04% A

  1.07%

  1.20%

  .59%

  .83% H

  .89%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 45,394

$ 39,538

$ 29,282

$ 27,910

$ 34,244

$ 36,306

Portfolio turnover rate G

  73% A

  68%

  77%

  65%

  103%

  135%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H Investment income per share reflects a large, non-recurring dividend which amounted to $.05 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .20%.

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

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

Semiannual Report

Financial Highlights - Class T

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.90

$ 10.57

$ 9.06

$ 8.81

$ 8.04

$ 6.67

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .06

  .10

  .09

  .03

  .05H

  .04

Net realized and unrealized gain (loss)

  1.14

  3.34

  1.44

  .28

  .76

  1.42

Total from investment operations

  1.20

  3.44

  1.53

  .31

  .81

  1.46

Distributions from net investment income

  (.08)

  (.11)

  (.02)

  (.06)

  (.04)

  (.09)

Net asset value, end of period

$ 15.02

$ 13.90

$ 10.57

$ 9.06

$ 8.81

$ 8.04

Total Return B, C, D

  8.66%

  32.82%

  16.94%

  3.53%

  10.06%

  22.12%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.55% A

  1.48%

  1.55%

  1.53%

  1.54%

  1.59%

Expenses net of fee waivers, if any

  1.50% A

  1.48%

  1.50%

  1.50%

  1.50%

  1.50%

Expenses net of all reductions

  1.50% A

  1.46%

  1.50%

  1.50%

  1.49%

  1.49%

Net investment income (loss)

  .79% A

  .81%

  .95%

  .34%

  .58% H

  .64%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 30,255

$ 27,241

$ 21,212

$ 21,319

$ 25,208

$ 29,288

Portfolio turnover rate G

  73% A

  68%

  77%

  65%

  103%

  135%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H Investment income per share reflects a large, non-recurring dividend which amounted to $.05 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.05)%.

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

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

Semiannual Report

Financial Highlights - Class B

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.76

$ 10.45

$ 8.98

$ 8.73

$ 7.96

$ 6.57

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .02

  .04

  .04

  (.01)

  .01H

  .01

Net realized and unrealized gain (loss)

  1.13

  3.31

  1.43

  .27

  .76

  1.40

Total from investment operations

  1.15

  3.35

  1.47

  .26

  .77

  1.41

Distributions from net investment income

  -

  (.04)

  -

  (.01)

  -

  (.02)

Net asset value, end of period

$ 14.91

$ 13.76

$ 10.45

$ 8.98

$ 8.73

$ 7.96

Total Return B, C, D

  8.36%

  32.13%

  16.37%

  2.96%

  9.67%

  21.46%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  2.09% A

  1.99%

  2.06%

  2.02%

  2.03%

  2.08%

Expenses net of fee waivers, if any

  2.00% A

  1.99%

  2.00%

  2.00%

  2.00%

  2.00%

Expenses net of all reductions

  2.00% A

  1.97%

  2.00%

  2.00%

  1.99%

  1.99%

Net investment income (loss)

  .29% A

  .30%

  .45%

  (.16)%

  .08% H

  .14%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,839

$ 2,886

$ 2,981

$ 3,884

$ 5,478

$ 7,007

Portfolio turnover rate G

  73% A

  68%

  77%

  65%

  103%

  135%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H Investment income per share reflects a large, non-recurring dividend which amounted to $.05 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.55)%.

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

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

Semiannual Report

Financial Highlights - Class C

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 13.63

$ 10.37

$ 8.91

$ 8.67

$ 7.91

$ 6.55

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .02

  .04

  .04

  (.01)

  .01H

  .01

Net realized and unrealized gain (loss)

  1.12

  3.28

  1.42

  .27

  .75

  1.39

Total from investment operations

  1.14

  3.32

  1.46

  .26

  .76

  1.40

Distributions from net investment income

  (.03)

  (.06)

  -

  (.02)

  - J

  (.04)

Net asset value, end of period

$ 14.74

$ 13.63

$ 10.37

$ 8.91

$ 8.67

$ 7.91

Total Return B, C, D

  8.35%

  32.16%

  16.39%

  2.95%

  9.64%

  21.46%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  2.05% A

  1.97%

  2.05%

  2.02%

  2.03%

  2.08%

Expenses net of fee waivers, if any

  2.00% A

  1.97%

  2.00%

  2.00%

  2.00%

  2.00%

Expenses net of all reductions

  2.00% A

  1.96%

  2.00%

  2.00%

  1.99%

  1.99%

Net investment income (loss)

  .29% A

  .32%

  .45%

  (.16)%

  .08% H

  .14%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 16,008

$ 12,329

$ 8,785

$ 8,922

$ 10,265

$ 11,556

Portfolio turnover rate G

  73% A

  68%

  77%

  65%

  103%

  135%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H Investment income per share reflects a large, non-recurring dividend which amounted to $.05 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.55)%.

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

J Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Institutional Class

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 14.16

$ 10.75

$ 9.22

$ 8.97

$ 8.18

$ 6.80

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .10

  .17

  .15

  .08

  .09G

  .08

Net realized and unrealized gain (loss)

  1.15

  3.39

  1.45

  .29

  .78

  1.43

Total from investment operations

  1.25

  3.56

  1.60

  .37

  .87

  1.51

Distributions from net investment income

  (.15)

  (.15)

  (.07)

  (.12)

  (.08)

  (.13)

Net asset value, end of period

$ 15.26

$ 14.16

$ 10.75

$ 9.22

$ 8.97

$ 8.18

Total Return B, C

  8.95%

  33.61%

  17.49%

  4.05%

  10.65%

  22.71%

Ratios to Average Net Assets E, H

 

 

 

 

 

Expenses before reductions

  .96% A

  .89%

  .96%

  1.01%

  1.03%

  1.08%

Expenses net of fee waivers, if any

  .96% A

  .89%

  .96%

  1.00%

  1.00%

  1.00%

Expenses net of all reductions

  .96% A

  .87%

  .96%

  1.00%

  1.00%

  1.00%

Net investment income (loss)

  1.32% A

  1.40%

  1.49%

  .84%

  1.08% G

  1.14%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 4,203

$ 3,126

$ 2,123

$ 3,381

$ 6,617

$ 6,168

Portfolio turnover rate F

  73% A

  68%

  77%

  65%

  103%

  135%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G Investment income per share reflects a large, non-recurring dividend which amounted to $.05 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .45%.

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

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

Semiannual Report


Notes to Financial Statements

For the period ended May 31, 2014 (Unaudited)

1. Organization.

Fidelity Advisor® Equity Value Fund (the Fund) is a fund of Fidelity Advisor Series I (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase.

2. Investments in Fidelity Central Funds.

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

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .01%.

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

3. Significant Accounting Policies.

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

Semiannual Report

3. Significant Accounting Policies - continued

the financial statements. The following summarizes the significant accounting policies of the Fund:

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

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

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of May 31, 2014, is included at the end of the Fund's Schedule of Investments.

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

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

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

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

Semiannual Report

3. Significant Accounting Policies - continued

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

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

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

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

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount, capital loss carryforwards, loss deferred due to wash sales and excise tax regulations.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Gross unrealized appreciation

$ 16,915,534

Gross unrealized depreciation

(507,483)

Net unrealized appreciation (depreciation) on securities and other investments

$ 16,408,051

 

 

Tax cost

$ 84,777,983

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

Fiscal year of expiration

 

2017

$ (18,333,795)

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $37,485,159 and $31,897,467, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the Institutional Class of the Fund as compared to its benchmark index, the Russell 3000® Value Index, over the same 36 month performance period. For the reporting period, the total annualized management fee rate, including the performance adjustment, was .54% of the Fund's average net assets. The performance adjustment included in the management fee rate may be higher or lower than the maximum performance adjustment rate due to the difference between the average net assets for the reporting and performance periods.

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

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 52,102

$ 919

Class T

.25%

.25%

69,640

436

Class B

.75%

.25%

14,181

10,662

Class C

.75%

.25%

66,444

9,101

 

 

 

$ 202,367

$ 21,118

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

5. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

 

Retained
by FDC

Class A

$ 13,554

Class T

2,872

Class B*

309

Class C*

580

 

$ 17,315

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

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

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

 

Amount

% of
Average
Net Assets
*

Class A

$ 51,216

.25

Class T

35,793

.26

Class B

4,286

.30

Class C

17,075

.26

Institutional Class

3,171

.17

 

$ 111,541

 

* Annualized

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $1,223 for the period.

Semiannual Report

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $79 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $805. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

The investment adviser voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

8. Expense Reductions - continued

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement

 

 

 

Class A

1.25%

$ 7,684

Class T

1.50%

6,583

Class B

2.00%

1,317

Class C

2.00%

3,181

 

 

$ 18,765

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $355 for the period.

In addition, through arrangements with the Fund's custodian, 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 expenses by $1.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
May 31,
2014

Year ended
November 30,
2013

From net investment income

 

 

Class A

$ 313,844

$ 368,863

Class T

150,475

207,812

Class B

-

10,127

Class C

23,680

48,842

Institutional Class

33,743

30,547

Total

$ 521,742

$ 666,191

Semiannual Report

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Six months ended May 31,
2014

Year ended
November 30,
2013

Six months ended May 31,
2014

Year ended
November 30,
2013

Class A

 

 

 

 

Shares sold

451,567

583,952

$ 6,481,617

$ 7,135,653

Reinvestment of distributions

21,597

32,284

293,073

339,948

Shares redeemed

(291,908)

(541,866)

(4,199,120)

(6,484,059)

Net increase (decrease)

181,256

74,370

$ 2,575,570

$ 991,542

Class T

 

 

 

 

Shares sold

279,120

369,830

$ 4,015,237

$ 4,472,830

Reinvestment of distributions

10,805

19,297

146,522

203,195

Shares redeemed

(235,289)

(436,241)

(3,342,574)

(5,247,116)

Net increase (decrease)

54,636

(47,114)

$ 819,185

$ (571,091)

Class B

 

 

 

 

Shares sold

16,418

6,153

$ 234,341

$ 75,269

Reinvestment of distributions

-

894

-

9,368

Shares redeemed

(35,742)

(82,657)

(508,295)

(973,124)

Net increase (decrease)

(19,324)

(75,610)

$ (273,954)

$ (888,487)

Class C

 

 

 

 

Shares sold

241,359

203,559

$ 3,433,383

$ 2,446,409

Reinvestment of distributions

1,582

4,183

21,115

43,420

Shares redeemed

(61,764)

(150,316)

(862,518)

(1,733,957)

Net increase (decrease)

181,177

57,426

$ 2,591,980

$ 755,872

Institutional Class

 

 

 

 

Shares sold

90,529

65,871

$ 1,316,191

$ 815,361

Reinvestment of distributions

2,352

2,690

32,366

28,699

Shares redeemed

(38,210)

(45,258)

(557,852)

(550,743)

Net increase (decrease)

54,671

23,303

$ 790,705

$ 293,317

11. 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

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research (Hong Kong) Limited

Fidelity Management & Research (Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

(Fidelity Investment logo)(registered trademark)

AEV-USAN-0714
1.786787.111

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Growth & Income

Fund - Institutional Class

Semiannual Report

May 31, 2014

(Fidelity Cover Art)


Contents

Shareholder Expense Example

(Click Here)

An example of shareholder expenses.

Investment Changes

(Click Here)

A summary of major shifts in the fund's investments over the past six months.

Investments

(Click Here)

A complete list of the fund's investments with their market values.

Financial Statements

(Click Here)

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

(Click Here)

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2014 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report


Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 1, 2013 to May 31, 2014).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

 

Annualized
Expense Ratio
B

Beginning
Account Value
December 1, 2013

Ending
Account Value
May 31, 2014

Expenses Paid
During Period
*
December 1, 2013
to May 31, 2014

Class A

1.02%

 

 

 

Actual

 

$ 1,000.00

$ 1,059.20

$ 5.24

HypotheticalA

 

$ 1,000.00

$ 1,019.85

$ 5.14

Class T

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 1,058.00

$ 6.41

HypotheticalA

 

$ 1,000.00

$ 1,018.70

$ 6.29

Class B

1.84%

 

 

 

Actual

 

$ 1,000.00

$ 1,055.00

$ 9.43

HypotheticalA

 

$ 1,000.00

$ 1,015.76

$ 9.25

Class C

1.75%

 

 

 

Actual

 

$ 1,000.00

$ 1,055.60

$ 8.97

HypotheticalA

 

$ 1,000.00

$ 1,016.21

$ 8.80

Institutional Class

.71%

 

 

 

Actual

 

$ 1,000.00

$ 1,061.30

$ 3.65

HypotheticalA

 

$ 1,000.00

$ 1,021.39

$ 3.58

A 5% return per year before expenses

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

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

Semiannual Report


Investment Changes (Unaudited)

Top Ten Stocks as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

JPMorgan Chase & Co.

4.0

3.8

Apple, Inc.

3.7

3.9

Microsoft Corp.

3.2

2.9

General Electric Co.

3.1

3.0

Chevron Corp.

2.7

2.4

Citigroup, Inc.

2.1

2.1

Verizon Communications, Inc.

2.0

1.3

Target Corp.

1.9

1.7

Procter & Gamble Co.

1.9

2.0

Comcast Corp. Class A (special) (non-vtg.)

1.8

1.7

 

26.4

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

19.0

19.2

Information Technology

18.9

18.5

Consumer Staples

13.0

12.0

Energy

11.4

11.8

Industrials

11.4

11.2

Asset Allocation (% of fund's net assets)

As of May 31, 2014*

As of November 30, 2013**

aii1882882

Stocks 98.8%

 

aii1882882

Stocks 98.9%

 

aii1882885

Convertible
Securities 1.0%

 

aii1882885

Convertible
Securities 1.0%

 

aii1882888

Other Investments 0.0%

 

aii1882890

Other Investments 0.0%

 

aii1882892

Short-Term
Investments and
Net Other Assets
(Liabilities) 0.2%

 

aii1882892

Short-Term
Investments and
Net Other Assets
(Liabilities) 0.1%

 

* Foreign investments

13.4%

 

** Foreign investments

13.3%

 

aii1882895

Amount represents less than 0.1%

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.8%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 9.3%

Diversified Consumer Services - 0.3%

H&R Block, Inc.

58,726

$ 1,749

Hotels, Restaurants & Leisure - 1.9%

Darden Restaurants, Inc.

36,500

1,829

McDonald's Corp.

44,545

4,518

Yum! Brands, Inc.

63,061

4,875

 

11,222

Household Durables - 0.0%

Tupperware Brands Corp.

3,300

276

Media - 3.6%

Comcast Corp. Class A (special) (non-vtg.)

208,529

10,810

Lamar Advertising Co. Class A

2,400

118

Scripps Networks Interactive, Inc. Class A

5,572

426

Sinclair Broadcast Group, Inc. Class A

60,927

1,802

Time Warner, Inc.

114,713

8,010

 

21,166

Multiline Retail - 1.9%

Target Corp.

199,599

11,329

Specialty Retail - 1.5%

Lewis Group Ltd.

37,336

234

Lowe's Companies, Inc.

166,057

7,818

Staples, Inc.

51,229

576

 

8,628

Textiles, Apparel & Luxury Goods - 0.1%

adidas AG

7,000

751

TOTAL CONSUMER DISCRETIONARY

55,121

CONSUMER STAPLES - 13.0%

Beverages - 3.7%

Diageo PLC

61,900

1,993

Molson Coors Brewing Co. Class B

25,697

1,689

PepsiCo, Inc.

59,343

5,242

Pernod Ricard SA

5,400

662

Remy Cointreau SA

5,300

491

SABMiller PLC

43,800

2,431

The Coca-Cola Co.

233,194

9,540

 

22,048

Food & Staples Retailing - 1.9%

CVS Caremark Corp.

47,451

3,716

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Food & Staples Retailing - continued

Kroger Co.

41,600

$ 1,986

Walgreen Co.

77,482

5,572

 

11,274

Food Products - 0.7%

Kellogg Co.

49,202

3,394

Mead Johnson Nutrition Co. Class A

8,400

752

 

4,146

Household Products - 2.0%

Procter & Gamble Co.

137,535

11,111

Svenska Cellulosa AB (SCA) (B Shares)

28,805

801

 

11,912

Tobacco - 4.7%

British American Tobacco PLC sponsored ADR

88,276

10,704

Lorillard, Inc.

130,925

8,140

Philip Morris International, Inc.

69,338

6,139

Reynolds American, Inc.

46,000

2,743

 

27,726

TOTAL CONSUMER STAPLES

77,106

ENERGY - 11.2%

Energy Equipment & Services - 1.0%

Ensco PLC Class A

34,941

1,840

National Oilwell Varco, Inc.

3,900

319

Oceaneering International, Inc.

8,000

576

Schlumberger Ltd.

33,334

3,468

 

6,203

Oil, Gas & Consumable Fuels - 10.2%

Access Midstream Partners LP

21,029

1,325

Apache Corp.

49,841

4,646

Atlas Pipeline Partners LP

41,675

1,359

BG Group PLC

262,360

5,370

Canadian Natural Resources Ltd.

80,350

3,270

Chevron Corp.

128,063

15,725

Eni SpA

21,800

555

EQT Midstream Partners LP

9,200

756

Exxon Mobil Corp.

17,782

1,788

Imperial Oil Ltd.

62,700

3,087

Magellan Midstream Partners LP

1,554

127

Common Stocks - continued

Shares

Value (000s)

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Markwest Energy Partners LP

56,205

$ 3,482

MPLX LP

6,403

366

Occidental Petroleum Corp.

72,329

7,210

Peabody Energy Corp.

32,400

524

PrairieSky Royalty Ltd.

2,400

80

Suncor Energy, Inc.

144,990

5,580

The Williams Companies, Inc.

96,531

4,533

Western Gas Partners LP

8,200

590

 

60,373

TOTAL ENERGY

66,576

FINANCIALS - 19.0%

Banks - 11.4%

Bank of America Corp.

551,042

8,343

Citigroup, Inc.

265,722

12,640

JPMorgan Chase & Co.

427,343

23,744

M&T Bank Corp.

7,872

955

PNC Financial Services Group, Inc.

49,416

4,214

Standard Chartered PLC (United Kingdom)

256,634

5,775

SunTrust Banks, Inc.

14,235

545

U.S. Bancorp

119,130

5,026

Wells Fargo & Co.

132,850

6,746

 

67,988

Capital Markets - 4.1%

Apollo Investment Corp.

20,268

170

Ares Capital Corp.

25,465

439

BlackRock, Inc. Class A

2,000

610

Carlyle Group LP

14,800

458

Charles Schwab Corp.

194,613

4,906

Greenhill & Co., Inc.

1,900

94

Invesco Ltd.

13,400

492

KKR & Co. LP

158,013

3,592

Morgan Stanley

112,030

3,457

Northern Trust Corp.

58,840

3,554

State Street Corp.

90,670

5,918

The Blackstone Group LP

29,300

911

 

24,601

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Diversified Financial Services - 0.7%

IntercontinentalExchange Group, Inc.

12,439

$ 2,443

TPG Specialty Lending, Inc.

66,400

1,407

 

3,850

Insurance - 1.7%

Arthur J. Gallagher & Co.

16,319

748

Brown & Brown, Inc.

10,040

303

Marsh & McLennan Companies, Inc.

27,966

1,406

MetLife, Inc.

131,187

6,681

MetLife, Inc. unit

25,700

760

Ping An Insurance (Group) Co. of China Ltd. (H Shares)

3,500

27

 

9,925

Real Estate Investment Trusts - 0.7%

Altisource Residential Corp. Class B

10,400

290

CBL & Associates Properties, Inc.

80,296

1,511

First Potomac Realty Trust

15,672

205

Sun Communities, Inc.

46,446

2,249

 

4,255

Real Estate Management & Development - 0.2%

Beazer Pre-Owned Rental Homes, Inc. (a)(h)

67,500

1,258

Thrifts & Mortgage Finance - 0.2%

Radian Group, Inc.

91,090

1,314

TOTAL FINANCIALS

113,191

HEALTH CARE - 10.5%

Biotechnology - 1.2%

Amgen, Inc.

50,592

5,868

Biogen Idec, Inc. (a)

2,900

926

Intercept Pharmaceuticals, Inc. (a)

1,300

308

 

7,102

Health Care Equipment & Supplies - 1.7%

Abbott Laboratories

39,226

1,569

Ansell Ltd.

20,366

365

Covidien PLC

3,700

271

ResMed, Inc. (e)

25,804

1,292

St. Jude Medical, Inc.

24,893

1,616

Steris Corp.

6,700

359

Stryker Corp.

23,359

1,974

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Health Care Equipment & Supplies - continued

The Cooper Companies, Inc.

6,751

$ 871

Zimmer Holdings, Inc.

14,890

1,554

 

9,871

Health Care Providers & Services - 1.9%

Fresenius Medical Care AG & Co. KGaA

9,600

636

McKesson Corp.

21,233

4,027

Patterson Companies, Inc.

25,000

979

Quest Diagnostics, Inc.

41,652

2,495

UnitedHealth Group, Inc.

41,336

3,292

 

11,429

Health Care Technology - 0.1%

Quality Systems, Inc.

29,839

465

Life Sciences Tools & Services - 0.0%

Lonza Group AG

2,973

320

Pharmaceuticals - 5.6%

AbbVie, Inc.

56,160

3,051

Astellas Pharma, Inc.

59,100

760

GlaxoSmithKline PLC sponsored ADR (e)

106,909

5,767

Johnson & Johnson

88,901

9,020

Merck & Co., Inc.

74,518

4,312

Novartis AG sponsored ADR

39,001

3,512

Sanofi SA

17,949

1,919

Teva Pharmaceutical Industries Ltd. sponsored ADR

78,674

3,972

Zoetis, Inc. Class A

34,000

1,044

 

33,357

TOTAL HEALTH CARE

62,544

INDUSTRIALS - 11.4%

Aerospace & Defense - 2.1%

Meggitt PLC

166,009

1,348

Rolls-Royce Group PLC

68,650

1,197

The Boeing Co.

44,794

6,058

United Technologies Corp.

30,631

3,560

 

12,163

Air Freight & Logistics - 1.7%

C.H. Robinson Worldwide, Inc.

35,326

2,115

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Air Freight & Logistics - continued

PostNL NV (a)

58,600

$ 287

United Parcel Service, Inc. Class B

73,879

7,675

 

10,077

Airlines - 0.0%

Copa Holdings SA Class A

900

129

Commercial Services & Supplies - 0.3%

ADT Corp.

13,183

424

KAR Auction Services, Inc.

39,200

1,197

Ritchie Brothers Auctioneers, Inc.

1,700

39

 

1,660

Electrical Equipment - 0.4%

General Cable Corp.

18,509

472

Hubbell, Inc. Class B

17,212

2,014

 

2,486

Industrial Conglomerates - 3.1%

General Electric Co.

693,493

18,579

Machinery - 0.3%

Ingersoll-Rand PLC

26,524

1,587

Stanley Black & Decker, Inc.

2,600

227

 

1,814

Professional Services - 0.5%

Acacia Research Corp.

39,864

643

Amadeus Fire AG

2,843

242

Bureau Veritas SA

62,918

1,897

Exova Group Ltd. PLC (a)

60,100

247

 

3,029

Road & Rail - 2.3%

CSX Corp.

195,733

5,755

J.B. Hunt Transport Services, Inc.

45,620

3,543

Kansas City Southern

7,200

774

Norfolk Southern Corp.

28,108

2,832

TransForce, Inc.

25,500

557

 

13,461

Trading Companies & Distributors - 0.7%

Beijer (G&L) AG Series B

4,689

105

Brenntag AG

1,722

322

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Trading Companies & Distributors - continued

W.W. Grainger, Inc.

7,873

$ 2,034

Watsco, Inc.

15,864

1,596

 

4,057

TOTAL INDUSTRIALS

67,455

INFORMATION TECHNOLOGY - 18.9%

Communications Equipment - 2.5%

Cisco Systems, Inc.

376,971

9,281

QUALCOMM, Inc.

66,513

5,351

 

14,632

Internet Software & Services - 2.8%

Google, Inc.:

Class A (a)

13,058

7,465

Class C (a)

11,958

6,708

Yahoo!, Inc. (a)

77,292

2,678

 

16,851

IT Services - 4.9%

Amadeus IT Holding SA Class A

1,400

62

Cognizant Technology Solutions Corp. Class A (a)

51,320

2,495

Computer Sciences Corp.

39,019

2,454

Fidelity National Information Services, Inc.

30,038

1,627

IBM Corp.

10,300

1,899

MasterCard, Inc. Class A

72,990

5,580

Paychex, Inc.

175,209

7,203

Quindell PLC

1,398,500

486

The Western Union Co.

101,161

1,636

Visa, Inc. Class A

27,035

5,808

 

29,250

Semiconductors & Semiconductor Equipment - 1.4%

Applied Materials, Inc.

163,293

3,297

Broadcom Corp. Class A

110,636

3,526

Maxim Integrated Products, Inc.

35,486

1,215

 

8,038

Software - 3.3%

Microsoft Corp.

458,873

18,786

Oracle Corp.

16,484

693

 

19,479

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Technology Hardware, Storage & Peripherals - 4.0%

Apple, Inc.

34,554

$ 21,873

EMC Corp.

79,930

2,123

 

23,996

TOTAL INFORMATION TECHNOLOGY

112,246

MATERIALS - 3.3%

Chemicals - 2.9%

Airgas, Inc.

28,852

3,068

E.I. du Pont de Nemours & Co.

28,831

1,998

FMC Corp.

18,829

1,442

Johnson Matthey PLC

6,400

345

Monsanto Co.

44,601

5,435

Potash Corp. of Saskatchewan, Inc.

19,900

722

Royal DSM NV (e)

15,813

1,140

Syngenta AG (Switzerland)

6,998

2,694

Tronox Ltd. Class A

16,351

434

 

17,278

Metals & Mining - 0.4%

Freeport-McMoRan Copper & Gold, Inc.

69,300

2,360

SunCoke Energy Partners LP

8,410

241

 

2,601

TOTAL MATERIALS

19,879

TELECOMMUNICATION SERVICES - 2.0%

Diversified Telecommunication Services - 2.0%

Verizon Communications, Inc.

237,109

11,846

UTILITIES - 0.2%

Electric Utilities - 0.1%

ITC Holdings Corp.

14,323

524

Multi-Utilities - 0.1%

Sempra Energy

7,400

743

TOTAL UTILITIES

1,267

TOTAL COMMON STOCKS

(Cost $458,616)


587,231

Preferred Stocks - 0.8%

Shares

Value (000s)

Convertible Preferred Stocks - 0.8%

CONSUMER DISCRETIONARY - 0.0%

Leisure Products - 0.0%

NJOY, Inc. Series D (h)

5,350

$ 91

HEALTH CARE - 0.8%

Health Care Equipment & Supplies - 0.8%

Alere, Inc. 3.00%

14,654

4,601

TOTAL CONVERTIBLE PREFERRED STOCKS

4,692

Nonconvertible Preferred Stocks - 0.0%

INDUSTRIALS - 0.0%

Aerospace & Defense - 0.0%

Rolls-Royce Group PLC (C Shares)

7,698,300

13

TOTAL PREFERRED STOCKS

(Cost $4,169)


4,705

Convertible Bonds - 0.2%

 

Principal
Amount (000s)(d)

 

ENERGY - 0.2%

Oil, Gas & Consumable Fuels - 0.2%

Amyris, Inc. 3% 2/27/17

$ 772

629

Peabody Energy Corp. 4.75% 12/15/41

590

459

 

1,088

TOTAL CONVERTIBLE BONDS

(Cost $1,231)


1,088

Preferred Securities - 0.0%

 

 

 

 

 

FINANCIALS - 0.0%

Diversified Financial Services - 0.0%

Baggot Securities Ltd. 10.24% (f)(g)

(Cost $353)

EUR

230


352

Money Market Funds - 1.2%

Shares

Value (000s)

Fidelity Securities Lending Cash Central Fund, 0.10% (b)(c)
(Cost $7,000)

7,000,105

$ 7,000

TOTAL INVESTMENT PORTFOLIO - 101.0%

(Cost $471,369)

600,376

NET OTHER ASSETS (LIABILITIES) - (1.0)%

(5,911)

NET ASSETS - 100%

$ 594,465

Currency Abbreviations

EUR

-

European Monetary Unit

Legend

(a) Non-income producing

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

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

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

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

(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 end of the period, the value of these securities amounted to $352,000 or 0.0% of net assets.

(g) Security is perpetual in nature with no stated maturity date.

(h) 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 $1,348,000 or 0.2% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

Beazer Pre-Owned Rental Homes, Inc.

5/3/12 - 10/23/12

$ 1,350

NJOY, Inc.
Series D

2/14/14

$ 91

Affiliated Central Funds

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

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ -*

Fidelity Securities Lending Cash Central Fund

27

Total

$ 27

* Amount represents less than $1,000

Other Information

The following is a summary of the inputs used, as of May 31, 2014, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 55,212

$ 55,121

$ -

$ 91

Consumer Staples

77,106

75,113

1,993

-

Energy

66,576

66,021

555

-

Financials

113,191

111,173

760

1,258

Health Care

67,145

63,830

3,315

-

Industrials

67,468

67,468

-

-

Information Technology

112,246

112,246

-

-

Materials

19,879

17,185

2,694

-

Telecommunication Services

11,846

11,846

-

-

Utilities

1,267

1,267

-

-

Corporate Bonds

1,088

-

1,088

-

Preferred Securities

352

-

352

-

Money Market Funds

7,000

7,000

-

-

Total Investments in Securities:

$ 600,376

$ 588,270

$ 10,757

$ 1,349

Distribution of investments by country or territory of incorporation, as a percentage of total net assets, is as follows (Unaudited):

United States of America

86.6%

United Kingdom

6.5%

Canada

2.2%

Switzerland

1.1%

Others (Individually Less Than 1%)

3.6%

 

100.0%

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

Semiannual Report


Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

May 31, 2014 (Unaudited)

 

 

 

Assets

Investment in securities, at value (including securities loaned of $6,810) - See accompanying schedule:

Unaffiliated issuers (cost $464,369)

$ 593,376

 

Fidelity Central Funds (cost $7,000)

7,000

 

Total Investments (cost $471,369)

 

$ 600,376

Receivable for investments sold

3,805

Receivable for fund shares sold

434

Dividends receivable

1,331

Interest receivable

17

Distributions receivable from Fidelity Central Funds

10

Total assets

605,973

 

 

 

Liabilities

Payable to custodian bank

$ 888

Payable for investments purchased

2,173

Payable for fund shares redeemed

838

Accrued management fee

220

Distribution and service plan fees payable

217

Other affiliated payables

127

Other payables and accrued expenses

45

Collateral on securities loaned, at value

7,000

Total liabilities

11,508

 

 

 

Net Assets

$ 594,465

Net Assets consist of:

 

Paid in capital

$ 443,529

Undistributed net investment income

3,812

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

18,114

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

129,010

Net Assets

$ 594,465

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

May 31, 2014 (Unaudited)

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($269,066 ÷ 9,930.614 shares)

$ 27.09

 

 

 

Maximum offering price per share (100/94.25 of $27.09)

$ 28.74

Class T:
Net Asset Value
and redemption price per share ($214,806 ÷ 7,929.877 shares)

$ 27.09

 

 

 

Maximum offering price per share (100/96.50 of $27.09)

$ 28.07

Class B:
Net Asset Value
and offering price per share ($9,866 ÷ 380.738 shares)A

$ 25.91

 

 

 

Class C:
Net Asset Value
and offering price per share ($79,586 ÷ 3,080.509 shares)A

$ 25.84

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($21,141 ÷ 767.774 shares)

$ 27.54

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

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

Semiannual Report

Statement of Operations

 Amounts in thousands Six months ended May 31, 2014 (Unaudited)

 

 

 

Investment Income

 

 

Dividends

 

$ 7,242

Interest

 

29

Income from Fidelity Central Funds

 

27

Total income

 

7,298

 

 

 

Expenses

Management fee

$ 1,304

Transfer agent fees

653

Distribution and service plan fees

1,289

Accounting and security lending fees

109

Custodian fees and expenses

33

Independent trustees' compensation

1

Registration fees

48

Audit

44

Legal

2

Miscellaneous

3

Total expenses before reductions

3,486

Expense reductions

(3)

3,483

Net investment income (loss)

3,815

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

22,100

Foreign currency transactions

(5)

Total net realized gain (loss)

 

22,095

Change in net unrealized appreciation (depreciation) on:

Investment securities

7,074

Assets and liabilities in foreign currencies

2

Total change in net unrealized appreciation (depreciation)

 

7,076

Net gain (loss)

29,171

Net increase (decrease) in net assets resulting from operations

$ 32,986

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

 Amounts in thousands

Six months ended May 31, 2014
(Unaudited)

Year ended
November 30, 2013

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 3,815

$ 14,973

Net realized gain (loss)

22,095

296,421

Change in net unrealized appreciation (depreciation)

7,076

(64,394)

Net increase (decrease) in net assets resulting from operations

32,986

247,000

Distributions to shareholders from net investment income

(1,555)

(2,542)

Distributions to shareholders from net realized gain

(4,023)

-

Total distributions

(5,578)

(2,542)

Share transactions - net increase (decrease)

(12,381)

(1,114,198)

Total increase (decrease) in net assets

15,027

(869,740)

 

 

 

Net Assets

Beginning of period

579,438

1,449,178

End of period (including undistributed net investment income of $3,812 and undistributed net investment income of $1,552, respectively)

$ 594,465

$ 579,438

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

Semiannual Report

Financial Highlights - Class A

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 25.87

$ 19.67

$ 17.00

$ 16.05

$ 14.67

$ 11.96

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .20

  .37

  .33

  .21

  .04

  .08

Net realized and unrealized gain (loss)

  1.31

  5.88

  2.90

  .78

  1.41

  2.75

Total from investment operations

  1.51

  6.25

  3.23

  .99

  1.45

  2.83

Distributions from net investment income

  (.11)

  (.05)

  (.53)

  (.04)

  (.07)

  (.12)

Distributions from net realized gain

  (.18)

  -

  (.03)

  -

  -

  -

Total distributions

  (.29)

  (.05)

  (.56)

  (.04)

  (.07)

  (.12)

Net asset value, end of period

$ 27.09

$ 25.87

$ 19.67

$ 17.00

$ 16.05

$ 14.67

Total Return B, C, D

  5.92%

  31.86%

  19.20%

  6.17%

  9.90%

  23.96%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.02%A

  1.02%

  1.05%

  1.06%

  1.05%

  1.09%

Expenses net of fee waivers, if any

  1.02%A

  1.02%

  1.05%

  1.06%

  1.05%

  1.09%

Expenses net of all reductions

  1.02%A

  1.00%

  1.04%

  1.05%

  1.05%

  1.08%

Net investment income (loss)

  1.51% A

  1.61%

  1.75%

  1.22%

  .26%

  .60%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 269

$ 255

$ 183

$ 170

$ 232

$ 252

Portfolio turnover rateG

  48% A

  48%

  57%

  123%

  102%

  117%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report

Financial Highlights - Class T

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 25.84

$ 19.68

$ 16.97

$ 16.02

$ 14.64

$ 11.90

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .16

  .32

  .29

  .17

  - I

  .04

Net realized and unrealized gain (loss)

  1.32

  5.89

  2.89

  .78

  1.41

  2.75

Total from investment operations

  1.48

  6.21

  3.18

  .95

  1.41

  2.79

Distributions from net investment income

  (.05)

  (.05)

  (.44)

  -

  (.03)

  (.05)

Distributions from net realized gain

  (.18)

  -

  (.03)

  -

  -

  -

Total distributions

  (.23)

  (.05)

  (.47)

  -

  (.03)

  (.05)

Net asset value, end of period

$ 27.09

$ 25.84

$ 19.68

$ 16.97

$ 16.02

$ 14.64

Total Return B, C, D

  5.80%

  31.62%

  18.93%

  5.93%

  9.63%

  23.57%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.25%A

  1.25%

  1.27%

  1.29%

  1.31%

  1.34%

Expenses net of fee waivers, if any

  1.25%A

  1.25%

  1.27%

  1.29%

  1.31%

  1.34%

Expenses net of all reductions

  1.25%A

  1.23%

  1.26%

  1.28%

  1.30%

  1.34%

Net investment income (loss)

  1.27% A

  1.38%

  1.53%

  .99%

  .01%

  .35%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 215

$ 214

$ 166

$ 158

$ 178

$ 201

Portfolio turnover rate G

  48% A

  48%

  57%

  123%

  102%

  117%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

I Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Class B

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 24.74

$ 18.95

$ 16.24

$ 15.41

$ 14.13

$ 11.49

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .09

  .18

  .18

  .08

  (.07)

  (.02)

Net realized and unrealized gain (loss)

  1.26

  5.65

  2.78

  .75

  1.35

  2.66

Total from investment operations

  1.35

  5.83

  2.96

  .83

  1.28

  2.64

Distributions from net investment income

  -

  (.04)

  (.22)

  -

  -

  -

Distributions from net realized gain

  (.18)

  -

  (.03)

  -

  -

  -

Total distributions

  (.18)

  (.04)

  (.25)

  -

  -

  -

Net asset value, end of period

$ 25.91

$ 24.74

$ 18.95

$ 16.24

$ 15.41

$ 14.13

Total Return B, C, D

  5.50%

  30.81%

  18.31%

  5.39%

  9.06%

  22.98%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.84%A

  1.81%

  1.81%

  1.81%

  1.82%

  1.85%

Expenses net of fee waivers, if any

  1.84%A

  1.81%

  1.81%

  1.81%

  1.82%

  1.85%

Expenses net of all reductions

  1.84%A

  1.80%

  1.81%

  1.80%

  1.81%

  1.84%

Net investment income (loss)

  .69% A

  .82%

  .99%

  .47%

  (.51)%

  (.16)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 10

$ 12

$ 11

$ 13

$ 19

$ 27

Portfolio turnover rate G

  48% A

  48%

  57%

  123%

  102%

  117%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report

Financial Highlights - Class C

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 24.66

$ 18.87

$ 16.23

$ 15.39

$ 14.12

$ 11.47

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .10

  .19

  .19

  .08

  (.07)

  (.02)

Net realized and unrealized gain (loss)

  1.26

  5.64

  2.77

  .76

  1.34

  2.67

Total from investment operations

  1.36

  5.83

  2.96

  .84

  1.27

  2.65

Distributions from net investment income

  -

  (.04)

  (.29)

  -

  -

  -

Distributions from net realized gain

  (.18)

  -

  (.03)

  -

  -

  -

Total distributions

  (.18)

  (.04)

  (.32)

  -

  -

  -

Net asset value, end of period

$ 25.84

$ 24.66

$ 18.87

$ 16.23

$ 15.39

$ 14.12

Total Return B, C, D

  5.56%

  30.95%

  18.33%

  5.46%

  8.99%

  23.10%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.75% A

  1.74%

  1.76%

  1.78%

  1.80%

  1.84%

Expenses net of fee waivers, if any

  1.75% A

  1.74%

  1.76%

  1.78%

  1.80%

  1.84%

Expenses net of all reductions

  1.75% A

  1.73%

  1.76%

  1.77%

  1.80%

  1.83%

Net investment income (loss)

  .78% A

  .89%

  1.04%

  .50%

  (.49)%

  (.15)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 80

$ 74

$ 58

$ 53

$ 58

$ 63

Portfolio turnover rate G

  48% A

  48%

  57%

  123%

  102%

  117%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report

Financial Highlights - Institutional Class

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.13

$ 19.79

$ 17.16

$ 16.19

$ 14.80

$ 12.07

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .24

  .43

  .40

  .27

  .09

  .12

Net realized and unrealized gain (loss)

  1.35

  5.97

  2.91

  .79

  1.41

  2.78

Total from investment operations

  1.59

  6.40

  3.31

  1.06

  1.50

  2.90

Distributions from net investment income

  -

  (.06)

  (.65)

  (.09)

  (.11)

  (.17)

Distributions from net realized gain

  (.18)

  -

  (.03)

  -

  -

  -

Total distributions

  (.18)

  (.06)

  (.68)

  (.09)

  (.11)

  (.17)

Net asset value, end of period

$ 27.54

$ 26.13

$ 19.79

$ 17.16

$ 16.19

$ 14.80

Total Return B, C

  6.13%

  32.41%

  19.59%

  6.56%

  10.23%

  24.36%

Ratios to Average Net Assets E, G

 

 

 

 

 

Expenses before reductions

  .71% A

  .70%

  .71%

  .72%

  .73%

  .77%

Expenses net of fee waivers, if any

  .71% A

  .70%

  .71%

  .72%

  .73%

  .77%

Expenses net of all reductions

  .71% A

  .68%

  .70%

  .71%

  .72%

  .77%

Net investment income (loss)

  1.82% A

  1.93%

  2.09%

  1.56%

  .59%

  .92%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 21

$ 24

$ 1,031

$ 1,017

$ 870

$ 1,017

Portfolio turnover rate F

  48% A

  48%

  57%

  123%

  102%

  117%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report


Notes to Financial Statements

For the period ended May 31, 2014 (Unaudited)

(Amounts in thousands except percentages)

1. Organization.

Fidelity Advisor® Growth & Income Fund (the Fund) is a fund of Fidelity Advisor Series I (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase.

2. Investments in Fidelity Central Funds.

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

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .01%.

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

3. Significant Accounting Policies.

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

Semiannual Report

3. Significant Accounting Policies - continued

the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Fidelity Management & Research Company (FMR) Fair Value Committee (the Committee), in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

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

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Valuation - continued

limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

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

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of May 31, 2014, is included at the end of the Fund's Schedule of Investments.

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

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

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified

Semiannual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. 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. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

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

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

distributions are determined in accordance with income tax regulations, which may differ from GAAP.

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

Book-tax differences are primarily due to foreign currency transactions, certain foreign taxes, market discount, redemptions in kind, partnerships, equity-debt classifications, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 131,869

Gross unrealized depreciation

(5,807)

Net unrealized appreciation (depreciation) on securities and other investments

$ 126,062

 

 

Tax cost

$ 474,314

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

Fiscal year of expiration

 

2016

$ (1,206)

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.

Semiannual Report

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $139,382 and $153,894, respectively.

5. Fees and Other Transactions with Affiliates.

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

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

For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 323

$ 8

Class T

.25%

.25%

527

7

Class B

.75%

.25%

53

40

Class C

.75%

.25%

386

44

 

 

 

$ 1,289

$ 99

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

5. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

 

Retained
by FDC

Class A

$ 30

Class T

11

Class B*

3

Class C*

2

 

$ 46

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

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

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

 

Amount

% of
Average
Net Assets
*

Class A

$ 304

.23

Class T

232

.22

Class B

16

.30

Class C

82

.21

Institutional Class

19

.17

 

$ 653

 

* Annualized

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions - continued

(depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $2 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $1 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. The value of securities loaned to FCM at period end was $250. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $27, including $4 from securities loaned to FCM.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

8. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $3 for the period.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 

Six months ended
May 31, 2014

Year ended
November 30, 2013

From net investment income

 

 

Class A

$ 1,111

$ 483

Class T

444

402

Class B

-

21

Class C

-

120

Institutional Class

-

1,516

Total

$ 1,555

$ 2,542

From net realized gain

 

 

Class A

$ 1,766

$ -

Class T

1,470

-

Class B

82

-

Class C

550

-

Institutional Class

155

-

Total

$ 4,023

$ -

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

 

Six months ended May 31,
2014

Year ended
November 30,
2013

Six months ended May 31,
2014

Year ended
November 30,
2013

Class A

 

 

 

 

Shares sold

727

2,156

$ 18,840

$ 49,371

Reinvestment of distributions

102

22

2,583

431

Shares redeemed

(756)

(1,607)

(19,637)

(36,195)

Net increase (decrease)

73

571

$ 1,786

$ 13,607

Class T

 

 

 

 

Shares sold

307

1,319

$ 7,964

$ 30,032

Reinvestment of distributions

73

19

1,855

386

Shares redeemed

(748)

(1,489)

(19,402)

(33,603)

Net increase (decrease)

(368)

(151)

$ (9,583)

$ (3,185)

Semiannual Report

10. Share Transactions - continued

 

Shares

Dollars

 

Six months ended May 31,
2014

Year ended
November 30, 2013

Six months ended May 31,
2014

Year ended
November 30,
2013

Class B

 

 

 

 

Shares sold

7

84

$ 164

$ 1,875

Reinvestment of distributions

3

1

76

19

Shares redeemed

(98)

(200)

(2,447)

(4,324)

Net increase (decrease)

(88)

(115)

$ (2,207)

$ (2,430)

Class C

 

 

 

 

Shares sold

329

483

$ 8,125

$ 10,663

Reinvestment of distributions

19

5

475

103

Shares redeemed

(281)

(547)

(6,952)

(11,826)

Net increase (decrease)

67

(59)

$ 1,648

$ (1,060)

Institutional Class

 

 

 

 

Shares sold

126

3,091

$ 3,316

$ 67,555

Reinvestment of distributions

5

75

137

1,511

Shares redeemed

(283)

(54,343)A

(7,478)

(1,190,196)A

Net increase (decrease)

(152)

(51,177)

$ (4,025)

$ (1,121,130)

A Amount includes in-kind redemptions.

11. 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

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research (Japan) Inc.

Fidelity Management & Research (Hong Kong) Limited

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

JPMorgan Chase Bank

New York, NY

(Fidelity Investment logo)(registered trademark)

AGAII-USAN-0714
1.786792.111

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Growth & Income

Fund - Class A, Class T, Class B
and Class C

Semiannual Report

May 31, 2014

(Fidelity Cover Art)


Contents

Shareholder Expense Example

(Click Here)

An example of shareholder expenses.

Investment Changes

(Click Here)

A summary of major shifts in the fund's investments over the past six months.

Investments

(Click Here)

A complete list of the fund's investments with their market values.

Financial Statements

(Click Here)

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

(Click Here)

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2014 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report


Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 1, 2013 to May 31, 2014).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

 

Annualized
Expense Ratio
B

Beginning
Account Value
December 1, 2013

Ending
Account Value
May 31, 2014

Expenses Paid
During Period
*
December 1, 2013
to May 31, 2014

Class A

1.02%

 

 

 

Actual

 

$ 1,000.00

$ 1,059.20

$ 5.24

HypotheticalA

 

$ 1,000.00

$ 1,019.85

$ 5.14

Class T

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 1,058.00

$ 6.41

HypotheticalA

 

$ 1,000.00

$ 1,018.70

$ 6.29

Class B

1.84%

 

 

 

Actual

 

$ 1,000.00

$ 1,055.00

$ 9.43

HypotheticalA

 

$ 1,000.00

$ 1,015.76

$ 9.25

Class C

1.75%

 

 

 

Actual

 

$ 1,000.00

$ 1,055.60

$ 8.97

HypotheticalA

 

$ 1,000.00

$ 1,016.21

$ 8.80

Institutional Class

.71%

 

 

 

Actual

 

$ 1,000.00

$ 1,061.30

$ 3.65

HypotheticalA

 

$ 1,000.00

$ 1,021.39

$ 3.58

A 5% return per year before expenses

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

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

Semiannual Report


Investment Changes (Unaudited)

Top Ten Stocks as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

JPMorgan Chase & Co.

4.0

3.8

Apple, Inc.

3.7

3.9

Microsoft Corp.

3.2

2.9

General Electric Co.

3.1

3.0

Chevron Corp.

2.7

2.4

Citigroup, Inc.

2.1

2.1

Verizon Communications, Inc.

2.0

1.3

Target Corp.

1.9

1.7

Procter & Gamble Co.

1.9

2.0

Comcast Corp. Class A (special) (non-vtg.)

1.8

1.7

 

26.4

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

19.0

19.2

Information Technology

18.9

18.5

Consumer Staples

13.0

12.0

Energy

11.4

11.8

Industrials

11.4

11.2

Asset Allocation (% of fund's net assets)

As of May 31, 2014*

As of November 30, 2013**

aga2011485

Stocks 98.8%

 

aga2011485

Stocks 98.9%

 

aga2011488

Convertible
Securities 1.0%

 

aga2011488

Convertible
Securities 1.0%

 

aga2011491

Other Investments 0.0%

 

aga2011493

Other Investments 0.0%

 

aga2011495

Short-Term
Investments and
Net Other Assets
(Liabilities) 0.2%

 

aga2011495

Short-Term
Investments and
Net Other Assets
(Liabilities) 0.1%

 

* Foreign investments

13.4%

 

** Foreign investments

13.3%

 

aga2011498

Amount represents less than 0.1%

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 98.8%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 9.3%

Diversified Consumer Services - 0.3%

H&R Block, Inc.

58,726

$ 1,749

Hotels, Restaurants & Leisure - 1.9%

Darden Restaurants, Inc.

36,500

1,829

McDonald's Corp.

44,545

4,518

Yum! Brands, Inc.

63,061

4,875

 

11,222

Household Durables - 0.0%

Tupperware Brands Corp.

3,300

276

Media - 3.6%

Comcast Corp. Class A (special) (non-vtg.)

208,529

10,810

Lamar Advertising Co. Class A

2,400

118

Scripps Networks Interactive, Inc. Class A

5,572

426

Sinclair Broadcast Group, Inc. Class A

60,927

1,802

Time Warner, Inc.

114,713

8,010

 

21,166

Multiline Retail - 1.9%

Target Corp.

199,599

11,329

Specialty Retail - 1.5%

Lewis Group Ltd.

37,336

234

Lowe's Companies, Inc.

166,057

7,818

Staples, Inc.

51,229

576

 

8,628

Textiles, Apparel & Luxury Goods - 0.1%

adidas AG

7,000

751

TOTAL CONSUMER DISCRETIONARY

55,121

CONSUMER STAPLES - 13.0%

Beverages - 3.7%

Diageo PLC

61,900

1,993

Molson Coors Brewing Co. Class B

25,697

1,689

PepsiCo, Inc.

59,343

5,242

Pernod Ricard SA

5,400

662

Remy Cointreau SA

5,300

491

SABMiller PLC

43,800

2,431

The Coca-Cola Co.

233,194

9,540

 

22,048

Food & Staples Retailing - 1.9%

CVS Caremark Corp.

47,451

3,716

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Food & Staples Retailing - continued

Kroger Co.

41,600

$ 1,986

Walgreen Co.

77,482

5,572

 

11,274

Food Products - 0.7%

Kellogg Co.

49,202

3,394

Mead Johnson Nutrition Co. Class A

8,400

752

 

4,146

Household Products - 2.0%

Procter & Gamble Co.

137,535

11,111

Svenska Cellulosa AB (SCA) (B Shares)

28,805

801

 

11,912

Tobacco - 4.7%

British American Tobacco PLC sponsored ADR

88,276

10,704

Lorillard, Inc.

130,925

8,140

Philip Morris International, Inc.

69,338

6,139

Reynolds American, Inc.

46,000

2,743

 

27,726

TOTAL CONSUMER STAPLES

77,106

ENERGY - 11.2%

Energy Equipment & Services - 1.0%

Ensco PLC Class A

34,941

1,840

National Oilwell Varco, Inc.

3,900

319

Oceaneering International, Inc.

8,000

576

Schlumberger Ltd.

33,334

3,468

 

6,203

Oil, Gas & Consumable Fuels - 10.2%

Access Midstream Partners LP

21,029

1,325

Apache Corp.

49,841

4,646

Atlas Pipeline Partners LP

41,675

1,359

BG Group PLC

262,360

5,370

Canadian Natural Resources Ltd.

80,350

3,270

Chevron Corp.

128,063

15,725

Eni SpA

21,800

555

EQT Midstream Partners LP

9,200

756

Exxon Mobil Corp.

17,782

1,788

Imperial Oil Ltd.

62,700

3,087

Magellan Midstream Partners LP

1,554

127

Common Stocks - continued

Shares

Value (000s)

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Markwest Energy Partners LP

56,205

$ 3,482

MPLX LP

6,403

366

Occidental Petroleum Corp.

72,329

7,210

Peabody Energy Corp.

32,400

524

PrairieSky Royalty Ltd.

2,400

80

Suncor Energy, Inc.

144,990

5,580

The Williams Companies, Inc.

96,531

4,533

Western Gas Partners LP

8,200

590

 

60,373

TOTAL ENERGY

66,576

FINANCIALS - 19.0%

Banks - 11.4%

Bank of America Corp.

551,042

8,343

Citigroup, Inc.

265,722

12,640

JPMorgan Chase & Co.

427,343

23,744

M&T Bank Corp.

7,872

955

PNC Financial Services Group, Inc.

49,416

4,214

Standard Chartered PLC (United Kingdom)

256,634

5,775

SunTrust Banks, Inc.

14,235

545

U.S. Bancorp

119,130

5,026

Wells Fargo & Co.

132,850

6,746

 

67,988

Capital Markets - 4.1%

Apollo Investment Corp.

20,268

170

Ares Capital Corp.

25,465

439

BlackRock, Inc. Class A

2,000

610

Carlyle Group LP

14,800

458

Charles Schwab Corp.

194,613

4,906

Greenhill & Co., Inc.

1,900

94

Invesco Ltd.

13,400

492

KKR & Co. LP

158,013

3,592

Morgan Stanley

112,030

3,457

Northern Trust Corp.

58,840

3,554

State Street Corp.

90,670

5,918

The Blackstone Group LP

29,300

911

 

24,601

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Diversified Financial Services - 0.7%

IntercontinentalExchange Group, Inc.

12,439

$ 2,443

TPG Specialty Lending, Inc.

66,400

1,407

 

3,850

Insurance - 1.7%

Arthur J. Gallagher & Co.

16,319

748

Brown & Brown, Inc.

10,040

303

Marsh & McLennan Companies, Inc.

27,966

1,406

MetLife, Inc.

131,187

6,681

MetLife, Inc. unit

25,700

760

Ping An Insurance (Group) Co. of China Ltd. (H Shares)

3,500

27

 

9,925

Real Estate Investment Trusts - 0.7%

Altisource Residential Corp. Class B

10,400

290

CBL & Associates Properties, Inc.

80,296

1,511

First Potomac Realty Trust

15,672

205

Sun Communities, Inc.

46,446

2,249

 

4,255

Real Estate Management & Development - 0.2%

Beazer Pre-Owned Rental Homes, Inc. (a)(h)

67,500

1,258

Thrifts & Mortgage Finance - 0.2%

Radian Group, Inc.

91,090

1,314

TOTAL FINANCIALS

113,191

HEALTH CARE - 10.5%

Biotechnology - 1.2%

Amgen, Inc.

50,592

5,868

Biogen Idec, Inc. (a)

2,900

926

Intercept Pharmaceuticals, Inc. (a)

1,300

308

 

7,102

Health Care Equipment & Supplies - 1.7%

Abbott Laboratories

39,226

1,569

Ansell Ltd.

20,366

365

Covidien PLC

3,700

271

ResMed, Inc. (e)

25,804

1,292

St. Jude Medical, Inc.

24,893

1,616

Steris Corp.

6,700

359

Stryker Corp.

23,359

1,974

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Health Care Equipment & Supplies - continued

The Cooper Companies, Inc.

6,751

$ 871

Zimmer Holdings, Inc.

14,890

1,554

 

9,871

Health Care Providers & Services - 1.9%

Fresenius Medical Care AG & Co. KGaA

9,600

636

McKesson Corp.

21,233

4,027

Patterson Companies, Inc.

25,000

979

Quest Diagnostics, Inc.

41,652

2,495

UnitedHealth Group, Inc.

41,336

3,292

 

11,429

Health Care Technology - 0.1%

Quality Systems, Inc.

29,839

465

Life Sciences Tools & Services - 0.0%

Lonza Group AG

2,973

320

Pharmaceuticals - 5.6%

AbbVie, Inc.

56,160

3,051

Astellas Pharma, Inc.

59,100

760

GlaxoSmithKline PLC sponsored ADR (e)

106,909

5,767

Johnson & Johnson

88,901

9,020

Merck & Co., Inc.

74,518

4,312

Novartis AG sponsored ADR

39,001

3,512

Sanofi SA

17,949

1,919

Teva Pharmaceutical Industries Ltd. sponsored ADR

78,674

3,972

Zoetis, Inc. Class A

34,000

1,044

 

33,357

TOTAL HEALTH CARE

62,544

INDUSTRIALS - 11.4%

Aerospace & Defense - 2.1%

Meggitt PLC

166,009

1,348

Rolls-Royce Group PLC

68,650

1,197

The Boeing Co.

44,794

6,058

United Technologies Corp.

30,631

3,560

 

12,163

Air Freight & Logistics - 1.7%

C.H. Robinson Worldwide, Inc.

35,326

2,115

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Air Freight & Logistics - continued

PostNL NV (a)

58,600

$ 287

United Parcel Service, Inc. Class B

73,879

7,675

 

10,077

Airlines - 0.0%

Copa Holdings SA Class A

900

129

Commercial Services & Supplies - 0.3%

ADT Corp.

13,183

424

KAR Auction Services, Inc.

39,200

1,197

Ritchie Brothers Auctioneers, Inc.

1,700

39

 

1,660

Electrical Equipment - 0.4%

General Cable Corp.

18,509

472

Hubbell, Inc. Class B

17,212

2,014

 

2,486

Industrial Conglomerates - 3.1%

General Electric Co.

693,493

18,579

Machinery - 0.3%

Ingersoll-Rand PLC

26,524

1,587

Stanley Black & Decker, Inc.

2,600

227

 

1,814

Professional Services - 0.5%

Acacia Research Corp.

39,864

643

Amadeus Fire AG

2,843

242

Bureau Veritas SA

62,918

1,897

Exova Group Ltd. PLC (a)

60,100

247

 

3,029

Road & Rail - 2.3%

CSX Corp.

195,733

5,755

J.B. Hunt Transport Services, Inc.

45,620

3,543

Kansas City Southern

7,200

774

Norfolk Southern Corp.

28,108

2,832

TransForce, Inc.

25,500

557

 

13,461

Trading Companies & Distributors - 0.7%

Beijer (G&L) AG Series B

4,689

105

Brenntag AG

1,722

322

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Trading Companies & Distributors - continued

W.W. Grainger, Inc.

7,873

$ 2,034

Watsco, Inc.

15,864

1,596

 

4,057

TOTAL INDUSTRIALS

67,455

INFORMATION TECHNOLOGY - 18.9%

Communications Equipment - 2.5%

Cisco Systems, Inc.

376,971

9,281

QUALCOMM, Inc.

66,513

5,351

 

14,632

Internet Software & Services - 2.8%

Google, Inc.:

Class A (a)

13,058

7,465

Class C (a)

11,958

6,708

Yahoo!, Inc. (a)

77,292

2,678

 

16,851

IT Services - 4.9%

Amadeus IT Holding SA Class A

1,400

62

Cognizant Technology Solutions Corp. Class A (a)

51,320

2,495

Computer Sciences Corp.

39,019

2,454

Fidelity National Information Services, Inc.

30,038

1,627

IBM Corp.

10,300

1,899

MasterCard, Inc. Class A

72,990

5,580

Paychex, Inc.

175,209

7,203

Quindell PLC

1,398,500

486

The Western Union Co.

101,161

1,636

Visa, Inc. Class A

27,035

5,808

 

29,250

Semiconductors & Semiconductor Equipment - 1.4%

Applied Materials, Inc.

163,293

3,297

Broadcom Corp. Class A

110,636

3,526

Maxim Integrated Products, Inc.

35,486

1,215

 

8,038

Software - 3.3%

Microsoft Corp.

458,873

18,786

Oracle Corp.

16,484

693

 

19,479

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Technology Hardware, Storage & Peripherals - 4.0%

Apple, Inc.

34,554

$ 21,873

EMC Corp.

79,930

2,123

 

23,996

TOTAL INFORMATION TECHNOLOGY

112,246

MATERIALS - 3.3%

Chemicals - 2.9%

Airgas, Inc.

28,852

3,068

E.I. du Pont de Nemours & Co.

28,831

1,998

FMC Corp.

18,829

1,442

Johnson Matthey PLC

6,400

345

Monsanto Co.

44,601

5,435

Potash Corp. of Saskatchewan, Inc.

19,900

722

Royal DSM NV (e)

15,813

1,140

Syngenta AG (Switzerland)

6,998

2,694

Tronox Ltd. Class A

16,351

434

 

17,278

Metals & Mining - 0.4%

Freeport-McMoRan Copper & Gold, Inc.

69,300

2,360

SunCoke Energy Partners LP

8,410

241

 

2,601

TOTAL MATERIALS

19,879

TELECOMMUNICATION SERVICES - 2.0%

Diversified Telecommunication Services - 2.0%

Verizon Communications, Inc.

237,109

11,846

UTILITIES - 0.2%

Electric Utilities - 0.1%

ITC Holdings Corp.

14,323

524

Multi-Utilities - 0.1%

Sempra Energy

7,400

743

TOTAL UTILITIES

1,267

TOTAL COMMON STOCKS

(Cost $458,616)


587,231

Preferred Stocks - 0.8%

Shares

Value (000s)

Convertible Preferred Stocks - 0.8%

CONSUMER DISCRETIONARY - 0.0%

Leisure Products - 0.0%

NJOY, Inc. Series D (h)

5,350

$ 91

HEALTH CARE - 0.8%

Health Care Equipment & Supplies - 0.8%

Alere, Inc. 3.00%

14,654

4,601

TOTAL CONVERTIBLE PREFERRED STOCKS

4,692

Nonconvertible Preferred Stocks - 0.0%

INDUSTRIALS - 0.0%

Aerospace & Defense - 0.0%

Rolls-Royce Group PLC (C Shares)

7,698,300

13

TOTAL PREFERRED STOCKS

(Cost $4,169)


4,705

Convertible Bonds - 0.2%

 

Principal
Amount (000s)(d)

 

ENERGY - 0.2%

Oil, Gas & Consumable Fuels - 0.2%

Amyris, Inc. 3% 2/27/17

$ 772

629

Peabody Energy Corp. 4.75% 12/15/41

590

459

 

1,088

TOTAL CONVERTIBLE BONDS

(Cost $1,231)


1,088

Preferred Securities - 0.0%

 

 

 

 

 

FINANCIALS - 0.0%

Diversified Financial Services - 0.0%

Baggot Securities Ltd. 10.24% (f)(g)

(Cost $353)

EUR

230


352

Money Market Funds - 1.2%

Shares

Value (000s)

Fidelity Securities Lending Cash Central Fund, 0.10% (b)(c)
(Cost $7,000)

7,000,105

$ 7,000

TOTAL INVESTMENT PORTFOLIO - 101.0%

(Cost $471,369)

600,376

NET OTHER ASSETS (LIABILITIES) - (1.0)%

(5,911)

NET ASSETS - 100%

$ 594,465

Currency Abbreviations

EUR

-

European Monetary Unit

Legend

(a) Non-income producing

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

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

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

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

(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 end of the period, the value of these securities amounted to $352,000 or 0.0% of net assets.

(g) Security is perpetual in nature with no stated maturity date.

(h) 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 $1,348,000 or 0.2% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

Beazer Pre-Owned Rental Homes, Inc.

5/3/12 - 10/23/12

$ 1,350

NJOY, Inc.
Series D

2/14/14

$ 91

Affiliated Central Funds

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

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ -*

Fidelity Securities Lending Cash Central Fund

27

Total

$ 27

* Amount represents less than $1,000

Other Information

The following is a summary of the inputs used, as of May 31, 2014, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 55,212

$ 55,121

$ -

$ 91

Consumer Staples

77,106

75,113

1,993

-

Energy

66,576

66,021

555

-

Financials

113,191

111,173

760

1,258

Health Care

67,145

63,830

3,315

-

Industrials

67,468

67,468

-

-

Information Technology

112,246

112,246

-

-

Materials

19,879

17,185

2,694

-

Telecommunication Services

11,846

11,846

-

-

Utilities

1,267

1,267

-

-

Corporate Bonds

1,088

-

1,088

-

Preferred Securities

352

-

352

-

Money Market Funds

7,000

7,000

-

-

Total Investments in Securities:

$ 600,376

$ 588,270

$ 10,757

$ 1,349

Distribution of investments by country or territory of incorporation, as a percentage of total net assets, is as follows (Unaudited):

United States of America

86.6%

United Kingdom

6.5%

Canada

2.2%

Switzerland

1.1%

Others (Individually Less Than 1%)

3.6%

 

100.0%

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

Semiannual Report


Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

May 31, 2014 (Unaudited)

 

 

 

Assets

Investment in securities, at value (including securities loaned of $6,810) - See accompanying schedule:

Unaffiliated issuers (cost $464,369)

$ 593,376

 

Fidelity Central Funds (cost $7,000)

7,000

 

Total Investments (cost $471,369)

 

$ 600,376

Receivable for investments sold

3,805

Receivable for fund shares sold

434

Dividends receivable

1,331

Interest receivable

17

Distributions receivable from Fidelity Central Funds

10

Total assets

605,973

 

 

 

Liabilities

Payable to custodian bank

$ 888

Payable for investments purchased

2,173

Payable for fund shares redeemed

838

Accrued management fee

220

Distribution and service plan fees payable

217

Other affiliated payables

127

Other payables and accrued expenses

45

Collateral on securities loaned, at value

7,000

Total liabilities

11,508

 

 

 

Net Assets

$ 594,465

Net Assets consist of:

 

Paid in capital

$ 443,529

Undistributed net investment income

3,812

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

18,114

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

129,010

Net Assets

$ 594,465

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

May 31, 2014 (Unaudited)

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($269,066 ÷ 9,930.614 shares)

$ 27.09

 

 

 

Maximum offering price per share (100/94.25 of $27.09)

$ 28.74

Class T:
Net Asset Value
and redemption price per share ($214,806 ÷ 7,929.877 shares)

$ 27.09

 

 

 

Maximum offering price per share (100/96.50 of $27.09)

$ 28.07

Class B:
Net Asset Value
and offering price per share ($9,866 ÷ 380.738 shares)A

$ 25.91

 

 

 

Class C:
Net Asset Value
and offering price per share ($79,586 ÷ 3,080.509 shares)A

$ 25.84

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($21,141 ÷ 767.774 shares)

$ 27.54

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

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

Semiannual Report

Statement of Operations

 Amounts in thousands Six months ended May 31, 2014 (Unaudited)

 

 

 

Investment Income

 

 

Dividends

 

$ 7,242

Interest

 

29

Income from Fidelity Central Funds

 

27

Total income

 

7,298

 

 

 

Expenses

Management fee

$ 1,304

Transfer agent fees

653

Distribution and service plan fees

1,289

Accounting and security lending fees

109

Custodian fees and expenses

33

Independent trustees' compensation

1

Registration fees

48

Audit

44

Legal

2

Miscellaneous

3

Total expenses before reductions

3,486

Expense reductions

(3)

3,483

Net investment income (loss)

3,815

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

22,100

Foreign currency transactions

(5)

Total net realized gain (loss)

 

22,095

Change in net unrealized appreciation (depreciation) on:

Investment securities

7,074

Assets and liabilities in foreign currencies

2

Total change in net unrealized appreciation (depreciation)

 

7,076

Net gain (loss)

29,171

Net increase (decrease) in net assets resulting from operations

$ 32,986

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

 Amounts in thousands

Six months ended May 31, 2014
(Unaudited)

Year ended
November 30, 2013

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 3,815

$ 14,973

Net realized gain (loss)

22,095

296,421

Change in net unrealized appreciation (depreciation)

7,076

(64,394)

Net increase (decrease) in net assets resulting from operations

32,986

247,000

Distributions to shareholders from net investment income

(1,555)

(2,542)

Distributions to shareholders from net realized gain

(4,023)

-

Total distributions

(5,578)

(2,542)

Share transactions - net increase (decrease)

(12,381)

(1,114,198)

Total increase (decrease) in net assets

15,027

(869,740)

 

 

 

Net Assets

Beginning of period

579,438

1,449,178

End of period (including undistributed net investment income of $3,812 and undistributed net investment income of $1,552, respectively)

$ 594,465

$ 579,438

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

Semiannual Report

Financial Highlights - Class A

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 25.87

$ 19.67

$ 17.00

$ 16.05

$ 14.67

$ 11.96

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .20

  .37

  .33

  .21

  .04

  .08

Net realized and unrealized gain (loss)

  1.31

  5.88

  2.90

  .78

  1.41

  2.75

Total from investment operations

  1.51

  6.25

  3.23

  .99

  1.45

  2.83

Distributions from net investment income

  (.11)

  (.05)

  (.53)

  (.04)

  (.07)

  (.12)

Distributions from net realized gain

  (.18)

  -

  (.03)

  -

  -

  -

Total distributions

  (.29)

  (.05)

  (.56)

  (.04)

  (.07)

  (.12)

Net asset value, end of period

$ 27.09

$ 25.87

$ 19.67

$ 17.00

$ 16.05

$ 14.67

Total Return B, C, D

  5.92%

  31.86%

  19.20%

  6.17%

  9.90%

  23.96%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.02%A

  1.02%

  1.05%

  1.06%

  1.05%

  1.09%

Expenses net of fee waivers, if any

  1.02%A

  1.02%

  1.05%

  1.06%

  1.05%

  1.09%

Expenses net of all reductions

  1.02%A

  1.00%

  1.04%

  1.05%

  1.05%

  1.08%

Net investment income (loss)

  1.51% A

  1.61%

  1.75%

  1.22%

  .26%

  .60%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 269

$ 255

$ 183

$ 170

$ 232

$ 252

Portfolio turnover rateG

  48% A

  48%

  57%

  123%

  102%

  117%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report

Financial Highlights - Class T

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 25.84

$ 19.68

$ 16.97

$ 16.02

$ 14.64

$ 11.90

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .16

  .32

  .29

  .17

  - I

  .04

Net realized and unrealized gain (loss)

  1.32

  5.89

  2.89

  .78

  1.41

  2.75

Total from investment operations

  1.48

  6.21

  3.18

  .95

  1.41

  2.79

Distributions from net investment income

  (.05)

  (.05)

  (.44)

  -

  (.03)

  (.05)

Distributions from net realized gain

  (.18)

  -

  (.03)

  -

  -

  -

Total distributions

  (.23)

  (.05)

  (.47)

  -

  (.03)

  (.05)

Net asset value, end of period

$ 27.09

$ 25.84

$ 19.68

$ 16.97

$ 16.02

$ 14.64

Total Return B, C, D

  5.80%

  31.62%

  18.93%

  5.93%

  9.63%

  23.57%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.25%A

  1.25%

  1.27%

  1.29%

  1.31%

  1.34%

Expenses net of fee waivers, if any

  1.25%A

  1.25%

  1.27%

  1.29%

  1.31%

  1.34%

Expenses net of all reductions

  1.25%A

  1.23%

  1.26%

  1.28%

  1.30%

  1.34%

Net investment income (loss)

  1.27% A

  1.38%

  1.53%

  .99%

  .01%

  .35%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 215

$ 214

$ 166

$ 158

$ 178

$ 201

Portfolio turnover rate G

  48% A

  48%

  57%

  123%

  102%

  117%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

I Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Class B

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 24.74

$ 18.95

$ 16.24

$ 15.41

$ 14.13

$ 11.49

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .09

  .18

  .18

  .08

  (.07)

  (.02)

Net realized and unrealized gain (loss)

  1.26

  5.65

  2.78

  .75

  1.35

  2.66

Total from investment operations

  1.35

  5.83

  2.96

  .83

  1.28

  2.64

Distributions from net investment income

  -

  (.04)

  (.22)

  -

  -

  -

Distributions from net realized gain

  (.18)

  -

  (.03)

  -

  -

  -

Total distributions

  (.18)

  (.04)

  (.25)

  -

  -

  -

Net asset value, end of period

$ 25.91

$ 24.74

$ 18.95

$ 16.24

$ 15.41

$ 14.13

Total Return B, C, D

  5.50%

  30.81%

  18.31%

  5.39%

  9.06%

  22.98%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.84%A

  1.81%

  1.81%

  1.81%

  1.82%

  1.85%

Expenses net of fee waivers, if any

  1.84%A

  1.81%

  1.81%

  1.81%

  1.82%

  1.85%

Expenses net of all reductions

  1.84%A

  1.80%

  1.81%

  1.80%

  1.81%

  1.84%

Net investment income (loss)

  .69% A

  .82%

  .99%

  .47%

  (.51)%

  (.16)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 10

$ 12

$ 11

$ 13

$ 19

$ 27

Portfolio turnover rate G

  48% A

  48%

  57%

  123%

  102%

  117%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report

Financial Highlights - Class C

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 24.66

$ 18.87

$ 16.23

$ 15.39

$ 14.12

$ 11.47

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .10

  .19

  .19

  .08

  (.07)

  (.02)

Net realized and unrealized gain (loss)

  1.26

  5.64

  2.77

  .76

  1.34

  2.67

Total from investment operations

  1.36

  5.83

  2.96

  .84

  1.27

  2.65

Distributions from net investment income

  -

  (.04)

  (.29)

  -

  -

  -

Distributions from net realized gain

  (.18)

  -

  (.03)

  -

  -

  -

Total distributions

  (.18)

  (.04)

  (.32)

  -

  -

  -

Net asset value, end of period

$ 25.84

$ 24.66

$ 18.87

$ 16.23

$ 15.39

$ 14.12

Total Return B, C, D

  5.56%

  30.95%

  18.33%

  5.46%

  8.99%

  23.10%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.75% A

  1.74%

  1.76%

  1.78%

  1.80%

  1.84%

Expenses net of fee waivers, if any

  1.75% A

  1.74%

  1.76%

  1.78%

  1.80%

  1.84%

Expenses net of all reductions

  1.75% A

  1.73%

  1.76%

  1.77%

  1.80%

  1.83%

Net investment income (loss)

  .78% A

  .89%

  1.04%

  .50%

  (.49)%

  (.15)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 80

$ 74

$ 58

$ 53

$ 58

$ 63

Portfolio turnover rate G

  48% A

  48%

  57%

  123%

  102%

  117%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report

Financial Highlights - Institutional Class

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.13

$ 19.79

$ 17.16

$ 16.19

$ 14.80

$ 12.07

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .24

  .43

  .40

  .27

  .09

  .12

Net realized and unrealized gain (loss)

  1.35

  5.97

  2.91

  .79

  1.41

  2.78

Total from investment operations

  1.59

  6.40

  3.31

  1.06

  1.50

  2.90

Distributions from net investment income

  -

  (.06)

  (.65)

  (.09)

  (.11)

  (.17)

Distributions from net realized gain

  (.18)

  -

  (.03)

  -

  -

  -

Total distributions

  (.18)

  (.06)

  (.68)

  (.09)

  (.11)

  (.17)

Net asset value, end of period

$ 27.54

$ 26.13

$ 19.79

$ 17.16

$ 16.19

$ 14.80

Total Return B, C

  6.13%

  32.41%

  19.59%

  6.56%

  10.23%

  24.36%

Ratios to Average Net Assets E, G

 

 

 

 

 

Expenses before reductions

  .71% A

  .70%

  .71%

  .72%

  .73%

  .77%

Expenses net of fee waivers, if any

  .71% A

  .70%

  .71%

  .72%

  .73%

  .77%

Expenses net of all reductions

  .71% A

  .68%

  .70%

  .71%

  .72%

  .77%

Net investment income (loss)

  1.82% A

  1.93%

  2.09%

  1.56%

  .59%

  .92%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 21

$ 24

$ 1,031

$ 1,017

$ 870

$ 1,017

Portfolio turnover rate F

  48% A

  48%

  57%

  123%

  102%

  117%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report


Notes to Financial Statements

For the period ended May 31, 2014 (Unaudited)

(Amounts in thousands except percentages)

1. Organization.

Fidelity Advisor® Growth & Income Fund (the Fund) is a fund of Fidelity Advisor Series I (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase.

2. Investments in Fidelity Central Funds.

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

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .01%.

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

3. Significant Accounting Policies.

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

Semiannual Report

3. Significant Accounting Policies - continued

the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Fidelity Management & Research Company (FMR) Fair Value Committee (the Committee), in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

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

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Valuation - continued

limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

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

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of May 31, 2014, is included at the end of the Fund's Schedule of Investments.

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

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

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified

Semiannual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. 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. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

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

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

distributions are determined in accordance with income tax regulations, which may differ from GAAP.

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

Book-tax differences are primarily due to foreign currency transactions, certain foreign taxes, market discount, redemptions in kind, partnerships, equity-debt classifications, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 131,869

Gross unrealized depreciation

(5,807)

Net unrealized appreciation (depreciation) on securities and other investments

$ 126,062

 

 

Tax cost

$ 474,314

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

Fiscal year of expiration

 

2016

$ (1,206)

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.

Semiannual Report

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $139,382 and $153,894, respectively.

5. Fees and Other Transactions with Affiliates.

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

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

For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 323

$ 8

Class T

.25%

.25%

527

7

Class B

.75%

.25%

53

40

Class C

.75%

.25%

386

44

 

 

 

$ 1,289

$ 99

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

5. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

 

Retained
by FDC

Class A

$ 30

Class T

11

Class B*

3

Class C*

2

 

$ 46

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

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

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

 

Amount

% of
Average
Net Assets
*

Class A

$ 304

.23

Class T

232

.22

Class B

16

.30

Class C

82

.21

Institutional Class

19

.17

 

$ 653

 

* Annualized

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions - continued

(depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $2 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $1 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. The value of securities loaned to FCM at period end was $250. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $27, including $4 from securities loaned to FCM.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

8. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $3 for the period.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 

Six months ended
May 31, 2014

Year ended
November 30, 2013

From net investment income

 

 

Class A

$ 1,111

$ 483

Class T

444

402

Class B

-

21

Class C

-

120

Institutional Class

-

1,516

Total

$ 1,555

$ 2,542

From net realized gain

 

 

Class A

$ 1,766

$ -

Class T

1,470

-

Class B

82

-

Class C

550

-

Institutional Class

155

-

Total

$ 4,023

$ -

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

 

Six months ended May 31,
2014

Year ended
November 30,
2013

Six months ended May 31,
2014

Year ended
November 30,
2013

Class A

 

 

 

 

Shares sold

727

2,156

$ 18,840

$ 49,371

Reinvestment of distributions

102

22

2,583

431

Shares redeemed

(756)

(1,607)

(19,637)

(36,195)

Net increase (decrease)

73

571

$ 1,786

$ 13,607

Class T

 

 

 

 

Shares sold

307

1,319

$ 7,964

$ 30,032

Reinvestment of distributions

73

19

1,855

386

Shares redeemed

(748)

(1,489)

(19,402)

(33,603)

Net increase (decrease)

(368)

(151)

$ (9,583)

$ (3,185)

Semiannual Report

10. Share Transactions - continued

 

Shares

Dollars

 

Six months ended May 31,
2014

Year ended
November 30, 2013

Six months ended May 31,
2014

Year ended
November 30,
2013

Class B

 

 

 

 

Shares sold

7

84

$ 164

$ 1,875

Reinvestment of distributions

3

1

76

19

Shares redeemed

(98)

(200)

(2,447)

(4,324)

Net increase (decrease)

(88)

(115)

$ (2,207)

$ (2,430)

Class C

 

 

 

 

Shares sold

329

483

$ 8,125

$ 10,663

Reinvestment of distributions

19

5

475

103

Shares redeemed

(281)

(547)

(6,952)

(11,826)

Net increase (decrease)

67

(59)

$ 1,648

$ (1,060)

Institutional Class

 

 

 

 

Shares sold

126

3,091

$ 3,316

$ 67,555

Reinvestment of distributions

5

75

137

1,511

Shares redeemed

(283)

(54,343)A

(7,478)

(1,190,196)A

Net increase (decrease)

(152)

(51,177)

$ (4,025)

$ (1,121,130)

A Amount includes in-kind redemptions.

11. 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

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research (Japan) Inc.

Fidelity Management & Research (Hong Kong) Limited

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

JPMorgan Chase Bank

New York, NY

(Fidelity Investment logo)(registered trademark)

AGAI-USAN-0714
1.786791.111

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Growth Opportunities

Fund - Institutional Class

Semiannual Report

May 31, 2014

(Fidelity Cover Art)


Contents

Shareholder Expense Example

(Click Here)

An example of shareholder expenses.

Investment Changes

(Click Here)

A summary of major shifts in the fund's investments over the past six months.

Investments

(Click Here)

A complete list of the fund's investments with their market values.

Financial Statements

(Click Here)

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

(Click Here)

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2014 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report


Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 1, 2013 to May 31, 2014).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

 

Annualized
Expense Ratio
B

Beginning
Account Value
December 1, 2013

Ending
Account Value
May 31, 2014

Expenses Paid
During Period
*
December 1, 2013
to May 31, 2014

Class A

1.11%

 

 

 

Actual

 

$ 1,000.00

$ 1,038.80

$ 5.64

HypotheticalA

 

$ 1,000.00

$ 1,019.40

$ 5.59

Class T

1.33%

 

 

 

Actual

 

$ 1,000.00

$ 1,037.60

$ 6.76

HypotheticalA

 

$ 1,000.00

$ 1,018.30

$ 6.69

Class B

1.94%

 

 

 

Actual

 

$ 1,000.00

$ 1,034.40

$ 9.84

HypotheticalA

 

$ 1,000.00

$ 1,015.26

$ 9.75

Class C

1.85%

 

 

 

Actual

 

$ 1,000.00

$ 1,035.00

$ 9.39

HypotheticalA

 

$ 1,000.00

$ 1,015.71

$ 9.30

Institutional Class

.84%

 

 

 

Actual

 

$ 1,000.00

$ 1,040.00

$ 4.27

HypotheticalA

 

$ 1,000.00

$ 1,020.74

$ 4.23

Class Z

.69%

 

 

 

Actual

 

$ 1,000.00

$ 1,041.10

$ 3.51

HypotheticalA

 

$ 1,000.00

$ 1,021.49

$ 3.48

A 5% return per year before expenses

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

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

Semiannual Report


Investment Changes (Unaudited)

Top Ten Stocks as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Apple, Inc.

4.6

4.1

salesforce.com, Inc.

3.5

3.6

Regeneron Pharmaceuticals, Inc.

2.9

3.0

Google, Inc. Class A

2.6

4.8

Google, Inc. Class C

2.5

0.0

Facebook, Inc. Class A

2.1

2.1

Keurig Green Mountain, Inc.

1.9

1.3

Comcast Corp. Class A

1.7

1.7

Alkermes PLC

1.6

1.5

Seattle Genetics, Inc.

1.6

2.1

 

25.0

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

34.3

33.1

Health Care

18.4

19.0

Consumer Discretionary

16.5

18.2

Consumer Staples

10.4

9.9

Industrials

8.1

7.0

Asset Allocation (% of fund's net assets)

As of May 31, 2014 *

As of November 30, 2013 **

goi351769

Stocks 99.2%

 

goi351769

Stocks 97.5%

 

goi351772

Convertible Securities 0.3%

 

goi351772

Convertible Securities 0.3%

 

goi351775

Short-Term Investments and Net Other Assets (Liabilities) 0.5%

 

goi351775

Short-Term Investments and Net Other Assets (Liabilities) 2.2%

 

* Foreign investments

6.4%

 

** Foreign investments

6.5%

 

goi351778

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 99.2%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 16.5%

Auto Components - 0.2%

Tenneco, Inc. (a)

121,700

$ 7,758

Automobiles - 0.6%

Tesla Motors, Inc. (a)(d)

107,536

22,343

Hotels, Restaurants & Leisure - 2.9%

Arcos Dorados Holdings, Inc. Class A (d)

222,600

1,981

Buffalo Wild Wings, Inc. (a)

64,200

9,278

Chipotle Mexican Grill, Inc. (a)

22,800

12,474

Chuy's Holdings, Inc. (a)

144,000

4,704

Dunkin' Brands Group, Inc.

196,700

8,804

Las Vegas Sands Corp.

133,992

10,253

McDonald's Corp.

135,600

13,754

Panera Bread Co. Class A (a)

62,200

9,555

Starbucks Corp.

315,500

23,107

Starwood Hotels & Resorts Worldwide, Inc.

61,200

4,887

The Cheesecake Factory, Inc.

64,300

2,949

 

101,746

Household Durables - 1.2%

Harman International Industries, Inc.

111,000

11,658

Lennar Corp. Class A

368,100

15,055

SodaStream International Ltd. (a)(d)

63,200

2,361

Toll Brothers, Inc. (a)

240,300

8,704

Tupperware Brands Corp.

54,600

4,571

 

42,349

Internet & Catalog Retail - 1.5%

Amazon.com, Inc. (a)

116,000

36,256

JD.com, Inc. sponsored ADR

26,000

650

priceline.com, Inc. (a)

13,500

17,262

 

54,168

Media - 3.6%

AMC Networks, Inc. Class A (a)

186,300

11,528

Comcast Corp. Class A

1,129,100

58,939

DIRECTV (a)

80,600

6,645

IMAX Corp. (a)

434,100

11,386

Liberty Global PLC Class A (a)

77,400

3,485

Lions Gate Entertainment Corp. (d)

241,100

6,300

News Corp. Class A (a)

39,325

671

The Walt Disney Co.

123,300

10,358

Twenty-First Century Fox, Inc. Class A

475,500

16,837

 

126,149

Common Stocks - continued

Shares

Value (000s)

CONSUMER DISCRETIONARY - continued

Multiline Retail - 0.2%

Target Corp.

91,300

$ 5,182

Specialty Retail - 2.9%

Abercrombie & Fitch Co. Class A

117,300

4,459

Bed Bath & Beyond, Inc. (a)

64,700

3,937

Cabela's, Inc. Class A (a)(d)

66,000

4,041

CarMax, Inc. (a)

209,700

9,292

DSW, Inc. Class A

133,800

3,352

Five Below, Inc. (a)

120,500

4,362

GNC Holdings, Inc.

143,100

5,283

Home Depot, Inc.

277,200

22,240

Lumber Liquidators Holdings, Inc. (a)(d)

361,200

28,058

TJX Companies, Inc.

275,400

14,996

 

100,020

Textiles, Apparel & Luxury Goods - 3.4%

Fossil Group, Inc. (a)

147,100

15,410

Kate Spade & Co. (a)

207,100

7,541

lululemon athletica, Inc. (a)(d)

902,216

40,266

Michael Kors Holdings Ltd. (a)

235,600

22,236

NIKE, Inc. Class B

154,700

11,898

Prada SpA

454,000

3,396

Skechers U.S.A., Inc. Class A (sub. vtg.) (a)

130,100

5,789

Steven Madden Ltd. (a)

264,600

8,430

Under Armour, Inc. Class A (sub. vtg.) (a)

97,200

4,937

 

119,903

TOTAL CONSUMER DISCRETIONARY

579,618

CONSUMER STAPLES - 10.4%

Beverages - 1.7%

Monster Beverage Corp. (a)

143,100

9,928

PepsiCo, Inc.

178,300

15,749

SABMiller PLC

107,700

5,977

The Coca-Cola Co.

640,800

26,215

 

57,869

Food & Staples Retailing - 3.1%

Costco Wholesale Corp.

263,300

30,548

CVS Caremark Corp.

379,800

29,746

Fresh Market, Inc. (a)(d)

56,433

1,730

Wal-Mart Stores, Inc.

242,080

18,584

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Food & Staples Retailing - continued

Walgreen Co.

298,500

$ 21,465

Whole Foods Market, Inc.

209,900

8,027

 

110,100

Food Products - 2.4%

Bunge Ltd.

63,200

4,911

Keurig Green Mountain, Inc.

594,420

67,039

Mead Johnson Nutrition Co. Class A

99,100

8,866

Mondelez International, Inc.

125,000

4,703

 

85,519

Household Products - 0.7%

Procter & Gamble Co.

206,000

16,643

Svenska Cellulosa AB (SCA) (B Shares)

334,800

9,316

 

25,959

Personal Products - 0.4%

Avon Products, Inc.

100,242

1,432

Herbalife Ltd.

177,900

11,533

 

12,965

Tobacco - 2.1%

Altria Group, Inc.

808,500

33,601

Japan Tobacco, Inc.

34,800

1,182

Lorillard, Inc.

186,200

11,576

Philip Morris International, Inc.

319,250

28,266

 

74,625

TOTAL CONSUMER STAPLES

367,037

ENERGY - 4.8%

Energy Equipment & Services - 1.6%

FMC Technologies, Inc. (a)

95,840

5,564

Halliburton Co.

118,300

7,647

National Oilwell Varco, Inc.

83,988

6,876

Schlumberger Ltd.

351,900

36,612

 

56,699

Oil, Gas & Consumable Fuels - 3.2%

Anadarko Petroleum Corp.

78,500

8,075

Cabot Oil & Gas Corp.

210,600

7,632

Chesapeake Energy Corp.

165,264

4,746

Concho Resources, Inc. (a)

69,800

9,200

Continental Resources, Inc. (a)

87,800

12,324

Common Stocks - continued

Shares

Value (000s)

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

EOG Resources, Inc.

41,200

$ 4,359

Hess Corp.

135,100

12,335

Marathon Petroleum Corp.

32,040

2,864

Noble Energy, Inc.

105,400

7,596

Occidental Petroleum Corp.

166,300

16,578

PDC Energy, Inc. (a)

48,700

3,126

Peabody Energy Corp.

118,100

1,908

Phillips 66 Co.

36,700

3,112

Pioneer Natural Resources Co.

27,400

5,758

Range Resources Corp.

16,300

1,515

Southwestern Energy Co. (a)

85,000

3,865

Valero Energy Corp.

148,600

8,329

 

113,322

TOTAL ENERGY

170,021

FINANCIALS - 4.2%

Banks - 0.9%

Bank of America Corp.

297,800

4,509

Citigroup, Inc.

105,700

5,028

JPMorgan Chase & Co.

200,900

11,164

Signature Bank (a)

31,800

3,683

Wells Fargo & Co.

125,000

6,348

 

30,732

Capital Markets - 0.6%

BlackRock, Inc. Class A

10,400

3,171

Charles Schwab Corp.

471,800

11,894

Goldman Sachs Group, Inc.

24,591

3,930

T. Rowe Price Group, Inc.

30,300

2,470

 

21,465

Consumer Finance - 2.3%

American Express Co.

575,400

52,649

Discover Financial Services

483,633

28,597

 

81,246

Diversified Financial Services - 0.2%

BM&F BOVESPA SA

765,958

3,754

CME Group, Inc.

22,000

1,584

 

5,338

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Real Estate Investment Trusts - 0.1%

Simon Property Group, Inc.

25,978

$ 4,324

Washington Prime Group, Inc. (a)

12,989

258

 

4,582

Real Estate Management & Development - 0.1%

The St. Joe Co. (a)(d)

100,400

2,363

TOTAL FINANCIALS

145,726

HEALTH CARE - 18.3%

Biotechnology - 13.9%

ACADIA Pharmaceuticals, Inc. (a)

194,600

4,018

Agios Pharmaceuticals, Inc.

63,067

2,217

Alexion Pharmaceuticals, Inc. (a)

41,700

6,936

Alkermes PLC (a)

1,241,000

56,850

Alnylam Pharmaceuticals, Inc. (a)

214,460

12,715

Amarin Corp. PLC ADR (a)(d)

265,000

374

Amgen, Inc.

240,600

27,907

Biogen Idec, Inc. (a)

45,600

14,563

Bluebird Bio, Inc.

110,300

2,550

Celgene Corp. (a)

55,235

8,453

Celldex Therapeutics, Inc. (a)

215,700

3,151

Cepheid, Inc. (a)

136,353

6,143

Clovis Oncology, Inc. (a)

16,500

845

Exelixis, Inc. (a)(d)

2,514,011

8,321

Geron Corp. (a)

1,222,800

2,543

Gilead Sciences, Inc. (a)

529,300

42,984

ImmunoGen, Inc. (a)(d)

1,369,351

16,186

Immunomedics, Inc. (a)(d)

1,354,187

4,509

Insmed, Inc. (a)

330,600

4,344

Intercept Pharmaceuticals, Inc. (a)

5,700

1,349

InterMune, Inc. (a)

110,400

4,374

Ironwood Pharmaceuticals, Inc. Class A (a)

227,500

3,258

Isis Pharmaceuticals, Inc. (a)(d)

1,259,953

36,816

Lexicon Pharmaceuticals, Inc. (a)

8,418,904

11,113

Merrimack Pharmaceuticals, Inc. (a)(d)

591,500

4,596

NPS Pharmaceuticals, Inc. (a)

484,500

15,082

Ophthotech Corp.

62,400

2,540

Prothena Corp. PLC (a)

117,602

2,448

Receptos, Inc.

87,600

2,607

Regeneron Pharmaceuticals, Inc. (a)

332,600

102,095

Regulus Therapeutics, Inc. (a)

337,200

2,269

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Biotechnology - continued

Rigel Pharmaceuticals, Inc. (a)

690,248

$ 2,271

Seattle Genetics, Inc. (a)(d)

1,665,767

55,587

Transition Therapeutics, Inc. (a)

1,007,397

5,128

uniQure B.V.

4,600

40

Vertex Pharmaceuticals, Inc. (a)

68,690

4,964

XOMA Corp. (a)

1,576,700

6,528

 

488,674

Health Care Equipment & Supplies - 0.8%

Abbott Laboratories

89,300

3,573

Align Technology, Inc. (a)

59,600

3,255

Baxter International, Inc.

38,900

2,895

Cyberonics, Inc. (a)

67,300

4,092

Insulet Corp. (a)

71,646

2,624

Steris Corp.

201,100

10,763

 

27,202

Health Care Providers & Services - 0.8%

Accretive Health, Inc. (a)

596,000

4,464

BioScrip, Inc. (a)(d)

792,300

6,220

Catamaran Corp. (a)

30,500

1,344

Express Scripts Holding Co. (a)

125,167

8,946

McKesson Corp.

30,800

5,841

 

26,815

Health Care Technology - 0.6%

Allscripts Healthcare Solutions, Inc. (a)

778,000

11,468

athenahealth, Inc. (a)(d)

85,900

10,902

Castlight Health, Inc. Class B (a)(d)

30,200

458

 

22,828

Life Sciences Tools & Services - 0.4%

Illumina, Inc. (a)(d)

98,000

15,509

Pharmaceuticals - 1.8%

AbbVie, Inc.

156,200

8,486

Actavis PLC (a)

44,500

9,414

Allergan, Inc.

84,600

14,167

Auxilium Pharmaceuticals, Inc. (a)

253,700

5,678

Bristol-Myers Squibb Co.

167,300

8,322

Hospira, Inc. (a)

57,200

2,813

Johnson & Johnson

37,800

3,835

Mylan, Inc. (a)

57,768

2,879

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Pharmaceuticals - continued

Questcor Pharmaceuticals, Inc. (d)

66,800

$ 6,021

Revance Therapeutics, Inc.

17,500

551

 

62,166

TOTAL HEALTH CARE

643,194

INDUSTRIALS - 8.1%

Aerospace & Defense - 0.8%

Honeywell International, Inc.

125,800

11,718

The Boeing Co.

132,500

17,921

 

29,639

Air Freight & Logistics - 1.0%

FedEx Corp.

76,400

11,014

United Parcel Service, Inc. Class B

227,400

23,622

 

34,636

Airlines - 1.9%

Delta Air Lines, Inc.

169,100

6,749

Southwest Airlines Co.

561,700

14,857

Spirit Airlines, Inc. (a)

330,700

19,534

United Continental Holdings, Inc. (a)

545,100

24,186

 

65,326

Construction & Engineering - 0.2%

Quanta Services, Inc. (a)

204,359

6,938

Electrical Equipment - 0.3%

Acuity Brands, Inc.

74,400

9,338

Industrial Conglomerates - 1.3%

3M Co.

69,100

9,850

Danaher Corp.

291,000

22,823

General Electric Co.

263,800

7,067

Roper Industries, Inc.

38,800

5,497

 

45,237

Machinery - 0.4%

Caterpillar, Inc.

72,100

7,371

Cummins, Inc.

29,400

4,496

ITT Corp.

24,100

1,053

Xylem, Inc.

63,000

2,350

 

15,270

Professional Services - 0.0%

Paylocity Holding Corp. (a)

4,100

80

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Road & Rail - 2.2%

CSX Corp.

324,100

$ 9,529

Hertz Global Holdings, Inc. (a)

655,400

19,347

J.B. Hunt Transport Services, Inc.

109,300

8,488

Kansas City Southern

13,600

1,462

Union Pacific Corp.

199,400

39,734

 

78,560

TOTAL INDUSTRIALS

285,024

INFORMATION TECHNOLOGY - 34.1%

Communications Equipment - 1.9%

Infinera Corp. (a)

1,483,881

13,503

QUALCOMM, Inc.

582,565

46,867

Riverbed Technology, Inc. (a)

115,800

2,353

ViaSat, Inc. (a)

87,500

4,745

 

67,468

Electronic Equipment & Components - 0.5%

IPG Photonics Corp. (a)

94,100

5,938

Trimble Navigation Ltd. (a)

334,700

12,073

 

18,011

Internet Software & Services - 10.1%

Akamai Technologies, Inc. (a)

184,900

10,047

Cornerstone OnDemand, Inc. (a)

262,700

10,558

eBay, Inc. (a)

544,200

27,607

Facebook, Inc. Class A (a)

1,187,293

75,156

Google, Inc.:

Class A (a)

157,465

90,015

Class C (a)

157,465

88,335

LinkedIn Corp. (a)

18,800

3,010

Opower, Inc.

5,900

98

Qihoo 360 Technology Co. Ltd. ADR (a)

108,700

9,982

Rackspace Hosting, Inc. (a)

133,802

4,882

Tencent Holdings Ltd.

751,000

10,558

Trulia, Inc. (a)(d)

89,500

3,459

Twitter, Inc. (d)

128,800

4,178

Web.com Group, Inc. (a)

469,200

16,159

Wix.com Ltd. (a)

76,544

1,367

 

355,411

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

IT Services - 3.6%

Cognizant Technology Solutions Corp. Class A (a)

254,432

$ 12,368

IBM Corp.

117,900

21,736

MasterCard, Inc. Class A

522,000

39,907

Visa, Inc. Class A

243,600

52,333

 

126,344

Semiconductors & Semiconductor Equipment - 5.1%

Applied Materials, Inc.

211,300

4,266

Applied Micro Circuits Corp. (a)

1,394,600

12,551

Broadcom Corp. Class A

152,300

4,854

Cavium, Inc. (a)

74,300

3,639

Cree, Inc. (a)(d)

782,900

37,673

Cypress Semiconductor Corp.

1,344,866

13,785

First Solar, Inc. (a)

116,900

7,222

Intel Corp.

101,900

2,784

Mellanox Technologies Ltd. (a)(d)

198,600

6,272

NVIDIA Corp.

2,130,930

40,488

Rambus, Inc. (a)

1,255,300

15,189

Silicon Laboratories, Inc. (a)

625,100

28,205

Xilinx, Inc.

60,800

2,855

 

179,783

Software - 8.0%

Adobe Systems, Inc. (a)

81,800

5,279

Citrix Systems, Inc. (a)

35,500

2,200

Concur Technologies, Inc. (a)

113,500

9,689

Interactive Intelligence Group, Inc. (a)

173,000

8,769

Intuit, Inc.

72,200

5,725

Microsoft Corp.

1,103,068

45,160

NetSuite, Inc. (a)

133,800

10,770

Oracle Corp.

338,200

14,211

Qlik Technologies, Inc. (a)

237,774

5,162

Red Hat, Inc. (a)

534,930

26,811

salesforce.com, Inc. (a)

2,357,200

124,059

ServiceNow, Inc. (a)

138,600

7,250

Solera Holdings, Inc.

13,500

881

Splunk, Inc. (a)

41,100

1,720

The Rubicon Project, Inc.

13,861

176

TiVo, Inc. (a)

262,000

3,118

VMware, Inc. Class A (a)

28,700

2,770

Workday, Inc. Class A (a)

62,300

4,882

 

278,632

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Technology Hardware, Storage & Peripherals - 4.9%

3D Systems Corp. (a)(d)

35,700

$ 1,808

Apple, Inc.

254,858

161,328

Fusion-io, Inc. (a)(d)

618,532

4,942

Nimble Storage, Inc. (d)

4,900

124

SanDisk Corp.

49,200

4,754

 

172,956

TOTAL INFORMATION TECHNOLOGY

1,198,605

MATERIALS - 2.0%

Chemicals - 1.7%

E.I. du Pont de Nemours & Co.

101,600

7,042

Eastman Chemical Co.

31,200

2,754

Metabolix, Inc. (a)(d)

203,084

167

Monsanto Co.

358,000

43,622

The Mosaic Co.

99,500

4,974

 

58,559

Construction Materials - 0.0%

CaesarStone Sdot-Yam Ltd.

36,100

1,631

Metals & Mining - 0.3%

Nucor Corp.

76,800

3,888

U.S. Silica Holdings, Inc.

126,100

6,377

 

10,265

TOTAL MATERIALS

70,455

TELECOMMUNICATION SERVICES - 0.6%

Diversified Telecommunication Services - 0.4%

Level 3 Communications, Inc. (a)

96,700

4,221

Verizon Communications, Inc.

178,400

8,913

 

13,134

Wireless Telecommunication Services - 0.2%

Sprint Corp. (a)

240,987

2,301

T-Mobile U.S., Inc. (a)

194,200

6,667

 

8,968

TOTAL TELECOMMUNICATION SERVICES

22,102

Common Stocks - continued

Shares

Value (000s)

UTILITIES - 0.2%

Independent Power and Renewable Electricity Producers - 0.0%

Ormat Technologies, Inc.

9,500

$ 283

Independent Power Producers & Energy Traders - 0.2%

NRG Energy, Inc.

150,100

5,350

TOTAL UTILITIES

5,633

TOTAL COMMON STOCKS

(Cost $2,348,617)


3,487,415

Preferred Stocks - 0.3%

 

 

 

 

Convertible Preferred Stocks - 0.3%

HEALTH CARE - 0.1%

Pharmaceuticals - 0.1%

aTyr Pharma, Inc. 8.00% (a)(e)

638,618

1,615

INFORMATION TECHNOLOGY - 0.2%

Software - 0.2%

Cloudera, Inc. Series F (e)

41,786

621

MongoDB, Inc. Series F, 8.00% (e)

515,124

6,377

 

6,998

TOTAL CONVERTIBLE PREFERRED STOCKS

8,613

Nonconvertible Preferred Stocks - 0.0%

HEALTH CARE - 0.0%

Pharmaceuticals - 0.0%

Equilibrate Asia Therapeutics Series D (a)(e)

676,657

11

Equilibrate Worldwide Therapeutics Series D (a)(e)

676,657

27

Neuropathic Worldwide Therapeutics Series D (a)(e)

676,657

5

Oculus Worldwide Therapeutics Series D (a)(e)

676,657

8

Orchestrate U.S. Therapeutics, Inc. Series D (a)(e)

676,657

12

Orchestrate Worldwide Therapeutics Series D (a)(e)

676,657

21

 

84

TOTAL PREFERRED STOCKS

(Cost $10,922)


8,697

Money Market Funds - 4.0%

Shares

Value (000s)

Fidelity Cash Central Fund, 0.10% (b)

20,239,853

$ 20,240

Fidelity Securities Lending Cash Central Fund, 0.10% (b)(c)

121,245,712

121,246

TOTAL MONEY MARKET FUNDS

(Cost $141,486)


141,486

TOTAL INVESTMENT PORTFOLIO - 103.5%

(Cost $2,501,025)

3,637,598

NET OTHER ASSETS (LIABILITIES) - (3.5)%

(121,489)

NET ASSETS - 100%

$ 3,516,109

Legend

(a) Non-income producing

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

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

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

(e) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $8,697,000 or 0.3% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

aTyr Pharma, Inc. 8.00%

4/8/13

$ 1,615

Cloudera, Inc. Series F

2/5/14

$ 608

Equilibrate Asia Therapeutics Series D

5/17/13

$ 11

Equilibrate Worldwide Therapeutics Series D

5/17/13

$ 27

MongoDB, Inc. Series F, 8.00%

10/2/13

$ 8,615

Neuropathic Worldwide Therapeutics Series D

5/17/13

$ 5

Security

Acquisition Date

Acquisition Cost (000s)

Oculus Worldwide Therapeutics Series D

5/17/13

$ 8

Orchestrate U.S. Therapeutics, Inc. Series D

5/17/13

$ 12

Orchestrate Worldwide Therapeutics Series D

5/17/13

$ 21

Affiliated Central Funds

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

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 29

Fidelity Securities Lending Cash Central Fund

614

Total

$ 643

Other Information

The following is a summary of the inputs used, as of May 31, 2014, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 579,618

$ 579,618

$ -

$ -

Consumer Staples

367,037

365,855

1,182

-

Energy

170,021

170,021

-

-

Financials

145,726

145,726

-

-

Health Care

644,893

643,194

-

1,699

Industrials

285,024

285,024

-

-

Information Technology

1,205,603

1,198,605

-

6,998

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Materials

$ 70,455

$ 70,455

$ -

$ -

Telecommunication Services

22,102

22,102

-

-

Utilities

5,633

5,633

-

-

Money Market Funds

141,486

141,486

-

-

Total Investments in Securities:

$ 3,637,598

$ 3,627,719

$ 1,182

$ 8,697

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

Semiannual Report


Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

May 31, 2014 (Unaudited)

 

 

 

Assets

Investment in securities, at value (including securities loaned of $116,277) - See accompanying schedule:

Unaffiliated issuers (cost $2,359,539)

$ 3,496,112

 

Fidelity Central Funds (cost $141,486)

141,486

 

Total Investments (cost $2,501,025)

 

$ 3,637,598

Cash

 

10

Foreign currency held at value (cost $23)

23

Receivable for investments sold

48,389

Receivable for fund shares sold

2,485

Dividends receivable

2,303

Distributions receivable from Fidelity Central Funds

94

Prepaid expenses

2

Other receivables

191

Total assets

3,691,095

 

 

 

Liabilities

Payable for investments purchased

$ 41,673

Payable for fund shares redeemed

8,858

Accrued management fee

1,463

Distribution and service plan fees payable

888

Other affiliated payables

677

Other payables and accrued expenses

181

Collateral on securities loaned, at value

121,246

Total liabilities

174,986

 

 

 

Net Assets

$ 3,516,109

Net Assets consist of:

 

Paid in capital

$ 2,596,541

Accumulated net investment loss

(10,738)

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(206,267)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

1,136,573

Net Assets

$ 3,516,109

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

Semiannual Report

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

May 31, 2014 (Unaudited)

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($646,190.26 ÷ 11,333.628 shares)

$ 57.02

 

 

 

Maximum offering price per share (100/94.25 of $57.02)

$ 60.50

Class T:
Net Asset Value
and redemption price per share ($1,434,312.93 ÷ 25,116.055 shares)

$ 57.11

 

 

 

Maximum offering price per share (100/96.50 of $57.11)

$ 59.18

Class B:
Net Asset Value
and offering price per share ($10,272.04 ÷ 195.195 shares)A

$ 52.62

 

 

 

Class C:
Net Asset Value
and offering price per share ($198,509.89 ÷ 3,748.592 shares)A

$ 52.96

 

 

 

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($1,226,712.23 ÷ 20,625.792 shares)

$ 59.47

 

 

 

Class Z:
Net Asset Value
, offering price and redemption price per share ($111.72 ÷ 1.876 shares)

$ 59.55

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

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

Semiannual Report

Financial Statements - continued

Statement of Operations

 Amounts in thousands

Six months ended May 31, 2014 (Unaudited)

 

  

  

Investment Income

  

  

Dividends

 

$ 14,534

Income from Fidelity Central Funds

 

643

Total income

 

15,177

 

 

 

Expenses

Management fee
Basic fee

$ 9,641

Performance adjustment

880

Transfer agent fees

3,486

Distribution and service plan fees

5,425

Accounting and security lending fees

520

Custodian fees and expenses

32

Independent trustees' compensation

7

Registration fees

79

Audit

34

Legal

7

Miscellaneous

11

Total expenses before reductions

20,122

Expense reductions

(3)

20,119

Net investment income (loss)

(4,942)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

44,062

Foreign currency transactions

1

Total net realized gain (loss)

 

44,063

Change in net unrealized appreciation (depreciation) on:

Investment securities

83,722

Net gain (loss)

127,785

Net increase (decrease) in net assets resulting from operations

$ 122,843

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

Semiannual Report

Statement of Changes in Net Assets

 Amounts in thousands

Six months ended May 31, 2014
(Unaudited)

Year ended
November 30, 2013

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ (4,942)

$ (6,532)

Net realized gain (loss)

44,063

167,083

Change in net unrealized appreciation (depreciation)

83,722

587,055

Net increase (decrease) in net assets resulting
from operations

122,843

747,606

Share transactions - net increase (decrease)

129,170

411,715

Total increase (decrease) in net assets

252,013

1,159,321

 

 

 

Net Assets

Beginning of period

3,264,096

2,104,775

End of period (including accumulated net investment loss of $10,738 and accumulated net investment loss of $5,796, respectively)

$ 3,516,109

$ 3,264,096

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

Semiannual Report

Financial Highlights - Class A

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 54.89

$ 41.34

$ 35.39

$ 32.30

$ 26.30

$ 18.92

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.07)

  (.10)

  (.11)

  (.08)

  - J

  .10

Net realized and unrealized gain (loss)

  2.20

  13.65

  6.06

  3.17

  6.13

  7.28

Total from investment operations

  2.13

  13.55

  5.95

  3.09

  6.13

  7.38

Distributions from net investment income

  -

  -

  -

  -

  (.11)

  -

Distributions from net realized gain

  -

  -

  -

  -

  (.02)

  -

Total distributions

  -

  -

  -

  -

  (.13)

  -

Net asset value, end of period

$ 57.02

$ 54.89

$ 41.34

$ 35.39

$ 32.30

$ 26.30

Total Return B, C, D

  3.88%

  32.78%

  16.81%

  9.57%

  23.42%

  39.01%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.11% A

  1.23%

  1.30%

  1.08%

  .90%

  .80%

Expenses net of fee waivers, if any

  1.11% A

  1.23%

  1.29%

  1.08%

  .90%

  .80%

Expenses net of all reductions

  1.11% A

  1.23%

  1.29%

  1.07%

  .90%

  .80%

Net investment income (loss)

  (.24)% A

  (.20)%

  (.29)%

  (.23)%

  -% H

  .45%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 646

$ 555

$ 359

$ 267

$ 255

$ 236

Portfolio turnover rate G

  7% A

  17%

  34%

  31%

  35%

  114%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H Amount represents less than .01%.

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

J Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Class T

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 55.04

$ 41.54

$ 35.62

$ 32.58

$ 26.52

$ 19.12

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.13)

  (.19)

  (.19)

  (.15)

  (.06)

  .05

Net realized and unrealized gain (loss)

  2.20

  13.69

  6.11

  3.19

  6.19

  7.35

Total from investment operations

  2.07

  13.50

  5.92

  3.04

  6.13

  7.40

Distributions from net investment income

  -

  -

  -

  -

  (.05)

  -

Distributions from net realized gain

  -

  -

  -

  -

  (.02)

  -

Total distributions

  -

  -

  -

  -

  (.07)

  -

Net asset value, end of period

$ 57.11

$ 55.04

$ 41.54

$ 35.62

$ 32.58

$ 26.52

Total Return B, C, D

  3.76%

  32.50%

  16.62%

  9.33%

  23.18%

  38.70%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.33% A

  1.43%

  1.48%

  1.25%

  1.10%

  1.03%

Expenses net of fee waivers, if any

  1.33% A

  1.43%

  1.48%

  1.25%

  1.10%

  1.03%

Expenses net of all reductions

  1.33% A

  1.43%

  1.48%

  1.25%

  1.09%

  1.02%

Net investment income (loss)

  (.46)% A

  (.40)%

  (.48)%

  (.40)%

  (.20)%

  .23%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 1,434

$ 1,426

$ 1,187

$ 1,102

$ 1,126

$ 1,051

Portfolio turnover rate G

  7% A

  17%

  34%

  31%

  35%

  114%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report

Financial Highlights - Class B

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 50.87

$ 38.62

$ 33.31

$ 30.64

$ 25.01

$ 18.13

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.28)

  (.44)

  (.39)

  (.33)

  (.21)

  (.06)

Net realized and unrealized gain (loss)

  2.03

  12.69

  5.70

  3.00

  5.84

  6.94

Total from investment operations

  1.75

  12.25

  5.31

  2.67

  5.63

  6.88

Net asset value, end of period

$ 52.62

$ 50.87

$ 38.62

$ 33.31

$ 30.64

$ 25.01

Total Return B, C, D

  3.44%

  31.72%

  15.94%

  8.71%

  22.51%

  37.95%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.94% A

  2.03%

  2.07%

  1.83%

  1.66%

  1.56%

Expenses net of fee waivers, if any

  1.94% A

  2.03%

  2.05%

  1.83%

  1.66%

  1.56%

Expenses net of all reductions

  1.94% A

  2.03%

  2.05%

  1.83%

  1.65%

  1.55%

Net investment income (loss)

  (1.08)% A

  (1.00)%

  (1.05)%

  (.98)%

  (.76)%

  (.30)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 10

$ 12

$ 13

$ 14

$ 18

$ 21

Portfolio turnover rate G

  7% A

  17%

  34%

  31%

  35%

  114%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report

Financial Highlights - Class C

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 51.17

$ 38.83

$ 33.48

$ 30.79

$ 25.14

$ 18.22

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.26)

  (.42)

  (.38)

  (.33)

  (.21)

  (.06)

Net realized and unrealized gain (loss)

  2.05

  12.76

  5.73

  3.02

  5.86

  6.98

Total from investment operations

  1.79

  12.34

  5.35

  2.69

  5.65

  6.92

Net asset value, end of period

$ 52.96

$ 51.17

$ 38.83

$ 33.48

$ 30.79

$ 25.14

Total Return B, C, D

  3.50%

  31.78%

  15.98%

  8.74%

  22.47%

  37.98%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.85% A

  1.96%

  2.04%

  1.82%

  1.65%

  1.56%

Expenses net of fee waivers, if any

  1.85% A

  1.96%

  2.03%

  1.82%

  1.65%

  1.56%

Expenses net of all reductions

  1.85% A

  1.96%

  2.02%

  1.82%

  1.65%

  1.55%

Net investment income (loss)

  (.99)% A

  (.93)%

  (1.02)%

  (.97)%

  (.75)%

  (.30)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 199

$ 159

$ 71

$ 47

$ 41

$ 37

Portfolio turnover rate G

  7% A

  17%

  34%

  31%

  35%

  114%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report

Financial Highlights - Institutional Class

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 57.18

$ 42.94

$ 36.63

$ 33.33

$ 27.11

$ 19.43

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .01

  .05

  .01

  .05

  .10

  .17

Net realized and unrealized gain (loss)

  2.28

  14.19

  6.30

  3.25

  6.33

  7.51

Total from investment operations

  2.29

  14.24

  6.31

  3.30

  6.43

  7.68

Distributions from net investment income

  -

  -

  -

  -

  (.19)

  -

Distributions from net realized gain

  -

  -

  -

  -

  (.02)

  -

Total distributions

  -

  -

  -

  -

  (.21)

  -

Net asset value, end of period

$ 59.47

$ 57.18

$ 42.94

$ 36.63

$ 33.33

$ 27.11

Total Return B, C

  4.00%

  33.16%

  17.23%

  9.90%

  23.86%

  39.53%

Ratios to Average Net Assets E, G

 

 

 

 

 

Expenses before reductions

  .84% A

  .93%

  .97%

  .72%

  .57%

  .46%

Expenses net of fee waivers, if any

  .84% A

  .93%

  .97%

  .72%

  .57%

  .46%

Expenses net of all reductions

  .84% A

  .93%

  .97%

  .72%

  .56%

  .46%

Net investment income (loss)

  .03% A

  .09%

  .04%

  .13%

  .33%

  .79%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 1,227

$ 1,112

$ 475

$ 215

$ 118

$ 26

Portfolio turnover rate F

  7% A

  17%

  34%

  31%

  35%

  114%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report

Financial Highlights - Class Z

 

Six months ended May 31, 2014

Year ended
November 30,

 

(Unaudited)

2013 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 57.20

$ 53.30

Income from Investment Operations

 

 

Net investment income (loss) D

  .05

  .02

Net realized and unrealized gain (loss)

  2.30

  3.88

Total from investment operations

  2.35

  3.90

Net asset value, end of period

$ 59.55

$ 57.20

Total Return B, C

  4.11%

  7.32%

Ratios to Average Net Assets E, H

 

 

Expenses before reductions

  .69% A

  .78% A

Expenses net of fee waivers, if any

  .69% A

  .78% A

Expenses net of all reductions

  .69% A

  .78% A

Net investment income (loss)

  .18% A

  .14% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 112

$ 107

Portfolio turnover rate F

  7% A

  17%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period August 13, 2013 (commencement of sale of shares) to November 30, 2013.

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

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

Semiannual Report


Notes to Financial Statements

For the period ended May 31, 2014 (Unaudited)

(Amounts in thousands except percentages)

1. Organization.

Fidelity Advisor® Growth Opportunities Fund (the Fund) is a fund of Fidelity Advisor Series I (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Institutional Class and Class Z shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase.

2. Investments in Fidelity Central Funds.

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

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .01%.

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

3. Significant Accounting Policies.

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

the financial statements. The following summarizes the significant accounting policies of the Fund:

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

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

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

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

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of May 31, 2014, is included at the end of the Fund's Schedule of Investments.

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

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

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

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

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

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

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

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

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

Semiannual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, net operating losses, capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.

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

Gross unrealized appreciation

$ 1,278,156

Gross unrealized depreciation

(143,402)

Net unrealized appreciation (depreciation) on securities and other investments

$ 1,134,754

 

 

Tax cost

$ 2,502,844

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

Fiscal year of expiration

 

2017

$ (246,838)

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

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $295,223 and $117,271, respectively.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the investment performance of the asset-weighted return of all classes as compared to its benchmark index, the Russell 1000® Growth Index, over the same 36 month performance period. For the reporting period, the total annualized management fee rate, including the performance adjustment, was .60% of the Fund's average net assets. The performance adjustment included in the management fee rate may be higher or lower than the maximum performance adjustment rate due to the difference between the average net assets for the reporting and performance periods.

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

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 780

$ 26

Class T

.25%

.25%

3,648

61

Class B

.75%

.25%

57

43

Class C

.75%

.25%

940

375

 

 

 

$ 5,425

$ 505

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

 

Retained
by FDC

Class A

$ 134

Class T

28

Class B*

4

Class C*

16

 

$ 182

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

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

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

 

Amount

% of
Average
Net Assets
*

Class A

$ 689

.22

Class T

1,379

.19

Class B

17

.30

Class C

199

.21

Institutional Class

1,202

.20

Class Z

-**

.04

 

$ 3,486

 

* Annualized

** Amount represents twenty-five dollars.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

5. Fees and Other Transactions with Affiliates - continued

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $6 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $3 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. The value of securities loaned to FCM at period end was $2,772. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent

Semiannual Report

7. Security Lending - continued

fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $614, including $2 from securities loaned to FCM.

8. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $3 for the period. In addition, through arrangements with the Fund's custodian, 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 expenses by twenty-eight dollars.

9. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Six months ended May 31,
2014

Year ended
November 30,
2013
A

Six months ended May 31,
2014

Year ended
November 30,
2013
A

Class A

 

 

 

 

Shares sold

2,462

3,550

$ 141,488

$ 172,665

Shares redeemed

(1,243)

(2,123)

(70,288)

(101,685)

Net increase (decrease)

1,219

1,427

$ 71,200

$ 70,980

Class T

 

 

 

 

Shares sold

1,575

2,633

$ 89,843

$ 126,086

Shares redeemed

(2,365)

(5,298)

(134,620)

(251,560)

Net increase (decrease)

(790)

(2,665)

$ (44,777)

$ (125,474)

Class B

 

 

 

 

Shares sold

8

20

$ 425

$ 916

Shares redeemed

(53)

(122)

(2,768)

(5,334)

Net increase (decrease)

(45)

(102)

$ (2,343)

$ (4,418)

Class C

 

 

 

 

Shares sold

1,043

1,606

$ 55,540

$ 73,545

Shares redeemed

(402)

(315)

(20,995)

(13,899)

Net increase (decrease)

641

1,291

$ 34,545

$ 59,646

Institutional Class

 

 

 

 

Shares sold

3,957

11,525

$ 235,457

$ 569,791

Shares redeemed

(2,774)

(3,146)

(164,912)

(158,910)

Net increase (decrease)

1,183

8,379

$ 70,545

$ 410,881

Class Z

 

 

 

 

Shares sold

-

2

$ -

$ 100

A Share transactions for Class Z are for the period August 13, 2013 (commencement of sale of shares) to November 30, 2013.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

10. Other.

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

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research (Japan) Inc.

Fidelity Management & Research (Hong Kong) Limited

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Bank of New York Mellon

New York, NY

(Fidelity Investment logo)(registered trademark)

GOI-USAN-0714
1.786794.111

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Growth Opportunities

Fund - Class A, Class T, Class B
and Class C

Semiannual Report

May 31, 2014

(Fidelity Cover Art)


Contents

Shareholder Expense Example

(Click Here)

An example of shareholder expenses.

Investment Changes

(Click Here)

A summary of major shifts in the fund's investments over the past six months.

Investments

(Click Here)

A complete list of the fund's investments with their market values.

Financial Statements

(Click Here)

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

(Click Here)

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2014 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report


Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 1, 2013 to May 31, 2014).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

 

Annualized
Expense Ratio
B

Beginning
Account Value
December 1, 2013

Ending
Account Value
May 31, 2014

Expenses Paid
During Period
*
December 1, 2013
to May 31, 2014

Class A

1.11%

 

 

 

Actual

 

$ 1,000.00

$ 1,038.80

$ 5.64

HypotheticalA

 

$ 1,000.00

$ 1,019.40

$ 5.59

Class T

1.33%

 

 

 

Actual

 

$ 1,000.00

$ 1,037.60

$ 6.76

HypotheticalA

 

$ 1,000.00

$ 1,018.30

$ 6.69

Class B

1.94%

 

 

 

Actual

 

$ 1,000.00

$ 1,034.40

$ 9.84

HypotheticalA

 

$ 1,000.00

$ 1,015.26

$ 9.75

Class C

1.85%

 

 

 

Actual

 

$ 1,000.00

$ 1,035.00

$ 9.39

HypotheticalA

 

$ 1,000.00

$ 1,015.71

$ 9.30

Institutional Class

.84%

 

 

 

Actual

 

$ 1,000.00

$ 1,040.00

$ 4.27

HypotheticalA

 

$ 1,000.00

$ 1,020.74

$ 4.23

Class Z

.69%

 

 

 

Actual

 

$ 1,000.00

$ 1,041.10

$ 3.51

HypotheticalA

 

$ 1,000.00

$ 1,021.49

$ 3.48

A 5% return per year before expenses

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

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

Semiannual Report


Investment Changes (Unaudited)

Top Ten Stocks as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Apple, Inc.

4.6

4.1

salesforce.com, Inc.

3.5

3.6

Regeneron Pharmaceuticals, Inc.

2.9

3.0

Google, Inc. Class A

2.6

4.8

Google, Inc. Class C

2.5

0.0

Facebook, Inc. Class A

2.1

2.1

Keurig Green Mountain, Inc.

1.9

1.3

Comcast Corp. Class A

1.7

1.7

Alkermes PLC

1.6

1.5

Seattle Genetics, Inc.

1.6

2.1

 

25.0

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

34.3

33.1

Health Care

18.4

19.0

Consumer Discretionary

16.5

18.2

Consumer Staples

10.4

9.9

Industrials

8.1

7.0

Asset Allocation (% of fund's net assets)

As of May 31, 2014 *

As of November 30, 2013 **

goa491912

Stocks 99.2%

 

goa491912

Stocks 97.5%

 

goa491915

Convertible Securities 0.3%

 

goa491915

Convertible Securities 0.3%

 

goa491918

Short-Term Investments and Net Other Assets (Liabilities) 0.5%

 

goa491918

Short-Term Investments and Net Other Assets (Liabilities) 2.2%

 

* Foreign investments

6.4%

 

** Foreign investments

6.5%

 

goa491921

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 99.2%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 16.5%

Auto Components - 0.2%

Tenneco, Inc. (a)

121,700

$ 7,758

Automobiles - 0.6%

Tesla Motors, Inc. (a)(d)

107,536

22,343

Hotels, Restaurants & Leisure - 2.9%

Arcos Dorados Holdings, Inc. Class A (d)

222,600

1,981

Buffalo Wild Wings, Inc. (a)

64,200

9,278

Chipotle Mexican Grill, Inc. (a)

22,800

12,474

Chuy's Holdings, Inc. (a)

144,000

4,704

Dunkin' Brands Group, Inc.

196,700

8,804

Las Vegas Sands Corp.

133,992

10,253

McDonald's Corp.

135,600

13,754

Panera Bread Co. Class A (a)

62,200

9,555

Starbucks Corp.

315,500

23,107

Starwood Hotels & Resorts Worldwide, Inc.

61,200

4,887

The Cheesecake Factory, Inc.

64,300

2,949

 

101,746

Household Durables - 1.2%

Harman International Industries, Inc.

111,000

11,658

Lennar Corp. Class A

368,100

15,055

SodaStream International Ltd. (a)(d)

63,200

2,361

Toll Brothers, Inc. (a)

240,300

8,704

Tupperware Brands Corp.

54,600

4,571

 

42,349

Internet & Catalog Retail - 1.5%

Amazon.com, Inc. (a)

116,000

36,256

JD.com, Inc. sponsored ADR

26,000

650

priceline.com, Inc. (a)

13,500

17,262

 

54,168

Media - 3.6%

AMC Networks, Inc. Class A (a)

186,300

11,528

Comcast Corp. Class A

1,129,100

58,939

DIRECTV (a)

80,600

6,645

IMAX Corp. (a)

434,100

11,386

Liberty Global PLC Class A (a)

77,400

3,485

Lions Gate Entertainment Corp. (d)

241,100

6,300

News Corp. Class A (a)

39,325

671

The Walt Disney Co.

123,300

10,358

Twenty-First Century Fox, Inc. Class A

475,500

16,837

 

126,149

Common Stocks - continued

Shares

Value (000s)

CONSUMER DISCRETIONARY - continued

Multiline Retail - 0.2%

Target Corp.

91,300

$ 5,182

Specialty Retail - 2.9%

Abercrombie & Fitch Co. Class A

117,300

4,459

Bed Bath & Beyond, Inc. (a)

64,700

3,937

Cabela's, Inc. Class A (a)(d)

66,000

4,041

CarMax, Inc. (a)

209,700

9,292

DSW, Inc. Class A

133,800

3,352

Five Below, Inc. (a)

120,500

4,362

GNC Holdings, Inc.

143,100

5,283

Home Depot, Inc.

277,200

22,240

Lumber Liquidators Holdings, Inc. (a)(d)

361,200

28,058

TJX Companies, Inc.

275,400

14,996

 

100,020

Textiles, Apparel & Luxury Goods - 3.4%

Fossil Group, Inc. (a)

147,100

15,410

Kate Spade & Co. (a)

207,100

7,541

lululemon athletica, Inc. (a)(d)

902,216

40,266

Michael Kors Holdings Ltd. (a)

235,600

22,236

NIKE, Inc. Class B

154,700

11,898

Prada SpA

454,000

3,396

Skechers U.S.A., Inc. Class A (sub. vtg.) (a)

130,100

5,789

Steven Madden Ltd. (a)

264,600

8,430

Under Armour, Inc. Class A (sub. vtg.) (a)

97,200

4,937

 

119,903

TOTAL CONSUMER DISCRETIONARY

579,618

CONSUMER STAPLES - 10.4%

Beverages - 1.7%

Monster Beverage Corp. (a)

143,100

9,928

PepsiCo, Inc.

178,300

15,749

SABMiller PLC

107,700

5,977

The Coca-Cola Co.

640,800

26,215

 

57,869

Food & Staples Retailing - 3.1%

Costco Wholesale Corp.

263,300

30,548

CVS Caremark Corp.

379,800

29,746

Fresh Market, Inc. (a)(d)

56,433

1,730

Wal-Mart Stores, Inc.

242,080

18,584

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Food & Staples Retailing - continued

Walgreen Co.

298,500

$ 21,465

Whole Foods Market, Inc.

209,900

8,027

 

110,100

Food Products - 2.4%

Bunge Ltd.

63,200

4,911

Keurig Green Mountain, Inc.

594,420

67,039

Mead Johnson Nutrition Co. Class A

99,100

8,866

Mondelez International, Inc.

125,000

4,703

 

85,519

Household Products - 0.7%

Procter & Gamble Co.

206,000

16,643

Svenska Cellulosa AB (SCA) (B Shares)

334,800

9,316

 

25,959

Personal Products - 0.4%

Avon Products, Inc.

100,242

1,432

Herbalife Ltd.

177,900

11,533

 

12,965

Tobacco - 2.1%

Altria Group, Inc.

808,500

33,601

Japan Tobacco, Inc.

34,800

1,182

Lorillard, Inc.

186,200

11,576

Philip Morris International, Inc.

319,250

28,266

 

74,625

TOTAL CONSUMER STAPLES

367,037

ENERGY - 4.8%

Energy Equipment & Services - 1.6%

FMC Technologies, Inc. (a)

95,840

5,564

Halliburton Co.

118,300

7,647

National Oilwell Varco, Inc.

83,988

6,876

Schlumberger Ltd.

351,900

36,612

 

56,699

Oil, Gas & Consumable Fuels - 3.2%

Anadarko Petroleum Corp.

78,500

8,075

Cabot Oil & Gas Corp.

210,600

7,632

Chesapeake Energy Corp.

165,264

4,746

Concho Resources, Inc. (a)

69,800

9,200

Continental Resources, Inc. (a)

87,800

12,324

Common Stocks - continued

Shares

Value (000s)

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

EOG Resources, Inc.

41,200

$ 4,359

Hess Corp.

135,100

12,335

Marathon Petroleum Corp.

32,040

2,864

Noble Energy, Inc.

105,400

7,596

Occidental Petroleum Corp.

166,300

16,578

PDC Energy, Inc. (a)

48,700

3,126

Peabody Energy Corp.

118,100

1,908

Phillips 66 Co.

36,700

3,112

Pioneer Natural Resources Co.

27,400

5,758

Range Resources Corp.

16,300

1,515

Southwestern Energy Co. (a)

85,000

3,865

Valero Energy Corp.

148,600

8,329

 

113,322

TOTAL ENERGY

170,021

FINANCIALS - 4.2%

Banks - 0.9%

Bank of America Corp.

297,800

4,509

Citigroup, Inc.

105,700

5,028

JPMorgan Chase & Co.

200,900

11,164

Signature Bank (a)

31,800

3,683

Wells Fargo & Co.

125,000

6,348

 

30,732

Capital Markets - 0.6%

BlackRock, Inc. Class A

10,400

3,171

Charles Schwab Corp.

471,800

11,894

Goldman Sachs Group, Inc.

24,591

3,930

T. Rowe Price Group, Inc.

30,300

2,470

 

21,465

Consumer Finance - 2.3%

American Express Co.

575,400

52,649

Discover Financial Services

483,633

28,597

 

81,246

Diversified Financial Services - 0.2%

BM&F BOVESPA SA

765,958

3,754

CME Group, Inc.

22,000

1,584

 

5,338

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Real Estate Investment Trusts - 0.1%

Simon Property Group, Inc.

25,978

$ 4,324

Washington Prime Group, Inc. (a)

12,989

258

 

4,582

Real Estate Management & Development - 0.1%

The St. Joe Co. (a)(d)

100,400

2,363

TOTAL FINANCIALS

145,726

HEALTH CARE - 18.3%

Biotechnology - 13.9%

ACADIA Pharmaceuticals, Inc. (a)

194,600

4,018

Agios Pharmaceuticals, Inc.

63,067

2,217

Alexion Pharmaceuticals, Inc. (a)

41,700

6,936

Alkermes PLC (a)

1,241,000

56,850

Alnylam Pharmaceuticals, Inc. (a)

214,460

12,715

Amarin Corp. PLC ADR (a)(d)

265,000

374

Amgen, Inc.

240,600

27,907

Biogen Idec, Inc. (a)

45,600

14,563

Bluebird Bio, Inc.

110,300

2,550

Celgene Corp. (a)

55,235

8,453

Celldex Therapeutics, Inc. (a)

215,700

3,151

Cepheid, Inc. (a)

136,353

6,143

Clovis Oncology, Inc. (a)

16,500

845

Exelixis, Inc. (a)(d)

2,514,011

8,321

Geron Corp. (a)

1,222,800

2,543

Gilead Sciences, Inc. (a)

529,300

42,984

ImmunoGen, Inc. (a)(d)

1,369,351

16,186

Immunomedics, Inc. (a)(d)

1,354,187

4,509

Insmed, Inc. (a)

330,600

4,344

Intercept Pharmaceuticals, Inc. (a)

5,700

1,349

InterMune, Inc. (a)

110,400

4,374

Ironwood Pharmaceuticals, Inc. Class A (a)

227,500

3,258

Isis Pharmaceuticals, Inc. (a)(d)

1,259,953

36,816

Lexicon Pharmaceuticals, Inc. (a)

8,418,904

11,113

Merrimack Pharmaceuticals, Inc. (a)(d)

591,500

4,596

NPS Pharmaceuticals, Inc. (a)

484,500

15,082

Ophthotech Corp.

62,400

2,540

Prothena Corp. PLC (a)

117,602

2,448

Receptos, Inc.

87,600

2,607

Regeneron Pharmaceuticals, Inc. (a)

332,600

102,095

Regulus Therapeutics, Inc. (a)

337,200

2,269

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Biotechnology - continued

Rigel Pharmaceuticals, Inc. (a)

690,248

$ 2,271

Seattle Genetics, Inc. (a)(d)

1,665,767

55,587

Transition Therapeutics, Inc. (a)

1,007,397

5,128

uniQure B.V.

4,600

40

Vertex Pharmaceuticals, Inc. (a)

68,690

4,964

XOMA Corp. (a)

1,576,700

6,528

 

488,674

Health Care Equipment & Supplies - 0.8%

Abbott Laboratories

89,300

3,573

Align Technology, Inc. (a)

59,600

3,255

Baxter International, Inc.

38,900

2,895

Cyberonics, Inc. (a)

67,300

4,092

Insulet Corp. (a)

71,646

2,624

Steris Corp.

201,100

10,763

 

27,202

Health Care Providers & Services - 0.8%

Accretive Health, Inc. (a)

596,000

4,464

BioScrip, Inc. (a)(d)

792,300

6,220

Catamaran Corp. (a)

30,500

1,344

Express Scripts Holding Co. (a)

125,167

8,946

McKesson Corp.

30,800

5,841

 

26,815

Health Care Technology - 0.6%

Allscripts Healthcare Solutions, Inc. (a)

778,000

11,468

athenahealth, Inc. (a)(d)

85,900

10,902

Castlight Health, Inc. Class B (a)(d)

30,200

458

 

22,828

Life Sciences Tools & Services - 0.4%

Illumina, Inc. (a)(d)

98,000

15,509

Pharmaceuticals - 1.8%

AbbVie, Inc.

156,200

8,486

Actavis PLC (a)

44,500

9,414

Allergan, Inc.

84,600

14,167

Auxilium Pharmaceuticals, Inc. (a)

253,700

5,678

Bristol-Myers Squibb Co.

167,300

8,322

Hospira, Inc. (a)

57,200

2,813

Johnson & Johnson

37,800

3,835

Mylan, Inc. (a)

57,768

2,879

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Pharmaceuticals - continued

Questcor Pharmaceuticals, Inc. (d)

66,800

$ 6,021

Revance Therapeutics, Inc.

17,500

551

 

62,166

TOTAL HEALTH CARE

643,194

INDUSTRIALS - 8.1%

Aerospace & Defense - 0.8%

Honeywell International, Inc.

125,800

11,718

The Boeing Co.

132,500

17,921

 

29,639

Air Freight & Logistics - 1.0%

FedEx Corp.

76,400

11,014

United Parcel Service, Inc. Class B

227,400

23,622

 

34,636

Airlines - 1.9%

Delta Air Lines, Inc.

169,100

6,749

Southwest Airlines Co.

561,700

14,857

Spirit Airlines, Inc. (a)

330,700

19,534

United Continental Holdings, Inc. (a)

545,100

24,186

 

65,326

Construction & Engineering - 0.2%

Quanta Services, Inc. (a)

204,359

6,938

Electrical Equipment - 0.3%

Acuity Brands, Inc.

74,400

9,338

Industrial Conglomerates - 1.3%

3M Co.

69,100

9,850

Danaher Corp.

291,000

22,823

General Electric Co.

263,800

7,067

Roper Industries, Inc.

38,800

5,497

 

45,237

Machinery - 0.4%

Caterpillar, Inc.

72,100

7,371

Cummins, Inc.

29,400

4,496

ITT Corp.

24,100

1,053

Xylem, Inc.

63,000

2,350

 

15,270

Professional Services - 0.0%

Paylocity Holding Corp. (a)

4,100

80

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Road & Rail - 2.2%

CSX Corp.

324,100

$ 9,529

Hertz Global Holdings, Inc. (a)

655,400

19,347

J.B. Hunt Transport Services, Inc.

109,300

8,488

Kansas City Southern

13,600

1,462

Union Pacific Corp.

199,400

39,734

 

78,560

TOTAL INDUSTRIALS

285,024

INFORMATION TECHNOLOGY - 34.1%

Communications Equipment - 1.9%

Infinera Corp. (a)

1,483,881

13,503

QUALCOMM, Inc.

582,565

46,867

Riverbed Technology, Inc. (a)

115,800

2,353

ViaSat, Inc. (a)

87,500

4,745

 

67,468

Electronic Equipment & Components - 0.5%

IPG Photonics Corp. (a)

94,100

5,938

Trimble Navigation Ltd. (a)

334,700

12,073

 

18,011

Internet Software & Services - 10.1%

Akamai Technologies, Inc. (a)

184,900

10,047

Cornerstone OnDemand, Inc. (a)

262,700

10,558

eBay, Inc. (a)

544,200

27,607

Facebook, Inc. Class A (a)

1,187,293

75,156

Google, Inc.:

Class A (a)

157,465

90,015

Class C (a)

157,465

88,335

LinkedIn Corp. (a)

18,800

3,010

Opower, Inc.

5,900

98

Qihoo 360 Technology Co. Ltd. ADR (a)

108,700

9,982

Rackspace Hosting, Inc. (a)

133,802

4,882

Tencent Holdings Ltd.

751,000

10,558

Trulia, Inc. (a)(d)

89,500

3,459

Twitter, Inc. (d)

128,800

4,178

Web.com Group, Inc. (a)

469,200

16,159

Wix.com Ltd. (a)

76,544

1,367

 

355,411

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

IT Services - 3.6%

Cognizant Technology Solutions Corp. Class A (a)

254,432

$ 12,368

IBM Corp.

117,900

21,736

MasterCard, Inc. Class A

522,000

39,907

Visa, Inc. Class A

243,600

52,333

 

126,344

Semiconductors & Semiconductor Equipment - 5.1%

Applied Materials, Inc.

211,300

4,266

Applied Micro Circuits Corp. (a)

1,394,600

12,551

Broadcom Corp. Class A

152,300

4,854

Cavium, Inc. (a)

74,300

3,639

Cree, Inc. (a)(d)

782,900

37,673

Cypress Semiconductor Corp.

1,344,866

13,785

First Solar, Inc. (a)

116,900

7,222

Intel Corp.

101,900

2,784

Mellanox Technologies Ltd. (a)(d)

198,600

6,272

NVIDIA Corp.

2,130,930

40,488

Rambus, Inc. (a)

1,255,300

15,189

Silicon Laboratories, Inc. (a)

625,100

28,205

Xilinx, Inc.

60,800

2,855

 

179,783

Software - 8.0%

Adobe Systems, Inc. (a)

81,800

5,279

Citrix Systems, Inc. (a)

35,500

2,200

Concur Technologies, Inc. (a)

113,500

9,689

Interactive Intelligence Group, Inc. (a)

173,000

8,769

Intuit, Inc.

72,200

5,725

Microsoft Corp.

1,103,068

45,160

NetSuite, Inc. (a)

133,800

10,770

Oracle Corp.

338,200

14,211

Qlik Technologies, Inc. (a)

237,774

5,162

Red Hat, Inc. (a)

534,930

26,811

salesforce.com, Inc. (a)

2,357,200

124,059

ServiceNow, Inc. (a)

138,600

7,250

Solera Holdings, Inc.

13,500

881

Splunk, Inc. (a)

41,100

1,720

The Rubicon Project, Inc.

13,861

176

TiVo, Inc. (a)

262,000

3,118

VMware, Inc. Class A (a)

28,700

2,770

Workday, Inc. Class A (a)

62,300

4,882

 

278,632

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Technology Hardware, Storage & Peripherals - 4.9%

3D Systems Corp. (a)(d)

35,700

$ 1,808

Apple, Inc.

254,858

161,328

Fusion-io, Inc. (a)(d)

618,532

4,942

Nimble Storage, Inc. (d)

4,900

124

SanDisk Corp.

49,200

4,754

 

172,956

TOTAL INFORMATION TECHNOLOGY

1,198,605

MATERIALS - 2.0%

Chemicals - 1.7%

E.I. du Pont de Nemours & Co.

101,600

7,042

Eastman Chemical Co.

31,200

2,754

Metabolix, Inc. (a)(d)

203,084

167

Monsanto Co.

358,000

43,622

The Mosaic Co.

99,500

4,974

 

58,559

Construction Materials - 0.0%

CaesarStone Sdot-Yam Ltd.

36,100

1,631

Metals & Mining - 0.3%

Nucor Corp.

76,800

3,888

U.S. Silica Holdings, Inc.

126,100

6,377

 

10,265

TOTAL MATERIALS

70,455

TELECOMMUNICATION SERVICES - 0.6%

Diversified Telecommunication Services - 0.4%

Level 3 Communications, Inc. (a)

96,700

4,221

Verizon Communications, Inc.

178,400

8,913

 

13,134

Wireless Telecommunication Services - 0.2%

Sprint Corp. (a)

240,987

2,301

T-Mobile U.S., Inc. (a)

194,200

6,667

 

8,968

TOTAL TELECOMMUNICATION SERVICES

22,102

Common Stocks - continued

Shares

Value (000s)

UTILITIES - 0.2%

Independent Power and Renewable Electricity Producers - 0.0%

Ormat Technologies, Inc.

9,500

$ 283

Independent Power Producers & Energy Traders - 0.2%

NRG Energy, Inc.

150,100

5,350

TOTAL UTILITIES

5,633

TOTAL COMMON STOCKS

(Cost $2,348,617)


3,487,415

Preferred Stocks - 0.3%

 

 

 

 

Convertible Preferred Stocks - 0.3%

HEALTH CARE - 0.1%

Pharmaceuticals - 0.1%

aTyr Pharma, Inc. 8.00% (a)(e)

638,618

1,615

INFORMATION TECHNOLOGY - 0.2%

Software - 0.2%

Cloudera, Inc. Series F (e)

41,786

621

MongoDB, Inc. Series F, 8.00% (e)

515,124

6,377

 

6,998

TOTAL CONVERTIBLE PREFERRED STOCKS

8,613

Nonconvertible Preferred Stocks - 0.0%

HEALTH CARE - 0.0%

Pharmaceuticals - 0.0%

Equilibrate Asia Therapeutics Series D (a)(e)

676,657

11

Equilibrate Worldwide Therapeutics Series D (a)(e)

676,657

27

Neuropathic Worldwide Therapeutics Series D (a)(e)

676,657

5

Oculus Worldwide Therapeutics Series D (a)(e)

676,657

8

Orchestrate U.S. Therapeutics, Inc. Series D (a)(e)

676,657

12

Orchestrate Worldwide Therapeutics Series D (a)(e)

676,657

21

 

84

TOTAL PREFERRED STOCKS

(Cost $10,922)


8,697

Money Market Funds - 4.0%

Shares

Value (000s)

Fidelity Cash Central Fund, 0.10% (b)

20,239,853

$ 20,240

Fidelity Securities Lending Cash Central Fund, 0.10% (b)(c)

121,245,712

121,246

TOTAL MONEY MARKET FUNDS

(Cost $141,486)


141,486

TOTAL INVESTMENT PORTFOLIO - 103.5%

(Cost $2,501,025)

3,637,598

NET OTHER ASSETS (LIABILITIES) - (3.5)%

(121,489)

NET ASSETS - 100%

$ 3,516,109

Legend

(a) Non-income producing

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

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

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

(e) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $8,697,000 or 0.3% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

aTyr Pharma, Inc. 8.00%

4/8/13

$ 1,615

Cloudera, Inc. Series F

2/5/14

$ 608

Equilibrate Asia Therapeutics Series D

5/17/13

$ 11

Equilibrate Worldwide Therapeutics Series D

5/17/13

$ 27

MongoDB, Inc. Series F, 8.00%

10/2/13

$ 8,615

Neuropathic Worldwide Therapeutics Series D

5/17/13

$ 5

Security

Acquisition Date

Acquisition Cost (000s)

Oculus Worldwide Therapeutics Series D

5/17/13

$ 8

Orchestrate U.S. Therapeutics, Inc. Series D

5/17/13

$ 12

Orchestrate Worldwide Therapeutics Series D

5/17/13

$ 21

Affiliated Central Funds

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

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 29

Fidelity Securities Lending Cash Central Fund

614

Total

$ 643

Other Information

The following is a summary of the inputs used, as of May 31, 2014, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 579,618

$ 579,618

$ -

$ -

Consumer Staples

367,037

365,855

1,182

-

Energy

170,021

170,021

-

-

Financials

145,726

145,726

-

-

Health Care

644,893

643,194

-

1,699

Industrials

285,024

285,024

-

-

Information Technology

1,205,603

1,198,605

-

6,998

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Materials

$ 70,455

$ 70,455

$ -

$ -

Telecommunication Services

22,102

22,102

-

-

Utilities

5,633

5,633

-

-

Money Market Funds

141,486

141,486

-

-

Total Investments in Securities:

$ 3,637,598

$ 3,627,719

$ 1,182

$ 8,697

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

Semiannual Report


Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

May 31, 2014 (Unaudited)

 

 

 

Assets

Investment in securities, at value (including securities loaned of $116,277) - See accompanying schedule:

Unaffiliated issuers (cost $2,359,539)

$ 3,496,112

 

Fidelity Central Funds (cost $141,486)

141,486

 

Total Investments (cost $2,501,025)

 

$ 3,637,598

Cash

 

10

Foreign currency held at value (cost $23)

23

Receivable for investments sold

48,389

Receivable for fund shares sold

2,485

Dividends receivable

2,303

Distributions receivable from Fidelity Central Funds

94

Prepaid expenses

2

Other receivables

191

Total assets

3,691,095

 

 

 

Liabilities

Payable for investments purchased

$ 41,673

Payable for fund shares redeemed

8,858

Accrued management fee

1,463

Distribution and service plan fees payable

888

Other affiliated payables

677

Other payables and accrued expenses

181

Collateral on securities loaned, at value

121,246

Total liabilities

174,986

 

 

 

Net Assets

$ 3,516,109

Net Assets consist of:

 

Paid in capital

$ 2,596,541

Accumulated net investment loss

(10,738)

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(206,267)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

1,136,573

Net Assets

$ 3,516,109

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

Semiannual Report

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

May 31, 2014 (Unaudited)

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($646,190.26 ÷ 11,333.628 shares)

$ 57.02

 

 

 

Maximum offering price per share (100/94.25 of $57.02)

$ 60.50

Class T:
Net Asset Value
and redemption price per share ($1,434,312.93 ÷ 25,116.055 shares)

$ 57.11

 

 

 

Maximum offering price per share (100/96.50 of $57.11)

$ 59.18

Class B:
Net Asset Value
and offering price per share ($10,272.04 ÷ 195.195 shares)A

$ 52.62

 

 

 

Class C:
Net Asset Value
and offering price per share ($198,509.89 ÷ 3,748.592 shares)A

$ 52.96

 

 

 

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($1,226,712.23 ÷ 20,625.792 shares)

$ 59.47

 

 

 

Class Z:
Net Asset Value
, offering price and redemption price per share ($111.72 ÷ 1.876 shares)

$ 59.55

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

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

Semiannual Report

Financial Statements - continued

Statement of Operations

 Amounts in thousands

Six months ended May 31, 2014 (Unaudited)

 

  

  

Investment Income

  

  

Dividends

 

$ 14,534

Income from Fidelity Central Funds

 

643

Total income

 

15,177

 

 

 

Expenses

Management fee
Basic fee

$ 9,641

Performance adjustment

880

Transfer agent fees

3,486

Distribution and service plan fees

5,425

Accounting and security lending fees

520

Custodian fees and expenses

32

Independent trustees' compensation

7

Registration fees

79

Audit

34

Legal

7

Miscellaneous

11

Total expenses before reductions

20,122

Expense reductions

(3)

20,119

Net investment income (loss)

(4,942)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

44,062

Foreign currency transactions

1

Total net realized gain (loss)

 

44,063

Change in net unrealized appreciation (depreciation) on:

Investment securities

83,722

Net gain (loss)

127,785

Net increase (decrease) in net assets resulting from operations

$ 122,843

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

Semiannual Report

Statement of Changes in Net Assets

 Amounts in thousands

Six months ended May 31, 2014
(Unaudited)

Year ended
November 30, 2013

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ (4,942)

$ (6,532)

Net realized gain (loss)

44,063

167,083

Change in net unrealized appreciation (depreciation)

83,722

587,055

Net increase (decrease) in net assets resulting
from operations

122,843

747,606

Share transactions - net increase (decrease)

129,170

411,715

Total increase (decrease) in net assets

252,013

1,159,321

 

 

 

Net Assets

Beginning of period

3,264,096

2,104,775

End of period (including accumulated net investment loss of $10,738 and accumulated net investment loss of $5,796, respectively)

$ 3,516,109

$ 3,264,096

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

Semiannual Report

Financial Highlights - Class A

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 54.89

$ 41.34

$ 35.39

$ 32.30

$ 26.30

$ 18.92

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.07)

  (.10)

  (.11)

  (.08)

  - J

  .10

Net realized and unrealized gain (loss)

  2.20

  13.65

  6.06

  3.17

  6.13

  7.28

Total from investment operations

  2.13

  13.55

  5.95

  3.09

  6.13

  7.38

Distributions from net investment income

  -

  -

  -

  -

  (.11)

  -

Distributions from net realized gain

  -

  -

  -

  -

  (.02)

  -

Total distributions

  -

  -

  -

  -

  (.13)

  -

Net asset value, end of period

$ 57.02

$ 54.89

$ 41.34

$ 35.39

$ 32.30

$ 26.30

Total Return B, C, D

  3.88%

  32.78%

  16.81%

  9.57%

  23.42%

  39.01%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.11% A

  1.23%

  1.30%

  1.08%

  .90%

  .80%

Expenses net of fee waivers, if any

  1.11% A

  1.23%

  1.29%

  1.08%

  .90%

  .80%

Expenses net of all reductions

  1.11% A

  1.23%

  1.29%

  1.07%

  .90%

  .80%

Net investment income (loss)

  (.24)% A

  (.20)%

  (.29)%

  (.23)%

  -% H

  .45%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 646

$ 555

$ 359

$ 267

$ 255

$ 236

Portfolio turnover rate G

  7% A

  17%

  34%

  31%

  35%

  114%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H Amount represents less than .01%.

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

J Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Class T

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 55.04

$ 41.54

$ 35.62

$ 32.58

$ 26.52

$ 19.12

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.13)

  (.19)

  (.19)

  (.15)

  (.06)

  .05

Net realized and unrealized gain (loss)

  2.20

  13.69

  6.11

  3.19

  6.19

  7.35

Total from investment operations

  2.07

  13.50

  5.92

  3.04

  6.13

  7.40

Distributions from net investment income

  -

  -

  -

  -

  (.05)

  -

Distributions from net realized gain

  -

  -

  -

  -

  (.02)

  -

Total distributions

  -

  -

  -

  -

  (.07)

  -

Net asset value, end of period

$ 57.11

$ 55.04

$ 41.54

$ 35.62

$ 32.58

$ 26.52

Total Return B, C, D

  3.76%

  32.50%

  16.62%

  9.33%

  23.18%

  38.70%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.33% A

  1.43%

  1.48%

  1.25%

  1.10%

  1.03%

Expenses net of fee waivers, if any

  1.33% A

  1.43%

  1.48%

  1.25%

  1.10%

  1.03%

Expenses net of all reductions

  1.33% A

  1.43%

  1.48%

  1.25%

  1.09%

  1.02%

Net investment income (loss)

  (.46)% A

  (.40)%

  (.48)%

  (.40)%

  (.20)%

  .23%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 1,434

$ 1,426

$ 1,187

$ 1,102

$ 1,126

$ 1,051

Portfolio turnover rate G

  7% A

  17%

  34%

  31%

  35%

  114%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report

Financial Highlights - Class B

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 50.87

$ 38.62

$ 33.31

$ 30.64

$ 25.01

$ 18.13

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.28)

  (.44)

  (.39)

  (.33)

  (.21)

  (.06)

Net realized and unrealized gain (loss)

  2.03

  12.69

  5.70

  3.00

  5.84

  6.94

Total from investment operations

  1.75

  12.25

  5.31

  2.67

  5.63

  6.88

Net asset value, end of period

$ 52.62

$ 50.87

$ 38.62

$ 33.31

$ 30.64

$ 25.01

Total Return B, C, D

  3.44%

  31.72%

  15.94%

  8.71%

  22.51%

  37.95%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.94% A

  2.03%

  2.07%

  1.83%

  1.66%

  1.56%

Expenses net of fee waivers, if any

  1.94% A

  2.03%

  2.05%

  1.83%

  1.66%

  1.56%

Expenses net of all reductions

  1.94% A

  2.03%

  2.05%

  1.83%

  1.65%

  1.55%

Net investment income (loss)

  (1.08)% A

  (1.00)%

  (1.05)%

  (.98)%

  (.76)%

  (.30)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 10

$ 12

$ 13

$ 14

$ 18

$ 21

Portfolio turnover rate G

  7% A

  17%

  34%

  31%

  35%

  114%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report

Financial Highlights - Class C

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 51.17

$ 38.83

$ 33.48

$ 30.79

$ 25.14

$ 18.22

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.26)

  (.42)

  (.38)

  (.33)

  (.21)

  (.06)

Net realized and unrealized gain (loss)

  2.05

  12.76

  5.73

  3.02

  5.86

  6.98

Total from investment operations

  1.79

  12.34

  5.35

  2.69

  5.65

  6.92

Net asset value, end of period

$ 52.96

$ 51.17

$ 38.83

$ 33.48

$ 30.79

$ 25.14

Total Return B, C, D

  3.50%

  31.78%

  15.98%

  8.74%

  22.47%

  37.98%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.85% A

  1.96%

  2.04%

  1.82%

  1.65%

  1.56%

Expenses net of fee waivers, if any

  1.85% A

  1.96%

  2.03%

  1.82%

  1.65%

  1.56%

Expenses net of all reductions

  1.85% A

  1.96%

  2.02%

  1.82%

  1.65%

  1.55%

Net investment income (loss)

  (.99)% A

  (.93)%

  (1.02)%

  (.97)%

  (.75)%

  (.30)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 199

$ 159

$ 71

$ 47

$ 41

$ 37

Portfolio turnover rate G

  7% A

  17%

  34%

  31%

  35%

  114%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report

Financial Highlights - Institutional Class

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 57.18

$ 42.94

$ 36.63

$ 33.33

$ 27.11

$ 19.43

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .01

  .05

  .01

  .05

  .10

  .17

Net realized and unrealized gain (loss)

  2.28

  14.19

  6.30

  3.25

  6.33

  7.51

Total from investment operations

  2.29

  14.24

  6.31

  3.30

  6.43

  7.68

Distributions from net investment income

  -

  -

  -

  -

  (.19)

  -

Distributions from net realized gain

  -

  -

  -

  -

  (.02)

  -

Total distributions

  -

  -

  -

  -

  (.21)

  -

Net asset value, end of period

$ 59.47

$ 57.18

$ 42.94

$ 36.63

$ 33.33

$ 27.11

Total Return B, C

  4.00%

  33.16%

  17.23%

  9.90%

  23.86%

  39.53%

Ratios to Average Net Assets E, G

 

 

 

 

 

Expenses before reductions

  .84% A

  .93%

  .97%

  .72%

  .57%

  .46%

Expenses net of fee waivers, if any

  .84% A

  .93%

  .97%

  .72%

  .57%

  .46%

Expenses net of all reductions

  .84% A

  .93%

  .97%

  .72%

  .56%

  .46%

Net investment income (loss)

  .03% A

  .09%

  .04%

  .13%

  .33%

  .79%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 1,227

$ 1,112

$ 475

$ 215

$ 118

$ 26

Portfolio turnover rate F

  7% A

  17%

  34%

  31%

  35%

  114%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report

Financial Highlights - Class Z

 

Six months ended May 31, 2014

Year ended
November 30,

 

(Unaudited)

2013 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 57.20

$ 53.30

Income from Investment Operations

 

 

Net investment income (loss) D

  .05

  .02

Net realized and unrealized gain (loss)

  2.30

  3.88

Total from investment operations

  2.35

  3.90

Net asset value, end of period

$ 59.55

$ 57.20

Total Return B, C

  4.11%

  7.32%

Ratios to Average Net Assets E, H

 

 

Expenses before reductions

  .69% A

  .78% A

Expenses net of fee waivers, if any

  .69% A

  .78% A

Expenses net of all reductions

  .69% A

  .78% A

Net investment income (loss)

  .18% A

  .14% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 112

$ 107

Portfolio turnover rate F

  7% A

  17%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period August 13, 2013 (commencement of sale of shares) to November 30, 2013.

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

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

Semiannual Report


Notes to Financial Statements

For the period ended May 31, 2014 (Unaudited)

(Amounts in thousands except percentages)

1. Organization.

Fidelity Advisor® Growth Opportunities Fund (the Fund) is a fund of Fidelity Advisor Series I (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Institutional Class and Class Z shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase.

2. Investments in Fidelity Central Funds.

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

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .01%.

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

3. Significant Accounting Policies.

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

the financial statements. The following summarizes the significant accounting policies of the Fund:

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

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

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

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

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of May 31, 2014, is included at the end of the Fund's Schedule of Investments.

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

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

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

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

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

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

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

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

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

Semiannual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, net operating losses, capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.

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

Gross unrealized appreciation

$ 1,278,156

Gross unrealized depreciation

(143,402)

Net unrealized appreciation (depreciation) on securities and other investments

$ 1,134,754

 

 

Tax cost

$ 2,502,844

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

Fiscal year of expiration

 

2017

$ (246,838)

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

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $295,223 and $117,271, respectively.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the investment performance of the asset-weighted return of all classes as compared to its benchmark index, the Russell 1000® Growth Index, over the same 36 month performance period. For the reporting period, the total annualized management fee rate, including the performance adjustment, was .60% of the Fund's average net assets. The performance adjustment included in the management fee rate may be higher or lower than the maximum performance adjustment rate due to the difference between the average net assets for the reporting and performance periods.

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

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 780

$ 26

Class T

.25%

.25%

3,648

61

Class B

.75%

.25%

57

43

Class C

.75%

.25%

940

375

 

 

 

$ 5,425

$ 505

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

 

Retained
by FDC

Class A

$ 134

Class T

28

Class B*

4

Class C*

16

 

$ 182

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

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

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

 

Amount

% of
Average
Net Assets
*

Class A

$ 689

.22

Class T

1,379

.19

Class B

17

.30

Class C

199

.21

Institutional Class

1,202

.20

Class Z

-**

.04

 

$ 3,486

 

* Annualized

** Amount represents twenty-five dollars.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

5. Fees and Other Transactions with Affiliates - continued

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $6 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $3 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. The value of securities loaned to FCM at period end was $2,772. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent

Semiannual Report

7. Security Lending - continued

fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $614, including $2 from securities loaned to FCM.

8. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $3 for the period. In addition, through arrangements with the Fund's custodian, 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 expenses by twenty-eight dollars.

9. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Six months ended May 31,
2014

Year ended
November 30,
2013
A

Six months ended May 31,
2014

Year ended
November 30,
2013
A

Class A

 

 

 

 

Shares sold

2,462

3,550

$ 141,488

$ 172,665

Shares redeemed

(1,243)

(2,123)

(70,288)

(101,685)

Net increase (decrease)

1,219

1,427

$ 71,200

$ 70,980

Class T

 

 

 

 

Shares sold

1,575

2,633

$ 89,843

$ 126,086

Shares redeemed

(2,365)

(5,298)

(134,620)

(251,560)

Net increase (decrease)

(790)

(2,665)

$ (44,777)

$ (125,474)

Class B

 

 

 

 

Shares sold

8

20

$ 425

$ 916

Shares redeemed

(53)

(122)

(2,768)

(5,334)

Net increase (decrease)

(45)

(102)

$ (2,343)

$ (4,418)

Class C

 

 

 

 

Shares sold

1,043

1,606

$ 55,540

$ 73,545

Shares redeemed

(402)

(315)

(20,995)

(13,899)

Net increase (decrease)

641

1,291

$ 34,545

$ 59,646

Institutional Class

 

 

 

 

Shares sold

3,957

11,525

$ 235,457

$ 569,791

Shares redeemed

(2,774)

(3,146)

(164,912)

(158,910)

Net increase (decrease)

1,183

8,379

$ 70,545

$ 410,881

Class Z

 

 

 

 

Shares sold

-

2

$ -

$ 100

A Share transactions for Class Z are for the period August 13, 2013 (commencement of sale of shares) to November 30, 2013.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

10. Other.

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

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research (Japan) Inc.

Fidelity Management & Research (Hong Kong) Limited

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Bank of New York Mellon

New York, NY

(Fidelity Investment logo)(registered trademark)

GO-USAN-0714
1.786793.111

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Growth Opportunities

Fund - Class Z

Semiannual Report

May 31, 2014

(Fidelity Cover Art)


Contents

Shareholder Expense Example

(Click Here)

An example of shareholder expenses.

Investment Changes

(Click Here)

A summary of major shifts in the fund's investments over the past six months.

Investments

(Click Here)

A complete list of the fund's investments with their market values.

Financial Statements

(Click Here)

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

(Click Here)

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2014 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report


Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 1, 2013 to May 31, 2014).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

 

Annualized
Expense Ratio
B

Beginning
Account Value
December 1, 2013

Ending
Account Value
May 31, 2014

Expenses Paid
During Period
*
December 1, 2013
to May 31, 2014

Class A

1.11%

 

 

 

Actual

 

$ 1,000.00

$ 1,038.80

$ 5.64

HypotheticalA

 

$ 1,000.00

$ 1,019.40

$ 5.59

Class T

1.33%

 

 

 

Actual

 

$ 1,000.00

$ 1,037.60

$ 6.76

HypotheticalA

 

$ 1,000.00

$ 1,018.30

$ 6.69

Class B

1.94%

 

 

 

Actual

 

$ 1,000.00

$ 1,034.40

$ 9.84

HypotheticalA

 

$ 1,000.00

$ 1,015.26

$ 9.75

Class C

1.85%

 

 

 

Actual

 

$ 1,000.00

$ 1,035.00

$ 9.39

HypotheticalA

 

$ 1,000.00

$ 1,015.71

$ 9.30

Institutional Class

.84%

 

 

 

Actual

 

$ 1,000.00

$ 1,040.00

$ 4.27

HypotheticalA

 

$ 1,000.00

$ 1,020.74

$ 4.23

Class Z

.69%

 

 

 

Actual

 

$ 1,000.00

$ 1,041.10

$ 3.51

HypotheticalA

 

$ 1,000.00

$ 1,021.49

$ 3.48

A 5% return per year before expenses

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

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

Semiannual Report


Investment Changes (Unaudited)

Top Ten Stocks as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Apple, Inc.

4.6

4.1

salesforce.com, Inc.

3.5

3.6

Regeneron Pharmaceuticals, Inc.

2.9

3.0

Google, Inc. Class A

2.6

4.8

Google, Inc. Class C

2.5

0.0

Facebook, Inc. Class A

2.1

2.1

Keurig Green Mountain, Inc.

1.9

1.3

Comcast Corp. Class A

1.7

1.7

Alkermes PLC

1.6

1.5

Seattle Genetics, Inc.

1.6

2.1

 

25.0

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

34.3

33.1

Health Care

18.4

19.0

Consumer Discretionary

16.5

18.2

Consumer Staples

10.4

9.9

Industrials

8.1

7.0

Asset Allocation (% of fund's net assets)

As of May 31, 2014 *

As of November 30, 2013 **

goz632114

Stocks 99.2%

 

goz632114

Stocks 97.5%

 

goz632117

Convertible Securities 0.3%

 

goz632117

Convertible Securities 0.3%

 

goz632120

Short-Term Investments and Net Other Assets (Liabilities) 0.5%

 

goz632120

Short-Term Investments and Net Other Assets (Liabilities) 2.2%

 

* Foreign investments

6.4%

 

** Foreign investments

6.5%

 

goz632123

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 99.2%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 16.5%

Auto Components - 0.2%

Tenneco, Inc. (a)

121,700

$ 7,758

Automobiles - 0.6%

Tesla Motors, Inc. (a)(d)

107,536

22,343

Hotels, Restaurants & Leisure - 2.9%

Arcos Dorados Holdings, Inc. Class A (d)

222,600

1,981

Buffalo Wild Wings, Inc. (a)

64,200

9,278

Chipotle Mexican Grill, Inc. (a)

22,800

12,474

Chuy's Holdings, Inc. (a)

144,000

4,704

Dunkin' Brands Group, Inc.

196,700

8,804

Las Vegas Sands Corp.

133,992

10,253

McDonald's Corp.

135,600

13,754

Panera Bread Co. Class A (a)

62,200

9,555

Starbucks Corp.

315,500

23,107

Starwood Hotels & Resorts Worldwide, Inc.

61,200

4,887

The Cheesecake Factory, Inc.

64,300

2,949

 

101,746

Household Durables - 1.2%

Harman International Industries, Inc.

111,000

11,658

Lennar Corp. Class A

368,100

15,055

SodaStream International Ltd. (a)(d)

63,200

2,361

Toll Brothers, Inc. (a)

240,300

8,704

Tupperware Brands Corp.

54,600

4,571

 

42,349

Internet & Catalog Retail - 1.5%

Amazon.com, Inc. (a)

116,000

36,256

JD.com, Inc. sponsored ADR

26,000

650

priceline.com, Inc. (a)

13,500

17,262

 

54,168

Media - 3.6%

AMC Networks, Inc. Class A (a)

186,300

11,528

Comcast Corp. Class A

1,129,100

58,939

DIRECTV (a)

80,600

6,645

IMAX Corp. (a)

434,100

11,386

Liberty Global PLC Class A (a)

77,400

3,485

Lions Gate Entertainment Corp. (d)

241,100

6,300

News Corp. Class A (a)

39,325

671

The Walt Disney Co.

123,300

10,358

Twenty-First Century Fox, Inc. Class A

475,500

16,837

 

126,149

Common Stocks - continued

Shares

Value (000s)

CONSUMER DISCRETIONARY - continued

Multiline Retail - 0.2%

Target Corp.

91,300

$ 5,182

Specialty Retail - 2.9%

Abercrombie & Fitch Co. Class A

117,300

4,459

Bed Bath & Beyond, Inc. (a)

64,700

3,937

Cabela's, Inc. Class A (a)(d)

66,000

4,041

CarMax, Inc. (a)

209,700

9,292

DSW, Inc. Class A

133,800

3,352

Five Below, Inc. (a)

120,500

4,362

GNC Holdings, Inc.

143,100

5,283

Home Depot, Inc.

277,200

22,240

Lumber Liquidators Holdings, Inc. (a)(d)

361,200

28,058

TJX Companies, Inc.

275,400

14,996

 

100,020

Textiles, Apparel & Luxury Goods - 3.4%

Fossil Group, Inc. (a)

147,100

15,410

Kate Spade & Co. (a)

207,100

7,541

lululemon athletica, Inc. (a)(d)

902,216

40,266

Michael Kors Holdings Ltd. (a)

235,600

22,236

NIKE, Inc. Class B

154,700

11,898

Prada SpA

454,000

3,396

Skechers U.S.A., Inc. Class A (sub. vtg.) (a)

130,100

5,789

Steven Madden Ltd. (a)

264,600

8,430

Under Armour, Inc. Class A (sub. vtg.) (a)

97,200

4,937

 

119,903

TOTAL CONSUMER DISCRETIONARY

579,618

CONSUMER STAPLES - 10.4%

Beverages - 1.7%

Monster Beverage Corp. (a)

143,100

9,928

PepsiCo, Inc.

178,300

15,749

SABMiller PLC

107,700

5,977

The Coca-Cola Co.

640,800

26,215

 

57,869

Food & Staples Retailing - 3.1%

Costco Wholesale Corp.

263,300

30,548

CVS Caremark Corp.

379,800

29,746

Fresh Market, Inc. (a)(d)

56,433

1,730

Wal-Mart Stores, Inc.

242,080

18,584

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Food & Staples Retailing - continued

Walgreen Co.

298,500

$ 21,465

Whole Foods Market, Inc.

209,900

8,027

 

110,100

Food Products - 2.4%

Bunge Ltd.

63,200

4,911

Keurig Green Mountain, Inc.

594,420

67,039

Mead Johnson Nutrition Co. Class A

99,100

8,866

Mondelez International, Inc.

125,000

4,703

 

85,519

Household Products - 0.7%

Procter & Gamble Co.

206,000

16,643

Svenska Cellulosa AB (SCA) (B Shares)

334,800

9,316

 

25,959

Personal Products - 0.4%

Avon Products, Inc.

100,242

1,432

Herbalife Ltd.

177,900

11,533

 

12,965

Tobacco - 2.1%

Altria Group, Inc.

808,500

33,601

Japan Tobacco, Inc.

34,800

1,182

Lorillard, Inc.

186,200

11,576

Philip Morris International, Inc.

319,250

28,266

 

74,625

TOTAL CONSUMER STAPLES

367,037

ENERGY - 4.8%

Energy Equipment & Services - 1.6%

FMC Technologies, Inc. (a)

95,840

5,564

Halliburton Co.

118,300

7,647

National Oilwell Varco, Inc.

83,988

6,876

Schlumberger Ltd.

351,900

36,612

 

56,699

Oil, Gas & Consumable Fuels - 3.2%

Anadarko Petroleum Corp.

78,500

8,075

Cabot Oil & Gas Corp.

210,600

7,632

Chesapeake Energy Corp.

165,264

4,746

Concho Resources, Inc. (a)

69,800

9,200

Continental Resources, Inc. (a)

87,800

12,324

Common Stocks - continued

Shares

Value (000s)

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

EOG Resources, Inc.

41,200

$ 4,359

Hess Corp.

135,100

12,335

Marathon Petroleum Corp.

32,040

2,864

Noble Energy, Inc.

105,400

7,596

Occidental Petroleum Corp.

166,300

16,578

PDC Energy, Inc. (a)

48,700

3,126

Peabody Energy Corp.

118,100

1,908

Phillips 66 Co.

36,700

3,112

Pioneer Natural Resources Co.

27,400

5,758

Range Resources Corp.

16,300

1,515

Southwestern Energy Co. (a)

85,000

3,865

Valero Energy Corp.

148,600

8,329

 

113,322

TOTAL ENERGY

170,021

FINANCIALS - 4.2%

Banks - 0.9%

Bank of America Corp.

297,800

4,509

Citigroup, Inc.

105,700

5,028

JPMorgan Chase & Co.

200,900

11,164

Signature Bank (a)

31,800

3,683

Wells Fargo & Co.

125,000

6,348

 

30,732

Capital Markets - 0.6%

BlackRock, Inc. Class A

10,400

3,171

Charles Schwab Corp.

471,800

11,894

Goldman Sachs Group, Inc.

24,591

3,930

T. Rowe Price Group, Inc.

30,300

2,470

 

21,465

Consumer Finance - 2.3%

American Express Co.

575,400

52,649

Discover Financial Services

483,633

28,597

 

81,246

Diversified Financial Services - 0.2%

BM&F BOVESPA SA

765,958

3,754

CME Group, Inc.

22,000

1,584

 

5,338

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Real Estate Investment Trusts - 0.1%

Simon Property Group, Inc.

25,978

$ 4,324

Washington Prime Group, Inc. (a)

12,989

258

 

4,582

Real Estate Management & Development - 0.1%

The St. Joe Co. (a)(d)

100,400

2,363

TOTAL FINANCIALS

145,726

HEALTH CARE - 18.3%

Biotechnology - 13.9%

ACADIA Pharmaceuticals, Inc. (a)

194,600

4,018

Agios Pharmaceuticals, Inc.

63,067

2,217

Alexion Pharmaceuticals, Inc. (a)

41,700

6,936

Alkermes PLC (a)

1,241,000

56,850

Alnylam Pharmaceuticals, Inc. (a)

214,460

12,715

Amarin Corp. PLC ADR (a)(d)

265,000

374

Amgen, Inc.

240,600

27,907

Biogen Idec, Inc. (a)

45,600

14,563

Bluebird Bio, Inc.

110,300

2,550

Celgene Corp. (a)

55,235

8,453

Celldex Therapeutics, Inc. (a)

215,700

3,151

Cepheid, Inc. (a)

136,353

6,143

Clovis Oncology, Inc. (a)

16,500

845

Exelixis, Inc. (a)(d)

2,514,011

8,321

Geron Corp. (a)

1,222,800

2,543

Gilead Sciences, Inc. (a)

529,300

42,984

ImmunoGen, Inc. (a)(d)

1,369,351

16,186

Immunomedics, Inc. (a)(d)

1,354,187

4,509

Insmed, Inc. (a)

330,600

4,344

Intercept Pharmaceuticals, Inc. (a)

5,700

1,349

InterMune, Inc. (a)

110,400

4,374

Ironwood Pharmaceuticals, Inc. Class A (a)

227,500

3,258

Isis Pharmaceuticals, Inc. (a)(d)

1,259,953

36,816

Lexicon Pharmaceuticals, Inc. (a)

8,418,904

11,113

Merrimack Pharmaceuticals, Inc. (a)(d)

591,500

4,596

NPS Pharmaceuticals, Inc. (a)

484,500

15,082

Ophthotech Corp.

62,400

2,540

Prothena Corp. PLC (a)

117,602

2,448

Receptos, Inc.

87,600

2,607

Regeneron Pharmaceuticals, Inc. (a)

332,600

102,095

Regulus Therapeutics, Inc. (a)

337,200

2,269

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Biotechnology - continued

Rigel Pharmaceuticals, Inc. (a)

690,248

$ 2,271

Seattle Genetics, Inc. (a)(d)

1,665,767

55,587

Transition Therapeutics, Inc. (a)

1,007,397

5,128

uniQure B.V.

4,600

40

Vertex Pharmaceuticals, Inc. (a)

68,690

4,964

XOMA Corp. (a)

1,576,700

6,528

 

488,674

Health Care Equipment & Supplies - 0.8%

Abbott Laboratories

89,300

3,573

Align Technology, Inc. (a)

59,600

3,255

Baxter International, Inc.

38,900

2,895

Cyberonics, Inc. (a)

67,300

4,092

Insulet Corp. (a)

71,646

2,624

Steris Corp.

201,100

10,763

 

27,202

Health Care Providers & Services - 0.8%

Accretive Health, Inc. (a)

596,000

4,464

BioScrip, Inc. (a)(d)

792,300

6,220

Catamaran Corp. (a)

30,500

1,344

Express Scripts Holding Co. (a)

125,167

8,946

McKesson Corp.

30,800

5,841

 

26,815

Health Care Technology - 0.6%

Allscripts Healthcare Solutions, Inc. (a)

778,000

11,468

athenahealth, Inc. (a)(d)

85,900

10,902

Castlight Health, Inc. Class B (a)(d)

30,200

458

 

22,828

Life Sciences Tools & Services - 0.4%

Illumina, Inc. (a)(d)

98,000

15,509

Pharmaceuticals - 1.8%

AbbVie, Inc.

156,200

8,486

Actavis PLC (a)

44,500

9,414

Allergan, Inc.

84,600

14,167

Auxilium Pharmaceuticals, Inc. (a)

253,700

5,678

Bristol-Myers Squibb Co.

167,300

8,322

Hospira, Inc. (a)

57,200

2,813

Johnson & Johnson

37,800

3,835

Mylan, Inc. (a)

57,768

2,879

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Pharmaceuticals - continued

Questcor Pharmaceuticals, Inc. (d)

66,800

$ 6,021

Revance Therapeutics, Inc.

17,500

551

 

62,166

TOTAL HEALTH CARE

643,194

INDUSTRIALS - 8.1%

Aerospace & Defense - 0.8%

Honeywell International, Inc.

125,800

11,718

The Boeing Co.

132,500

17,921

 

29,639

Air Freight & Logistics - 1.0%

FedEx Corp.

76,400

11,014

United Parcel Service, Inc. Class B

227,400

23,622

 

34,636

Airlines - 1.9%

Delta Air Lines, Inc.

169,100

6,749

Southwest Airlines Co.

561,700

14,857

Spirit Airlines, Inc. (a)

330,700

19,534

United Continental Holdings, Inc. (a)

545,100

24,186

 

65,326

Construction & Engineering - 0.2%

Quanta Services, Inc. (a)

204,359

6,938

Electrical Equipment - 0.3%

Acuity Brands, Inc.

74,400

9,338

Industrial Conglomerates - 1.3%

3M Co.

69,100

9,850

Danaher Corp.

291,000

22,823

General Electric Co.

263,800

7,067

Roper Industries, Inc.

38,800

5,497

 

45,237

Machinery - 0.4%

Caterpillar, Inc.

72,100

7,371

Cummins, Inc.

29,400

4,496

ITT Corp.

24,100

1,053

Xylem, Inc.

63,000

2,350

 

15,270

Professional Services - 0.0%

Paylocity Holding Corp. (a)

4,100

80

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Road & Rail - 2.2%

CSX Corp.

324,100

$ 9,529

Hertz Global Holdings, Inc. (a)

655,400

19,347

J.B. Hunt Transport Services, Inc.

109,300

8,488

Kansas City Southern

13,600

1,462

Union Pacific Corp.

199,400

39,734

 

78,560

TOTAL INDUSTRIALS

285,024

INFORMATION TECHNOLOGY - 34.1%

Communications Equipment - 1.9%

Infinera Corp. (a)

1,483,881

13,503

QUALCOMM, Inc.

582,565

46,867

Riverbed Technology, Inc. (a)

115,800

2,353

ViaSat, Inc. (a)

87,500

4,745

 

67,468

Electronic Equipment & Components - 0.5%

IPG Photonics Corp. (a)

94,100

5,938

Trimble Navigation Ltd. (a)

334,700

12,073

 

18,011

Internet Software & Services - 10.1%

Akamai Technologies, Inc. (a)

184,900

10,047

Cornerstone OnDemand, Inc. (a)

262,700

10,558

eBay, Inc. (a)

544,200

27,607

Facebook, Inc. Class A (a)

1,187,293

75,156

Google, Inc.:

Class A (a)

157,465

90,015

Class C (a)

157,465

88,335

LinkedIn Corp. (a)

18,800

3,010

Opower, Inc.

5,900

98

Qihoo 360 Technology Co. Ltd. ADR (a)

108,700

9,982

Rackspace Hosting, Inc. (a)

133,802

4,882

Tencent Holdings Ltd.

751,000

10,558

Trulia, Inc. (a)(d)

89,500

3,459

Twitter, Inc. (d)

128,800

4,178

Web.com Group, Inc. (a)

469,200

16,159

Wix.com Ltd. (a)

76,544

1,367

 

355,411

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

IT Services - 3.6%

Cognizant Technology Solutions Corp. Class A (a)

254,432

$ 12,368

IBM Corp.

117,900

21,736

MasterCard, Inc. Class A

522,000

39,907

Visa, Inc. Class A

243,600

52,333

 

126,344

Semiconductors & Semiconductor Equipment - 5.1%

Applied Materials, Inc.

211,300

4,266

Applied Micro Circuits Corp. (a)

1,394,600

12,551

Broadcom Corp. Class A

152,300

4,854

Cavium, Inc. (a)

74,300

3,639

Cree, Inc. (a)(d)

782,900

37,673

Cypress Semiconductor Corp.

1,344,866

13,785

First Solar, Inc. (a)

116,900

7,222

Intel Corp.

101,900

2,784

Mellanox Technologies Ltd. (a)(d)

198,600

6,272

NVIDIA Corp.

2,130,930

40,488

Rambus, Inc. (a)

1,255,300

15,189

Silicon Laboratories, Inc. (a)

625,100

28,205

Xilinx, Inc.

60,800

2,855

 

179,783

Software - 8.0%

Adobe Systems, Inc. (a)

81,800

5,279

Citrix Systems, Inc. (a)

35,500

2,200

Concur Technologies, Inc. (a)

113,500

9,689

Interactive Intelligence Group, Inc. (a)

173,000

8,769

Intuit, Inc.

72,200

5,725

Microsoft Corp.

1,103,068

45,160

NetSuite, Inc. (a)

133,800

10,770

Oracle Corp.

338,200

14,211

Qlik Technologies, Inc. (a)

237,774

5,162

Red Hat, Inc. (a)

534,930

26,811

salesforce.com, Inc. (a)

2,357,200

124,059

ServiceNow, Inc. (a)

138,600

7,250

Solera Holdings, Inc.

13,500

881

Splunk, Inc. (a)

41,100

1,720

The Rubicon Project, Inc.

13,861

176

TiVo, Inc. (a)

262,000

3,118

VMware, Inc. Class A (a)

28,700

2,770

Workday, Inc. Class A (a)

62,300

4,882

 

278,632

Common Stocks - continued

Shares

Value (000s)

INFORMATION TECHNOLOGY - continued

Technology Hardware, Storage & Peripherals - 4.9%

3D Systems Corp. (a)(d)

35,700

$ 1,808

Apple, Inc.

254,858

161,328

Fusion-io, Inc. (a)(d)

618,532

4,942

Nimble Storage, Inc. (d)

4,900

124

SanDisk Corp.

49,200

4,754

 

172,956

TOTAL INFORMATION TECHNOLOGY

1,198,605

MATERIALS - 2.0%

Chemicals - 1.7%

E.I. du Pont de Nemours & Co.

101,600

7,042

Eastman Chemical Co.

31,200

2,754

Metabolix, Inc. (a)(d)

203,084

167

Monsanto Co.

358,000

43,622

The Mosaic Co.

99,500

4,974

 

58,559

Construction Materials - 0.0%

CaesarStone Sdot-Yam Ltd.

36,100

1,631

Metals & Mining - 0.3%

Nucor Corp.

76,800

3,888

U.S. Silica Holdings, Inc.

126,100

6,377

 

10,265

TOTAL MATERIALS

70,455

TELECOMMUNICATION SERVICES - 0.6%

Diversified Telecommunication Services - 0.4%

Level 3 Communications, Inc. (a)

96,700

4,221

Verizon Communications, Inc.

178,400

8,913

 

13,134

Wireless Telecommunication Services - 0.2%

Sprint Corp. (a)

240,987

2,301

T-Mobile U.S., Inc. (a)

194,200

6,667

 

8,968

TOTAL TELECOMMUNICATION SERVICES

22,102

Common Stocks - continued

Shares

Value (000s)

UTILITIES - 0.2%

Independent Power and Renewable Electricity Producers - 0.0%

Ormat Technologies, Inc.

9,500

$ 283

Independent Power Producers & Energy Traders - 0.2%

NRG Energy, Inc.

150,100

5,350

TOTAL UTILITIES

5,633

TOTAL COMMON STOCKS

(Cost $2,348,617)


3,487,415

Preferred Stocks - 0.3%

 

 

 

 

Convertible Preferred Stocks - 0.3%

HEALTH CARE - 0.1%

Pharmaceuticals - 0.1%

aTyr Pharma, Inc. 8.00% (a)(e)

638,618

1,615

INFORMATION TECHNOLOGY - 0.2%

Software - 0.2%

Cloudera, Inc. Series F (e)

41,786

621

MongoDB, Inc. Series F, 8.00% (e)

515,124

6,377

 

6,998

TOTAL CONVERTIBLE PREFERRED STOCKS

8,613

Nonconvertible Preferred Stocks - 0.0%

HEALTH CARE - 0.0%

Pharmaceuticals - 0.0%

Equilibrate Asia Therapeutics Series D (a)(e)

676,657

11

Equilibrate Worldwide Therapeutics Series D (a)(e)

676,657

27

Neuropathic Worldwide Therapeutics Series D (a)(e)

676,657

5

Oculus Worldwide Therapeutics Series D (a)(e)

676,657

8

Orchestrate U.S. Therapeutics, Inc. Series D (a)(e)

676,657

12

Orchestrate Worldwide Therapeutics Series D (a)(e)

676,657

21

 

84

TOTAL PREFERRED STOCKS

(Cost $10,922)


8,697

Money Market Funds - 4.0%

Shares

Value (000s)

Fidelity Cash Central Fund, 0.10% (b)

20,239,853

$ 20,240

Fidelity Securities Lending Cash Central Fund, 0.10% (b)(c)

121,245,712

121,246

TOTAL MONEY MARKET FUNDS

(Cost $141,486)


141,486

TOTAL INVESTMENT PORTFOLIO - 103.5%

(Cost $2,501,025)

3,637,598

NET OTHER ASSETS (LIABILITIES) - (3.5)%

(121,489)

NET ASSETS - 100%

$ 3,516,109

Legend

(a) Non-income producing

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

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

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

(e) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $8,697,000 or 0.3% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

aTyr Pharma, Inc. 8.00%

4/8/13

$ 1,615

Cloudera, Inc. Series F

2/5/14

$ 608

Equilibrate Asia Therapeutics Series D

5/17/13

$ 11

Equilibrate Worldwide Therapeutics Series D

5/17/13

$ 27

MongoDB, Inc. Series F, 8.00%

10/2/13

$ 8,615

Neuropathic Worldwide Therapeutics Series D

5/17/13

$ 5

Security

Acquisition Date

Acquisition Cost (000s)

Oculus Worldwide Therapeutics Series D

5/17/13

$ 8

Orchestrate U.S. Therapeutics, Inc. Series D

5/17/13

$ 12

Orchestrate Worldwide Therapeutics Series D

5/17/13

$ 21

Affiliated Central Funds

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

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 29

Fidelity Securities Lending Cash Central Fund

614

Total

$ 643

Other Information

The following is a summary of the inputs used, as of May 31, 2014, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 579,618

$ 579,618

$ -

$ -

Consumer Staples

367,037

365,855

1,182

-

Energy

170,021

170,021

-

-

Financials

145,726

145,726

-

-

Health Care

644,893

643,194

-

1,699

Industrials

285,024

285,024

-

-

Information Technology

1,205,603

1,198,605

-

6,998

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Materials

$ 70,455

$ 70,455

$ -

$ -

Telecommunication Services

22,102

22,102

-

-

Utilities

5,633

5,633

-

-

Money Market Funds

141,486

141,486

-

-

Total Investments in Securities:

$ 3,637,598

$ 3,627,719

$ 1,182

$ 8,697

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

Semiannual Report


Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

May 31, 2014 (Unaudited)

 

 

 

Assets

Investment in securities, at value (including securities loaned of $116,277) - See accompanying schedule:

Unaffiliated issuers (cost $2,359,539)

$ 3,496,112

 

Fidelity Central Funds (cost $141,486)

141,486

 

Total Investments (cost $2,501,025)

 

$ 3,637,598

Cash

 

10

Foreign currency held at value (cost $23)

23

Receivable for investments sold

48,389

Receivable for fund shares sold

2,485

Dividends receivable

2,303

Distributions receivable from Fidelity Central Funds

94

Prepaid expenses

2

Other receivables

191

Total assets

3,691,095

 

 

 

Liabilities

Payable for investments purchased

$ 41,673

Payable for fund shares redeemed

8,858

Accrued management fee

1,463

Distribution and service plan fees payable

888

Other affiliated payables

677

Other payables and accrued expenses

181

Collateral on securities loaned, at value

121,246

Total liabilities

174,986

 

 

 

Net Assets

$ 3,516,109

Net Assets consist of:

 

Paid in capital

$ 2,596,541

Accumulated net investment loss

(10,738)

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(206,267)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

1,136,573

Net Assets

$ 3,516,109

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

Semiannual Report

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

May 31, 2014 (Unaudited)

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($646,190.26 ÷ 11,333.628 shares)

$ 57.02

 

 

 

Maximum offering price per share (100/94.25 of $57.02)

$ 60.50

Class T:
Net Asset Value
and redemption price per share ($1,434,312.93 ÷ 25,116.055 shares)

$ 57.11

 

 

 

Maximum offering price per share (100/96.50 of $57.11)

$ 59.18

Class B:
Net Asset Value
and offering price per share ($10,272.04 ÷ 195.195 shares)A

$ 52.62

 

 

 

Class C:
Net Asset Value
and offering price per share ($198,509.89 ÷ 3,748.592 shares)A

$ 52.96

 

 

 

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($1,226,712.23 ÷ 20,625.792 shares)

$ 59.47

 

 

 

Class Z:
Net Asset Value
, offering price and redemption price per share ($111.72 ÷ 1.876 shares)

$ 59.55

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

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

Semiannual Report

Financial Statements - continued

Statement of Operations

 Amounts in thousands

Six months ended May 31, 2014 (Unaudited)

 

  

  

Investment Income

  

  

Dividends

 

$ 14,534

Income from Fidelity Central Funds

 

643

Total income

 

15,177

 

 

 

Expenses

Management fee
Basic fee

$ 9,641

Performance adjustment

880

Transfer agent fees

3,486

Distribution and service plan fees

5,425

Accounting and security lending fees

520

Custodian fees and expenses

32

Independent trustees' compensation

7

Registration fees

79

Audit

34

Legal

7

Miscellaneous

11

Total expenses before reductions

20,122

Expense reductions

(3)

20,119

Net investment income (loss)

(4,942)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

44,062

Foreign currency transactions

1

Total net realized gain (loss)

 

44,063

Change in net unrealized appreciation (depreciation) on:

Investment securities

83,722

Net gain (loss)

127,785

Net increase (decrease) in net assets resulting from operations

$ 122,843

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

Semiannual Report

Statement of Changes in Net Assets

 Amounts in thousands

Six months ended May 31, 2014
(Unaudited)

Year ended
November 30, 2013

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ (4,942)

$ (6,532)

Net realized gain (loss)

44,063

167,083

Change in net unrealized appreciation (depreciation)

83,722

587,055

Net increase (decrease) in net assets resulting
from operations

122,843

747,606

Share transactions - net increase (decrease)

129,170

411,715

Total increase (decrease) in net assets

252,013

1,159,321

 

 

 

Net Assets

Beginning of period

3,264,096

2,104,775

End of period (including accumulated net investment loss of $10,738 and accumulated net investment loss of $5,796, respectively)

$ 3,516,109

$ 3,264,096

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

Semiannual Report

Financial Highlights - Class A

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 54.89

$ 41.34

$ 35.39

$ 32.30

$ 26.30

$ 18.92

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.07)

  (.10)

  (.11)

  (.08)

  - J

  .10

Net realized and unrealized gain (loss)

  2.20

  13.65

  6.06

  3.17

  6.13

  7.28

Total from investment operations

  2.13

  13.55

  5.95

  3.09

  6.13

  7.38

Distributions from net investment income

  -

  -

  -

  -

  (.11)

  -

Distributions from net realized gain

  -

  -

  -

  -

  (.02)

  -

Total distributions

  -

  -

  -

  -

  (.13)

  -

Net asset value, end of period

$ 57.02

$ 54.89

$ 41.34

$ 35.39

$ 32.30

$ 26.30

Total Return B, C, D

  3.88%

  32.78%

  16.81%

  9.57%

  23.42%

  39.01%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  1.11% A

  1.23%

  1.30%

  1.08%

  .90%

  .80%

Expenses net of fee waivers, if any

  1.11% A

  1.23%

  1.29%

  1.08%

  .90%

  .80%

Expenses net of all reductions

  1.11% A

  1.23%

  1.29%

  1.07%

  .90%

  .80%

Net investment income (loss)

  (.24)% A

  (.20)%

  (.29)%

  (.23)%

  -% H

  .45%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 646

$ 555

$ 359

$ 267

$ 255

$ 236

Portfolio turnover rate G

  7% A

  17%

  34%

  31%

  35%

  114%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H Amount represents less than .01%.

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

J Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Class T

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 55.04

$ 41.54

$ 35.62

$ 32.58

$ 26.52

$ 19.12

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.13)

  (.19)

  (.19)

  (.15)

  (.06)

  .05

Net realized and unrealized gain (loss)

  2.20

  13.69

  6.11

  3.19

  6.19

  7.35

Total from investment operations

  2.07

  13.50

  5.92

  3.04

  6.13

  7.40

Distributions from net investment income

  -

  -

  -

  -

  (.05)

  -

Distributions from net realized gain

  -

  -

  -

  -

  (.02)

  -

Total distributions

  -

  -

  -

  -

  (.07)

  -

Net asset value, end of period

$ 57.11

$ 55.04

$ 41.54

$ 35.62

$ 32.58

$ 26.52

Total Return B, C, D

  3.76%

  32.50%

  16.62%

  9.33%

  23.18%

  38.70%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.33% A

  1.43%

  1.48%

  1.25%

  1.10%

  1.03%

Expenses net of fee waivers, if any

  1.33% A

  1.43%

  1.48%

  1.25%

  1.10%

  1.03%

Expenses net of all reductions

  1.33% A

  1.43%

  1.48%

  1.25%

  1.09%

  1.02%

Net investment income (loss)

  (.46)% A

  (.40)%

  (.48)%

  (.40)%

  (.20)%

  .23%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 1,434

$ 1,426

$ 1,187

$ 1,102

$ 1,126

$ 1,051

Portfolio turnover rate G

  7% A

  17%

  34%

  31%

  35%

  114%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report

Financial Highlights - Class B

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 50.87

$ 38.62

$ 33.31

$ 30.64

$ 25.01

$ 18.13

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.28)

  (.44)

  (.39)

  (.33)

  (.21)

  (.06)

Net realized and unrealized gain (loss)

  2.03

  12.69

  5.70

  3.00

  5.84

  6.94

Total from investment operations

  1.75

  12.25

  5.31

  2.67

  5.63

  6.88

Net asset value, end of period

$ 52.62

$ 50.87

$ 38.62

$ 33.31

$ 30.64

$ 25.01

Total Return B, C, D

  3.44%

  31.72%

  15.94%

  8.71%

  22.51%

  37.95%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.94% A

  2.03%

  2.07%

  1.83%

  1.66%

  1.56%

Expenses net of fee waivers, if any

  1.94% A

  2.03%

  2.05%

  1.83%

  1.66%

  1.56%

Expenses net of all reductions

  1.94% A

  2.03%

  2.05%

  1.83%

  1.65%

  1.55%

Net investment income (loss)

  (1.08)% A

  (1.00)%

  (1.05)%

  (.98)%

  (.76)%

  (.30)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 10

$ 12

$ 13

$ 14

$ 18

$ 21

Portfolio turnover rate G

  7% A

  17%

  34%

  31%

  35%

  114%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report

Financial Highlights - Class C

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 51.17

$ 38.83

$ 33.48

$ 30.79

$ 25.14

$ 18.22

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  (.26)

  (.42)

  (.38)

  (.33)

  (.21)

  (.06)

Net realized and unrealized gain (loss)

  2.05

  12.76

  5.73

  3.02

  5.86

  6.98

Total from investment operations

  1.79

  12.34

  5.35

  2.69

  5.65

  6.92

Net asset value, end of period

$ 52.96

$ 51.17

$ 38.83

$ 33.48

$ 30.79

$ 25.14

Total Return B, C, D

  3.50%

  31.78%

  15.98%

  8.74%

  22.47%

  37.98%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.85% A

  1.96%

  2.04%

  1.82%

  1.65%

  1.56%

Expenses net of fee waivers, if any

  1.85% A

  1.96%

  2.03%

  1.82%

  1.65%

  1.56%

Expenses net of all reductions

  1.85% A

  1.96%

  2.02%

  1.82%

  1.65%

  1.55%

Net investment income (loss)

  (.99)% A

  (.93)%

  (1.02)%

  (.97)%

  (.75)%

  (.30)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 199

$ 159

$ 71

$ 47

$ 41

$ 37

Portfolio turnover rate G

  7% A

  17%

  34%

  31%

  35%

  114%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report

Financial Highlights - Institutional Class

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 57.18

$ 42.94

$ 36.63

$ 33.33

$ 27.11

$ 19.43

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .01

  .05

  .01

  .05

  .10

  .17

Net realized and unrealized gain (loss)

  2.28

  14.19

  6.30

  3.25

  6.33

  7.51

Total from investment operations

  2.29

  14.24

  6.31

  3.30

  6.43

  7.68

Distributions from net investment income

  -

  -

  -

  -

  (.19)

  -

Distributions from net realized gain

  -

  -

  -

  -

  (.02)

  -

Total distributions

  -

  -

  -

  -

  (.21)

  -

Net asset value, end of period

$ 59.47

$ 57.18

$ 42.94

$ 36.63

$ 33.33

$ 27.11

Total Return B, C

  4.00%

  33.16%

  17.23%

  9.90%

  23.86%

  39.53%

Ratios to Average Net Assets E, G

 

 

 

 

 

Expenses before reductions

  .84% A

  .93%

  .97%

  .72%

  .57%

  .46%

Expenses net of fee waivers, if any

  .84% A

  .93%

  .97%

  .72%

  .57%

  .46%

Expenses net of all reductions

  .84% A

  .93%

  .97%

  .72%

  .56%

  .46%

Net investment income (loss)

  .03% A

  .09%

  .04%

  .13%

  .33%

  .79%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (in millions)

$ 1,227

$ 1,112

$ 475

$ 215

$ 118

$ 26

Portfolio turnover rate F

  7% A

  17%

  34%

  31%

  35%

  114%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report

Financial Highlights - Class Z

 

Six months ended May 31, 2014

Year ended
November 30,

 

(Unaudited)

2013 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 57.20

$ 53.30

Income from Investment Operations

 

 

Net investment income (loss) D

  .05

  .02

Net realized and unrealized gain (loss)

  2.30

  3.88

Total from investment operations

  2.35

  3.90

Net asset value, end of period

$ 59.55

$ 57.20

Total Return B, C

  4.11%

  7.32%

Ratios to Average Net Assets E, H

 

 

Expenses before reductions

  .69% A

  .78% A

Expenses net of fee waivers, if any

  .69% A

  .78% A

Expenses net of all reductions

  .69% A

  .78% A

Net investment income (loss)

  .18% A

  .14% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 112

$ 107

Portfolio turnover rate F

  7% A

  17%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G For the period August 13, 2013 (commencement of sale of shares) to November 30, 2013.

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

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

Semiannual Report


Notes to Financial Statements

For the period ended May 31, 2014 (Unaudited)

(Amounts in thousands except percentages)

1. Organization.

Fidelity Advisor® Growth Opportunities Fund (the Fund) is a fund of Fidelity Advisor Series I (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Institutional Class and Class Z shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase.

2. Investments in Fidelity Central Funds.

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

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .01%.

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

3. Significant Accounting Policies.

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

the financial statements. The following summarizes the significant accounting policies of the Fund:

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

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

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

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

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of May 31, 2014, is included at the end of the Fund's Schedule of Investments.

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

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

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

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

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

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

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

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

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

Semiannual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, net operating losses, capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.

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

Gross unrealized appreciation

$ 1,278,156

Gross unrealized depreciation

(143,402)

Net unrealized appreciation (depreciation) on securities and other investments

$ 1,134,754

 

 

Tax cost

$ 2,502,844

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

Fiscal year of expiration

 

2017

$ (246,838)

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

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $295,223 and $117,271, respectively.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the investment performance of the asset-weighted return of all classes as compared to its benchmark index, the Russell 1000® Growth Index, over the same 36 month performance period. For the reporting period, the total annualized management fee rate, including the performance adjustment, was .60% of the Fund's average net assets. The performance adjustment included in the management fee rate may be higher or lower than the maximum performance adjustment rate due to the difference between the average net assets for the reporting and performance periods.

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

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 780

$ 26

Class T

.25%

.25%

3,648

61

Class B

.75%

.25%

57

43

Class C

.75%

.25%

940

375

 

 

 

$ 5,425

$ 505

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

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

 

Retained
by FDC

Class A

$ 134

Class T

28

Class B*

4

Class C*

16

 

$ 182

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

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

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

 

Amount

% of
Average
Net Assets
*

Class A

$ 689

.22

Class T

1,379

.19

Class B

17

.30

Class C

199

.21

Institutional Class

1,202

.20

Class Z

-**

.04

 

$ 3,486

 

* Annualized

** Amount represents twenty-five dollars.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

5. Fees and Other Transactions with Affiliates - continued

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $6 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $3 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. The value of securities loaned to FCM at period end was $2,772. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent

Semiannual Report

7. Security Lending - continued

fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $614, including $2 from securities loaned to FCM.

8. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $3 for the period. In addition, through arrangements with the Fund's custodian, 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 expenses by twenty-eight dollars.

9. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Six months ended May 31,
2014

Year ended
November 30,
2013
A

Six months ended May 31,
2014

Year ended
November 30,
2013
A

Class A

 

 

 

 

Shares sold

2,462

3,550

$ 141,488

$ 172,665

Shares redeemed

(1,243)

(2,123)

(70,288)

(101,685)

Net increase (decrease)

1,219

1,427

$ 71,200

$ 70,980

Class T

 

 

 

 

Shares sold

1,575

2,633

$ 89,843

$ 126,086

Shares redeemed

(2,365)

(5,298)

(134,620)

(251,560)

Net increase (decrease)

(790)

(2,665)

$ (44,777)

$ (125,474)

Class B

 

 

 

 

Shares sold

8

20

$ 425

$ 916

Shares redeemed

(53)

(122)

(2,768)

(5,334)

Net increase (decrease)

(45)

(102)

$ (2,343)

$ (4,418)

Class C

 

 

 

 

Shares sold

1,043

1,606

$ 55,540

$ 73,545

Shares redeemed

(402)

(315)

(20,995)

(13,899)

Net increase (decrease)

641

1,291

$ 34,545

$ 59,646

Institutional Class

 

 

 

 

Shares sold

3,957

11,525

$ 235,457

$ 569,791

Shares redeemed

(2,774)

(3,146)

(164,912)

(158,910)

Net increase (decrease)

1,183

8,379

$ 70,545

$ 410,881

Class Z

 

 

 

 

Shares sold

-

2

$ -

$ 100

A Share transactions for Class Z are for the period August 13, 2013 (commencement of sale of shares) to November 30, 2013.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

10. Other.

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

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research (Japan) Inc.

Fidelity Management & Research (Hong Kong) Limited

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Bank of New York Mellon

New York, NY

(Fidelity Investment logo)(registered trademark)

GOZ-USAN-0714
1.9585499.100

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Large Cap

Fund - Institutional Class

Semiannual Report

May 31, 2014

(Fidelity Cover Art)


Contents

Shareholder Expense Example

(Click Here)

An example of shareholder expenses.

Investment Changes

(Click Here)

A summary of major shifts in the fund's investments over the past six months.

Investments

(Click Here)

A complete list of the fund's investments with their market values.

Financial Statements

(Click Here)

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

(Click Here)

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2014 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report


Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 1, 2013 to May 31, 2014).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

 

Annualized
Expense Ratio
B

Beginning
Account Value
December 1, 2013

Ending
Account Value
May 31, 2014

Expenses Paid
During Period
*
December 1, 2013 to May 31, 2014

Class A

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 1,071.10

$ 6.45

HypotheticalA

 

$ 1,000.00

$ 1,018.70

$ 6.29

Class T

1.50%

 

 

 

Actual

 

$ 1,000.00

$ 1,069.70

$ 7.74

HypotheticalA

 

$ 1,000.00

$ 1,017.45

$ 7.54

Class B

2.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,067.10

$ 10.31

HypotheticalA

 

$ 1,000.00

$ 1,014.96

$ 10.05

Class C

2.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,067.30

$ 10.31

HypotheticalA

 

$ 1,000.00

$ 1,014.96

$ 10.05

Institutional Class

1.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,072.10

$ 5.17

HypotheticalA

 

$ 1,000.00

$ 1,019.95

$ 5.04

A 5% return per year before expenses

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

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

Semiannual Report


Investment Changes (Unaudited)

Top Ten Stocks as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

JPMorgan Chase & Co.

3.9

3.7

Apple, Inc.

3.7

3.8

Microsoft Corp.

2.6

2.5

General Electric Co.

2.4

2.4

Citigroup, Inc.

2.1

2.1

Verizon Communications, Inc.

2.0

0.9

Target Corp.

1.9

1.5

Chevron Corp.

1.8

1.8

Comcast Corp. Class A (special) (non-vtg.)

1.7

1.4

Bank of America Corp.

1.7

1.7

 

23.8

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

20.4

20.5

Financials

19.4

20.9

Health Care

13.5

15.2

Energy

11.1

11.7

Consumer Staples

10.8

9.0

Asset Allocation (% of fund's net assets)

As of May 31, 2014*

As of November 30, 2013**

lci127238

Stocks 97.5%

 

lci127238

Stocks 98.3%

 

lci127241

Convertible
Securities 0.1%

 

lci127241

Convertible
Securities 0.1%

 

lci127244

Short-Term
Investments and
Net Other Assets (Liabilities) 2.4%

 

lci127244

Short-Term
Investments and
Net Other Assets (Liabilities) 1.6%

 

* Foreign investments

12.4%

 

** Foreign investments

12.0%

 

lci127247

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 97.5%

Shares

Value

CONSUMER DISCRETIONARY - 7.5%

Diversified Consumer Services - 0.3%

H&R Block, Inc.

86,217

$ 2,567,542

Hotels, Restaurants & Leisure - 1.0%

McDonald's Corp.

21,200

2,150,316

Yum! Brands, Inc.

94,838

7,331,926

 

9,482,242

Leisure Products - 0.2%

NJOY, Inc. (a)(e)

115,947

1,962,531

Media - 2.9%

Comcast Corp. Class A (special) (non-vtg.)

310,337

16,087,870

Discovery Communications, Inc. Class A (a)

3,077

236,806

Time Warner, Inc.

149,559

10,443,705

 

26,768,381

Multiline Retail - 1.9%

Target Corp.

318,440

18,074,654

Specialty Retail - 1.2%

Lowe's Companies, Inc.

211,679

9,965,847

Sally Beauty Holdings, Inc. (a)

26,400

676,368

Staples, Inc.

97,209

1,093,601

 

11,735,816

TOTAL CONSUMER DISCRETIONARY

70,591,166

CONSUMER STAPLES - 10.8%

Beverages - 3.1%

Diageo PLC

98,300

3,165,081

Molson Coors Brewing Co. Class B

7,100

466,683

Monster Beverage Corp. (a)

18,464

1,281,032

PepsiCo, Inc.

82,940

7,326,090

Pernod Ricard SA

11,800

1,446,861

Remy Cointreau SA

13,350

1,237,468

SABMiller PLC

76,100

4,223,473

The Coca-Cola Co.

254,775

10,422,845

 

29,569,533

Food & Staples Retailing - 1.5%

CVS Caremark Corp.

66,711

5,224,806

Walgreen Co.

125,155

8,999,896

 

14,224,702

Common Stocks - continued

Shares

Value

CONSUMER STAPLES - continued

Food Products - 0.6%

Kellogg Co.

65,717

$ 4,533,159

Mead Johnson Nutrition Co. Class A

13,100

1,172,057

 

5,705,216

Household Products - 1.4%

Procter & Gamble Co.

156,852

12,672,073

Tobacco - 4.2%

British American Tobacco PLC sponsored ADR

115,031

13,948,659

Lorillard, Inc.

188,644

11,727,997

Philip Morris International, Inc.

101,529

8,989,378

Reynolds American, Inc.

78,200

4,663,066

 

39,329,100

TOTAL CONSUMER STAPLES

101,500,624

ENERGY - 11.1%

Energy Equipment & Services - 1.8%

Cameron International Corp. (a)

63,445

4,057,308

Dresser-Rand Group, Inc. (a)

28,152

1,722,902

Ensco PLC Class A

55,150

2,904,199

National Oilwell Varco, Inc.

31,632

2,589,712

Oceaneering International, Inc.

10,000

720,500

Schlumberger Ltd.

44,405

4,619,896

 

16,614,517

Oil, Gas & Consumable Fuels - 9.3%

Amyris, Inc. (a)(d)

549,073

1,877,830

Anadarko Petroleum Corp.

19,300

1,985,198

Apache Corp.

113,410

10,572,080

BG Group PLC

480,093

9,825,776

Canadian Natural Resources Ltd.

181,050

7,368,566

Chevron Corp.

137,507

16,884,485

Eni SpA

27,500

700,378

Exxon Mobil Corp.

50,598

5,086,617

Imperial Oil Ltd.

109,100

5,371,990

Occidental Petroleum Corp.

115,975

11,561,548

Peabody Energy Corp.

105,832

1,710,245

Common Stocks - continued

Shares

Value

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Suncor Energy, Inc.

227,100

$ 8,740,093

The Williams Companies, Inc.

117,825

5,533,062

 

87,217,868

TOTAL ENERGY

103,832,385

FINANCIALS - 19.4%

Banks - 11.1%

Bank of America Corp.

1,036,800

15,697,152

Citigroup, Inc.

422,097

20,079,154

Comerica, Inc.

14,974

718,303

JPMorgan Chase & Co.

658,673

36,602,458

PNC Financial Services Group, Inc.

40,380

3,443,203

Standard Chartered PLC (United Kingdom)

399,072

8,980,311

SunTrust Banks, Inc.

60,208

2,307,171

U.S. Bancorp

131,265

5,538,070

Wells Fargo & Co.

216,194

10,978,331

 

104,344,153

Capital Markets - 3.8%

BlackRock, Inc. Class A

4,300

1,311,070

Charles Schwab Corp.

251,853

6,349,214

E*TRADE Financial Corp. (a)

58,300

1,187,571

Goldman Sachs Group, Inc.

6,100

974,841

KKR & Co. LP

135,536

3,080,733

Morgan Stanley

265,243

8,185,399

Northern Trust Corp.

78,586

4,746,594

State Street Corp.

147,658

9,637,638

 

35,473,060

Consumer Finance - 0.1%

Springleaf Holdings, Inc.

38,700

908,289

Diversified Financial Services - 0.5%

KKR Renaissance Co-Invest LP unit (e)

29,500

4,811,155

Insurance - 2.7%

AIA Group Ltd.

12,600

63,139

American International Group, Inc.

117,807

6,369,824

Genworth Financial, Inc. Class A (a)

257,901

4,381,738

Lincoln National Corp.

72,636

3,483,623

MetLife, Inc.

224,785

11,448,300

 

25,746,624

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Thrifts & Mortgage Finance - 1.2%

MGIC Investment Corp. (a)

254,092

$ 2,154,700

Radian Group, Inc. (d)

606,968

8,752,479

 

10,907,179

TOTAL FINANCIALS

182,190,460

HEALTH CARE - 13.5%

Biotechnology - 3.0%

Aegerion Pharmaceuticals, Inc. (a)

26,498

870,459

Alnylam Pharmaceuticals, Inc. (a)

11,400

675,906

Amgen, Inc.

68,347

7,927,569

BioCryst Pharmaceuticals, Inc. (a)

96,500

961,140

Biogen Idec, Inc. (a)

12,700

4,055,999

Clovis Oncology, Inc. (a)

35,500

1,817,955

Discovery Laboratories, Inc. (a)

347,968

650,700

Insmed, Inc. (a)

27,564

362,191

Intercept Pharmaceuticals, Inc. (a)

36,831

8,714,583

MEI Pharma, Inc. (a)

167,985

1,033,108

Synageva BioPharma Corp. (a)

7,294

591,908

XOMA Corp. (a)

127,307

527,051

 

28,188,569

Health Care Equipment & Supplies - 3.5%

Abbott Laboratories

73,025

2,921,730

Accuray, Inc. (a)(d)

153,801

1,356,525

Alere, Inc. (a)

330,268

11,813,686

Boston Scientific Corp. (a)

579,186

7,430,956

Edwards Lifesciences Corp. (a)

51,360

4,170,432

St. Jude Medical, Inc.

45,800

2,972,420

Stryker Corp.

5,500

464,695

Zimmer Holdings, Inc.

13,200

1,377,420

 

32,507,864

Health Care Providers & Services - 3.0%

Aetna, Inc.

29,634

2,298,117

Catamaran Corp. (a)

38,500

1,696,159

China Cord Blood Corp. (a)

86,100

384,867

Community Health Systems, Inc. (a)

44,100

1,842,057

Express Scripts Holding Co. (a)

84,510

6,039,930

McKesson Corp.

36,596

6,940,065

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Health Care Providers & Services - continued

Quest Diagnostics, Inc.

34,028

$ 2,037,937

UnitedHealth Group, Inc.

86,378

6,878,280

 

28,117,412

Health Care Technology - 0.3%

MedAssets, Inc. (a)

142,835

3,345,196

Life Sciences Tools & Services - 0.1%

ICON PLC (a)

13,700

579,099

Pharmaceuticals - 3.6%

AbbVie, Inc.

18,100

983,373

Actavis PLC (a)

15,929

3,369,621

Cardiome Pharma Corp. (a)

82,130

578,690

Flamel Technologies SA sponsored ADR (a)

9,900

110,682

GlaxoSmithKline PLC sponsored ADR (d)

123,639

6,669,088

Jazz Pharmaceuticals PLC (a)

13,807

1,958,661

Johnson & Johnson

41,763

4,237,274

Merck & Co., Inc.

93,061

5,384,509

Novartis AG sponsored ADR

27,911

2,513,665

Teva Pharmaceutical Industries Ltd. sponsored ADR

126,691

6,396,629

The Medicines Company (a)

18,500

516,150

XenoPort, Inc. (a)

210,196

851,294

 

33,569,636

TOTAL HEALTH CARE

126,307,776

INDUSTRIALS - 10.0%

Aerospace & Defense - 1.3%

Honeywell International, Inc.

21,380

1,991,547

KEYW Holding Corp. (a)(d)

135,382

1,435,049

Rolls-Royce Group PLC

99,200

1,729,302

The Boeing Co.

48,063

6,500,521

United Technologies Corp.

8,272

961,372

 

12,617,791

Air Freight & Logistics - 1.5%

C.H. Robinson Worldwide, Inc.

32,858

1,966,880

FedEx Corp.

20,000

2,883,200

United Parcel Service, Inc. Class B

85,275

8,858,367

 

13,708,447

Commercial Services & Supplies - 0.1%

ADT Corp. (d)

30,700

988,540

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Electrical Equipment - 0.5%

AMETEK, Inc.

34,630

$ 1,838,160

Hubbell, Inc. Class B

8,182

957,294

Schneider Electric SA (d)

17,700

1,666,745

 

4,462,199

Industrial Conglomerates - 2.9%

Danaher Corp.

46,708

3,663,308

General Electric Co.

822,144

22,025,238

Roper Industries, Inc.

8,835

1,251,743

 

26,940,289

Machinery - 0.8%

Caterpillar, Inc.

22,033

2,252,434

Ingersoll-Rand PLC

85,183

5,095,647

Valmont Industries, Inc.

3,796

588,190

 

7,936,271

Professional Services - 0.8%

Acacia Research Corp. (d)

187,737

3,030,075

Bureau Veritas SA

57,000

1,718,714

Exova Group Ltd. PLC (a)

89,300

366,727

Michael Page International PLC

102,578

788,694

Verisk Analytics, Inc. (a)

22,000

1,302,180

 

7,206,390

Road & Rail - 2.0%

CSX Corp.

325,001

9,555,029

Hertz Global Holdings, Inc. (a)

63,250

1,867,140

J.B. Hunt Transport Services, Inc.

39,600

3,075,336

Kansas City Southern

12,800

1,376,256

Norfolk Southern Corp.

32,458

3,270,144

 

19,143,905

Trading Companies & Distributors - 0.1%

WESCO International, Inc. (a)

14,312

1,222,531

TOTAL INDUSTRIALS

94,226,363

INFORMATION TECHNOLOGY - 20.4%

Communications Equipment - 2.3%

Cisco Systems, Inc.

617,154

15,194,331

QUALCOMM, Inc.

83,550

6,721,598

 

21,915,929

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Electronic Equipment & Components - 0.1%

Itron, Inc. (a)

15,400

$ 592,130

Internet Software & Services - 3.4%

Cornerstone OnDemand, Inc. (a)

33,000

1,326,270

Facebook, Inc. Class A (a)

27,360

1,731,888

Google, Inc.:

Class A (a)

22,156

12,665,477

Class C (a)

18,756

10,521,741

Yahoo!, Inc. (a)

159,534

5,527,853

 

31,773,229

IT Services - 4.1%

Cognizant Technology Solutions Corp. Class A (a)

113,284

5,506,735

Fidelity National Information Services, Inc.

40,824

2,210,620

IBM Corp.

16,681

3,075,309

MasterCard, Inc. Class A

110,100

8,417,145

Paychex, Inc.

135,122

5,554,865

Quindell PLC

3,847,400

1,338,170

The Western Union Co.

109,912

1,777,277

Unisys Corp. (a)

75,162

1,764,052

Visa, Inc. Class A

42,780

9,190,427

 

38,834,600

Semiconductors & Semiconductor Equipment - 1.6%

Applied Materials, Inc.

307,829

6,215,068

Broadcom Corp. Class A

268,525

8,557,892

 

14,772,960

Software - 4.6%

Adobe Systems, Inc. (a)

45,910

2,963,031

Autodesk, Inc. (a)

113,181

5,927,289

Concur Technologies, Inc. (a)(d)

15,974

1,363,700

Imperva, Inc. (a)

13,500

281,880

Microsoft Corp.

592,454

24,255,067

Oracle Corp.

100,150

4,208,303

Parametric Technology Corp. (a)

49,482

1,820,938

salesforce.com, Inc. (a)

35,582

1,872,681

 

42,692,889

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Technology Hardware, Storage & Peripherals - 4.3%

Apple, Inc.

54,903

$ 34,753,599

EMC Corp.

227,420

6,040,275

 

40,793,874

TOTAL INFORMATION TECHNOLOGY

191,375,611

MATERIALS - 2.7%

Chemicals - 2.1%

Airgas, Inc.

32,237

3,427,438

Chemtura Corp. (a)

32,210

804,606

E.I. du Pont de Nemours & Co.

30,615

2,121,926

Intrepid Potash, Inc. (a)(d)

67,460

1,093,527

Johnson Matthey PLC

12,700

683,762

Monsanto Co.

61,617

7,508,031

Potash Corp. of Saskatchewan, Inc.

40,500

1,469,773

Syngenta AG (Switzerland)

7,033

2,707,028

 

19,816,091

Metals & Mining - 0.6%

Freeport-McMoRan Copper & Gold, Inc.

142,400

4,848,720

Walter Energy, Inc. (d)

230,004

1,122,420

 

5,971,140

TOTAL MATERIALS

25,787,231

TELECOMMUNICATION SERVICES - 2.0%

Diversified Telecommunication Services - 2.0%

Verizon Communications, Inc.

369,584

18,464,417

UTILITIES - 0.1%

Independent Power Producers & Energy Traders - 0.1%

APR Energy PLC (d)

102,386

1,369,523

TOTAL COMMON STOCKS

(Cost $748,766,422)


915,645,556

Preferred Stocks - 0.1%

Shares

Value

Convertible Preferred Stocks - 0.1%

CONSUMER DISCRETIONARY - 0.1%

Leisure Products - 0.1%

NJOY, Inc. Series C (e)

33,607

$ 568,835

Nonconvertible Preferred Stocks - 0.0%

INDUSTRIALS - 0.0%

Aerospace & Defense - 0.0%

Rolls-Royce Group PLC (C Shares)

9,018,200

15,116

TOTAL PREFERRED STOCKS

(Cost $286,778)


583,951

Convertible Bonds - 0.0%

 

Principal Amount

 

ENERGY - 0.0%

Oil, Gas & Consumable Fuels - 0.0%

Amyris, Inc. 3% 2/27/17

(Cost $605,000)

$ 605,000


493,081

Money Market Funds - 4.4%

Shares

 

Fidelity Cash Central Fund, 0.10% (b)

23,026,746

23,026,746

Fidelity Securities Lending Cash Central Fund, 0.10% (b)(c)

18,186,712

18,186,712

TOTAL MONEY MARKET FUNDS

(Cost $41,213,458)


41,213,458

TOTAL INVESTMENT PORTFOLIO - 102.0%

(Cost $790,871,658)

957,936,046

NET OTHER ASSETS (LIABILITIES) - (2.0)%

(19,009,499)

NET ASSETS - 100%

$ 938,926,547

Legend

(a) Non-income producing

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

(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 $7,342,521 or 0.8% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost

KKR Renaissance Co-Invest LP unit

7/25/13

$ 3,112,250

NJOY, Inc.

9/11/13 - 10/24/13

$ 936,852

NJOY, Inc.
Series C

6/7/13

$ 271,645

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 8,711

Fidelity Securities Lending Cash Central Fund

136,375

Total

$ 145,086

Other Information

The following is a summary of the inputs used, as of May 31, 2014, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 71,160,001

$ 68,628,635

$ -

$ 2,531,366

Consumer Staples

101,500,624

98,335,543

3,165,081

-

Energy

103,832,385

103,132,007

700,378

-

Financials

182,190,460

177,379,305

-

4,811,155

Health Care

126,307,776

126,307,776

-

-

Industrials

94,241,479

94,241,479

-

-

Information Technology

191,375,611

191,375,611

-

-

Materials

25,787,231

23,080,203

2,707,028

-

Telecommunication Services

18,464,417

18,464,417

-

-

Utilities

1,369,523

1,369,523

-

-

Corporate Bonds

493,081

-

493,081

-

Money Market Funds

41,213,458

41,213,458

-

-

Total Investments in Securities:

$ 957,936,046

$ 943,527,957

$ 7,065,568

$ 7,342,521

Distribution of investments by country or territory of incorporation, as a percentage of total net assets, is as follows (Unaudited):

United States of America

87.6%

United Kingdom

5.9%

Canada

2.7%

Ireland

1.2%

Others (Individually Less Than 1%)

2.6%

 

100.0%

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

Semiannual Report


Financial Statements

Statement of Assets and Liabilities

  

May 31, 2014 (Unaudited)

 

 

 

Assets

Investment in securities, at value (including securities loaned of $17,431,029) - See accompanying schedule:

Unaffiliated issuers (cost $749,658,200)

$ 916,722,588

 

Fidelity Central Funds (cost $41,213,458)

41,213,458

 

Total Investments (cost $790,871,658)

 

$ 957,936,046

Receivable for investments sold

2,249,392

Receivable for fund shares sold

3,292,244

Dividends receivable

1,429,541

Interest receivable

4,739

Distributions receivable from Fidelity Central Funds

29,072

Prepaid expenses

223

Receivable from investment adviser

487,909

Other receivables

1,493

Total assets

965,430,659

 

 

 

Liabilities

Payable for investments purchased

$ 5,004,817

Payable for fund shares redeemed

2,292,857

Accrued management fee

583,769

Distribution and service plan fees payable

208,781

Other affiliated payables

177,552

Other payables and accrued expenses

49,624

Collateral on securities loaned, at value

18,186,712

Total liabilities

26,504,112

 

 

 

Net Assets

$ 938,926,547

Net Assets consist of:

 

Paid in capital

$ 745,325,875

Undistributed net investment income

2,827,625

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

23,708,769

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

167,064,278

Net Assets

$ 938,926,547

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

May 31, 2014 (Unaudited)

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($286,216,010 ÷ 10,303,248 shares)

$ 27.78

 

 

 

Maximum offering price per share (100/94.25 of $27.78)

$ 29.47

Class T:
Net Asset Value
and redemption price per share ($140,465,489 ÷ 5,067,403 shares)

$ 27.72

 

 

 

Maximum offering price per share (100/96.50 of $27.72)

$ 28.73

Class B:
Net Asset Value
and offering price per share ($9,471,435 ÷ 365,443 shares)A

$ 25.92

 

 

 

Class C:
Net Asset Value
and offering price per share ($109,288,760 ÷ 4,264,877 shares)A

$ 25.63

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($393,484,853 ÷ 13,642,469 shares)

$ 28.84

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

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

Semiannual Report

Statement of Operations

Six months ended May 31, 2014 (Unaudited)

 

  

  

Investment Income

  

  

Dividends

 

$ 7,719,163

Interest

 

10,811

Income from Fidelity Central Funds

 

145,086

Total income

 

7,875,060

 

 

 

Expenses

Management fee
Basic fee

$ 2,165,633

Performance adjustment

1,050,306

Transfer agent fees

849,789

Distribution and service plan fees

1,113,100

Accounting and security lending fees

138,715

Custodian fees and expenses

40,964

Independent trustees' compensation

1,559

Registration fees

90,273

Audit

31,109

Legal

1,961

Miscellaneous

3,922

Total expenses before reductions

5,487,331

Expense reductions

(439,869)

5,047,462

Net investment income (loss)

2,827,598

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

27,435,465

Foreign currency transactions

850

Total net realized gain (loss)

 

27,436,315

Change in net unrealized appreciation (depreciation) on:

Investment securities

23,297,720

Assets and liabilities in foreign currencies

(917)

Total change in net unrealized appreciation (depreciation)

 

23,296,803

Net gain (loss)

50,733,118

Net increase (decrease) in net assets resulting from operations

$ 53,560,716

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Six months ended
May 31, 2014
(Unaudited)

Year ended
November 30,
2013

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 2,827,598

$ 8,555,777

Net realized gain (loss)

27,436,315

353,605,404

Change in net unrealized appreciation (depreciation)

23,296,803

(32,408,890)

Net increase (decrease) in net assets resulting from operations

53,560,716

329,752,291

Distributions to shareholders from net investment income

(4,161,826)

(767,567)

Distributions to shareholders from net realized gain

(46,319,909)

(3,062,648)

Total distributions

(50,481,735)

(3,830,215)

Share transactions - net increase (decrease)

285,121,501

(985,531,295)

Total increase (decrease) in net assets

288,200,482

(659,609,219)

 

 

 

Net Assets

Beginning of period

650,726,065

1,310,335,284

End of period (including undistributed net investment income of $2,827,625 and undistributed net investment income of $4,161,853, respectively)

$ 938,926,547

$ 650,726,065

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

Semiannual Report

Financial Highlights - Class A

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.11

$ 20.43

$ 17.57

$ 16.69

$ 15.19

$ 10.13

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .10

  .16

  .15

  .09

  .05

  .06

Net realized and unrealized gain (loss)

  1.73

  7.61

  3.30

  .87

  1.52

  5.08

Total from investment operations

  1.83

  7.77

  3.45

  .96

  1.57

  5.14

Distributions from net investment income

  (.22)

  (.02)

  (.18)

  (.06)

  (.07)

  (.08)

Distributions from net realized gain

  (1.94)

  (.07)

  (.41)

  (.02)

  -

  -

Total distributions

  (2.16)

  (.09)

  (.59)

  (.08)

  (.07)

  (.08)

Net asset value, end of period

$ 27.78

$ 28.11

$ 20.43

$ 17.57

$ 16.69

$ 15.19

Total ReturnB, C, D

  7.11%

  38.16%

  19.69%

  5.73%

  10.36%

  51.10%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.36%A

  1.26%

  1.25%

  1.29%

  1.22%

  1.16%

Expenses net of fee waivers, if any

  1.25%A

  1.26%

  1.25%

  1.29%

  1.22%

  1.16%

Expenses net of all reductions

  1.25%A

  1.24%

  1.24%

  1.28%

  1.21%

  1.15%

Net investment income (loss)

  .75%A

  .68%

  .76%

  .49%

  .31%

  .49%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 286,216

$ 214,686

$ 123,303

$ 103,670

$ 116,837

$ 112,450

Portfolio turnover rateG

  33%A

  54%

  59%

  83%

  146%

  185%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report

Financial Highlights - Class T

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.02

$ 20.41

$ 17.51

$ 16.63

$ 15.14

$ 10.07

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .07

  .10

  .10

  .04

  .01

  .03

Net realized and unrealized gain (loss)

  1.72

  7.59

  3.29

  .87

  1.52

  5.06

Total from investment operations

  1.79

  7.69

  3.39

  .91

  1.53

  5.09

Distributions from net investment income

  (.15)

  (.01)

  (.10)

  -I

  (.04)

  (.02)

Distributions from net realized gain

  (1.94)

  (.07)

  (.39)

  (.02)

  -

  -

Total distributions

  (2.09)

  (.08)

  (.49)

  (.03)J

  (.04)

  (.02)

Net asset value, end of period

$ 27.72

$ 28.02

$ 20.41

$ 17.51

$ 16.63

$ 15.14

Total ReturnB, C, D

  6.97%

  37.82%

  19.39%

  5.44%

  10.09%

  50.71%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.62%A

  1.51%

  1.49%

  1.54%

  1.47%

  1.42%

Expenses net of fee waivers, if any

  1.50%A

  1.51%

  1.49%

  1.54%

  1.47%

  1.42%

Expenses net of all reductions

  1.50%A

  1.49%

  1.49%

  1.53%

  1.47%

  1.41%

Net investment income (loss)

  .50%A

  .42%

  .52%

  .24%

  .06%

  .23%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 140,465

$ 114,864

$ 76,151

$ 69,678

$ 76,373

$ 87,009

Portfolio turnover rateG

  33%A

  54%

  59%

  83%

  146%

  185%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

I Amount represents less than $.01 per share.

J Total distributions of $.03 per share is comprised of distributions from net investment income of $.004 and distributions from net realized gain of $.021 per share.

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

Semiannual Report

Financial Highlights - Class B

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.24

$ 19.21

$ 16.49

$ 15.72

$ 14.35

$ 9.57

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  -J

  (.03)

  -J

  (.05)

  (.07)

  (.03)

Net realized and unrealized gain (loss)

  1.62

  7.13

  3.10

  .82

  1.44

  4.81

Total from investment operations

  1.62

  7.10

  3.10

  .77

  1.37

  4.78

Distributions from net realized gain

  (1.94)

  (.07)

  (.38)

  -

  -

  -

Net asset value, end of period

$ 25.92

$ 26.24

$ 19.21

$ 16.49

$ 15.72

$ 14.35

Total ReturnB, C, D

  6.71%

  37.08%

  18.77%

  4.90%

  9.55%

  49.95%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  2.20%A

  2.06%

  2.02%

  2.04%

  1.98%

  1.91%

Expenses net of fee waivers, if any

  2.00%A

  2.06%

  2.02%

  2.04%

  1.98%

  1.91%

Expenses net of all reductions

  2.00%A

  2.05%

  2.01%

  2.04%

  1.97%

  1.90%

Net investment income (loss)

  -%A,H

  (.13)%

  (.01)%

  (.26)%

  (.45)%

  (.26)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 9,471

$ 10,499

$ 10,535

$ 12,839

$ 17,535

$ 21,907

Portfolio turnover rateG

  33%A

  54%

  59%

  83%

  146%

  185%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H Amount represents less than .01%.

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

J Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Class C

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.07

$ 19.08

$ 16.41

$ 15.65

$ 14.28

$ 9.53

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  -J

  (.02)

  -J

  (.04)

  (.07)

  (.03)

Net realized and unrealized gain (loss)

  1.60

  7.08

  3.09

  .80

  1.44

  4.78

Total from investment operations

  1.60

  7.06

  3.09

  .76

  1.37

  4.75

Distributions from net investment income

  (.10)

  -J

  (.03)

  -

  -

  -

Distributions from net realized gain

  (1.94)

  (.07)

  (.39)

  -

  -

  -

Total distributions

  (2.04)

  (.07)

  (.42)

  -

  -

  -

Net asset value, end of period

$ 25.63

$ 26.07

$ 19.08

$ 16.41

$ 15.65

$ 14.28

Total ReturnB, C, D

  6.73%

  37.14%

  18.83%

  4.86%

  9.59%

  49.84%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  2.11%A

  2.00%

  2.00%

  2.03%

  1.97%

  1.91%

Expenses net of fee waivers, if any

  2.00%A

  2.00%

  2.00%

  2.03%

  1.97%

  1.91%

Expenses net of all reductions

  2.00%A

  1.99%

  1.99%

  2.03%

  1.96%

  1.90%

Net investment income (loss)

  -%A,H

  (.07)%

  .01%

  (.25)%

  (.44)%

  (.26)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 109,289

$ 67,780

$ 28,856

$ 24,197

$ 25,162

$ 24,650

Portfolio turnover rateG

  33%A

  54%

  59%

  83%

  146%

  185%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H Amount represents less than .01%.

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

J Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Institutional Class

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 29.03

$ 21.03

$ 18.13

$ 17.22

$ 15.65

$ 10.48

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .14

  .24

  .22

  .15

  .11

  .10

Net realized and unrealized gain (loss)

  1.79

  7.85

  3.40

  .89

  1.57

  5.22

Total from investment operations

  1.93

  8.09

  3.62

  1.04

  1.68

  5.32

Distributions from net investment income

  (.18)

  (.02)

  (.31)

  (.11)

  (.11)

  (.15)

Distributions from net realized gain

  (1.94)

  (.07)

  (.41)

  (.02)

  -

  -

Total distributions

  (2.12)

  (.09)

  (.72)

  (.13)

  (.11)

  (.15)

Net asset value, end of period

$ 28.84

$ 29.03

$ 21.03

$ 18.13

$ 17.22

$ 15.65

Total ReturnB, C

  7.21%

  38.62%

  20.10%

  6.03%

  10.78%

  51.54%

Ratios to Average Net Assets E, G

 

 

 

 

 

Expenses before reductions

  1.10%A

  .95%

  .91%

  .95%

  .88%

  .84%

Expenses net of fee waivers, if any

  1.00%A

  .95%

  .91%

  .95%

  .88%

  .84%

Expenses net of all reductions

  1.00%A

  .94%

  .91%

  .94%

  .87%

  .83%

Net investment income (loss)

  1.00%A

  .98%

  1.10%

  .83%

  .65%

  .82%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 393,485

$ 242,897

$ 1,071,491

$ 1,013,999

$ 876,299

$ 924,675

Portfolio turnover rateF

  33%A

  54%

  59%

  83%

  146%

  185%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report


Notes to Financial Statements

For the period ended May 31, 2014 (Unaudited)

1. Organization.

Fidelity Advisor® Large Cap Fund (the Fund) is a fund of Fidelity Advisor Series I (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase.

2. Investments in Fidelity Central Funds.

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

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .01%.

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

3. Significant Accounting Policies.

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

Semiannual Report

3. Significant Accounting Policies - continued

the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Fidelity Management & Research Company (FMR) Fair Value Committee (the Committee), in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

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

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

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

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of May 31, 2014, is included at the end of the Fund's Schedule of Investments.

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

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

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified

Semiannual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. 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. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

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

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

distributions are determined in accordance with income tax regulations, which may differ from GAAP.

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

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

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

Gross unrealized appreciation

$ 183,286,319

Gross unrealized depreciation

(19,035,549)

Net unrealized appreciation (depreciation) on securities and other investments

$ 164,250,770

 

 

Tax cost

$ 793,685,276

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

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $352,334,367 and $126,839,191, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the Institutional Class of the Fund as compared to its benchmark index, the S&P 500 Index, over the same 36 month performance period. For the reporting period, the total annualized management fee rate, including the performance adjustment, was .82% of the Fund's average net assets. The performance adjustment included in the management fee rate may be higher or lower than the maximum performance adjustment rate due to the difference between the average net assets for the reporting and performance periods.

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

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 307,748

$ 9,575

Class T

.25%

.25%

319,244

2,776

Class B

.75%

.25%

50,215

38,238

Class C

.75%

.25%

435,893

159,406

 

 

 

$ 1,113,100

$ 209,995

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

5. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

 

Retained
by FDC

Class A

$ 114,712

Class T

14,385

Class B*

2,170

Class C*

7,294

 

$ 138,561

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

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

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

 

Amount

% of
Average
Net Assets
*

Class A

$ 265,558

.22

Class T

142,993

.22

Class B

15,224

.30

Class C

94,861

.22

Institutional Class

331,153

.21

 

$ 849,789

 

* Annualized

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

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $2,701 for the period.

Other. During the period the Fund recorded a reimbursement from the investment adviser for an operational error in the amount of $51,786.

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $755 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $136,375, including $147 from securities loaned to FCM.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

8. Expense Reductions.

The investment adviser voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. This reimbursement will remain in place through January 31, 2015. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement

Class A

1.25%

$ 137,797

Class T

1.50%

77,442

Class B

2.00%

10,228

Class C

2.00%

49,060

Institutional Class

1.00%

161,597

 

 

$ 436,124

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $3,744 for the period. Through arrangements with the Fund's custodian, 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 expenses by $1.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
May 31, 2014

Year ended
November 30, 2013

From net investment income

 

 

Class A

$ 1,725,368

$ 97,380

Class T

631,390

40,120

Class C

276,822

2,988

Institutional Class

1,528,246

627,079

Total

$ 4,161,826

$ 767,567

Semiannual Report

9. Distributions to Shareholders - continued

Six months ended
May 31, 2014

Year ended
November 30, 2013

From net realized gain

 

 

Class A

$ 15,247,064

$ 432,999

Class T

8,130,692

258,270

Class B

772,695

37,356

Class C

5,278,091

107,120

Institutional Class

16,891,367

2,226,903

Total

$ 46,319,909

$ 3,062,648

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

 

Six months ended May 31,
2014

Year ended
November 30,
2013

Six months ended May 31,
2014

Year ended
November 30,
2013

Class A

 

 

 

 

Shares sold

3,348,695

3,029,803

$ 90,382,518

$ 76,581,820

Reinvestment of distributions

597,975

23,308

15,576,432

490,518

Shares redeemed

(1,280,174)

(1,452,421)

(34,292,641)

(34,520,330)

Net increase (decrease)

2,666,496

1,600,690

$ 71,666,309

$ 42,552,008

Class T

 

 

 

 

Shares sold

1,138,229

1,144,172

$ 30,590,300

$ 27,872,295

Reinvestment of distributions

330,308

13,925

8,595,868

292,962

Shares redeemed

(500,885)

(790,235)

(13,514,904)

(18,493,343)

Net increase (decrease)

967,652

367,862

$ 25,671,264

$ 9,671,914

Class B

 

 

 

 

Shares sold

22,402

44,781

$ 562,810

$ 1,050,694

Reinvestment of distributions

28,643

1,700

699,229

33,725

Shares redeemed

(85,773)

(194,809)

(2,158,008)

(4,361,870)

Net increase (decrease)

(34,728)

(148,328)

$ (895,969)

$ (3,277,451)

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

10. Share Transactions - continued

 

Shares

Dollars

 

Six months ended May 31,
2014

Year ended
November 30,
2013

Six months ended May 31,
2014

Year ended
November 30,
2013

Class C

 

 

 

 

Shares sold

1,794,282

1,380,277

$ 44,869,291

$ 31,649,256

Reinvestment of distributions

203,393

5,033

4,910,670

99,148

Shares redeemed

(332,565)

(297,963)

(8,301,761)

(6,636,716)

Net increase (decrease)

1,665,110

1,087,347

$ 41,478,200

$ 25,111,688

Institutional Class

 

 

 

 

Shares sold

5,807,089

5,489,820

$ 162,667,133

$ 135,166,774

Reinvestment of distributions

653,047

130,311

17,642,167

2,822,578

Shares redeemed

(1,185,320)

(48,206,491)A

(33,107,603)

(1,197,578,806)A

Net increase (decrease)

5,274,816

(42,586,360)

$ 147,201,697

$ (1,059,589,454)

A Amount includes in-kind redemptions.

11. 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

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research (Japan) Inc.

Fidelity Management & Research (Hong Kong) Limited

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Brown Brothers Harriman & Co.

Boston, MA

(Fidelity Investment logo)(registered trademark)

LCI-USAN-0714
1.786796.111

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Large Cap

Fund - Class A, Class T, Class B
and Class C

Semiannual Report

May 31, 2014

(Fidelity Cover Art)


Contents

Shareholder Expense Example

(Click Here)

An example of shareholder expenses.

Investment Changes

(Click Here)

A summary of major shifts in the fund's investments over the past six months.

Investments

(Click Here)

A complete list of the fund's investments with their market values.

Financial Statements

(Click Here)

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

(Click Here)

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2014 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report


Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 1, 2013 to May 31, 2014).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

 

Annualized
Expense Ratio
B

Beginning
Account Value
December 1, 2013

Ending
Account Value
May 31, 2014

Expenses Paid
During Period
*
December 1, 2013 to May 31, 2014

Class A

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 1,071.10

$ 6.45

HypotheticalA

 

$ 1,000.00

$ 1,018.70

$ 6.29

Class T

1.50%

 

 

 

Actual

 

$ 1,000.00

$ 1,069.70

$ 7.74

HypotheticalA

 

$ 1,000.00

$ 1,017.45

$ 7.54

Class B

2.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,067.10

$ 10.31

HypotheticalA

 

$ 1,000.00

$ 1,014.96

$ 10.05

Class C

2.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,067.30

$ 10.31

HypotheticalA

 

$ 1,000.00

$ 1,014.96

$ 10.05

Institutional Class

1.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,072.10

$ 5.17

HypotheticalA

 

$ 1,000.00

$ 1,019.95

$ 5.04

A 5% return per year before expenses

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

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

Semiannual Report


Investment Changes (Unaudited)

Top Ten Stocks as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

JPMorgan Chase & Co.

3.9

3.7

Apple, Inc.

3.7

3.8

Microsoft Corp.

2.6

2.5

General Electric Co.

2.4

2.4

Citigroup, Inc.

2.1

2.1

Verizon Communications, Inc.

2.0

0.9

Target Corp.

1.9

1.5

Chevron Corp.

1.8

1.8

Comcast Corp. Class A (special) (non-vtg.)

1.7

1.4

Bank of America Corp.

1.7

1.7

 

23.8

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

20.4

20.5

Financials

19.4

20.9

Health Care

13.5

15.2

Energy

11.1

11.7

Consumer Staples

10.8

9.0

Asset Allocation (% of fund's net assets)

As of May 31, 2014*

As of November 30, 2013**

lca254271

Stocks 97.5%

 

lca254271

Stocks 98.3%

 

lca254274

Convertible
Securities 0.1%

 

lca254274

Convertible
Securities 0.1%

 

lca254277

Short-Term
Investments and
Net Other Assets (Liabilities) 2.4%

 

lca254277

Short-Term
Investments and
Net Other Assets (Liabilities) 1.6%

 

* Foreign investments

12.4%

 

** Foreign investments

12.0%

 

lca254280

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 97.5%

Shares

Value

CONSUMER DISCRETIONARY - 7.5%

Diversified Consumer Services - 0.3%

H&R Block, Inc.

86,217

$ 2,567,542

Hotels, Restaurants & Leisure - 1.0%

McDonald's Corp.

21,200

2,150,316

Yum! Brands, Inc.

94,838

7,331,926

 

9,482,242

Leisure Products - 0.2%

NJOY, Inc. (a)(e)

115,947

1,962,531

Media - 2.9%

Comcast Corp. Class A (special) (non-vtg.)

310,337

16,087,870

Discovery Communications, Inc. Class A (a)

3,077

236,806

Time Warner, Inc.

149,559

10,443,705

 

26,768,381

Multiline Retail - 1.9%

Target Corp.

318,440

18,074,654

Specialty Retail - 1.2%

Lowe's Companies, Inc.

211,679

9,965,847

Sally Beauty Holdings, Inc. (a)

26,400

676,368

Staples, Inc.

97,209

1,093,601

 

11,735,816

TOTAL CONSUMER DISCRETIONARY

70,591,166

CONSUMER STAPLES - 10.8%

Beverages - 3.1%

Diageo PLC

98,300

3,165,081

Molson Coors Brewing Co. Class B

7,100

466,683

Monster Beverage Corp. (a)

18,464

1,281,032

PepsiCo, Inc.

82,940

7,326,090

Pernod Ricard SA

11,800

1,446,861

Remy Cointreau SA

13,350

1,237,468

SABMiller PLC

76,100

4,223,473

The Coca-Cola Co.

254,775

10,422,845

 

29,569,533

Food & Staples Retailing - 1.5%

CVS Caremark Corp.

66,711

5,224,806

Walgreen Co.

125,155

8,999,896

 

14,224,702

Common Stocks - continued

Shares

Value

CONSUMER STAPLES - continued

Food Products - 0.6%

Kellogg Co.

65,717

$ 4,533,159

Mead Johnson Nutrition Co. Class A

13,100

1,172,057

 

5,705,216

Household Products - 1.4%

Procter & Gamble Co.

156,852

12,672,073

Tobacco - 4.2%

British American Tobacco PLC sponsored ADR

115,031

13,948,659

Lorillard, Inc.

188,644

11,727,997

Philip Morris International, Inc.

101,529

8,989,378

Reynolds American, Inc.

78,200

4,663,066

 

39,329,100

TOTAL CONSUMER STAPLES

101,500,624

ENERGY - 11.1%

Energy Equipment & Services - 1.8%

Cameron International Corp. (a)

63,445

4,057,308

Dresser-Rand Group, Inc. (a)

28,152

1,722,902

Ensco PLC Class A

55,150

2,904,199

National Oilwell Varco, Inc.

31,632

2,589,712

Oceaneering International, Inc.

10,000

720,500

Schlumberger Ltd.

44,405

4,619,896

 

16,614,517

Oil, Gas & Consumable Fuels - 9.3%

Amyris, Inc. (a)(d)

549,073

1,877,830

Anadarko Petroleum Corp.

19,300

1,985,198

Apache Corp.

113,410

10,572,080

BG Group PLC

480,093

9,825,776

Canadian Natural Resources Ltd.

181,050

7,368,566

Chevron Corp.

137,507

16,884,485

Eni SpA

27,500

700,378

Exxon Mobil Corp.

50,598

5,086,617

Imperial Oil Ltd.

109,100

5,371,990

Occidental Petroleum Corp.

115,975

11,561,548

Peabody Energy Corp.

105,832

1,710,245

Common Stocks - continued

Shares

Value

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Suncor Energy, Inc.

227,100

$ 8,740,093

The Williams Companies, Inc.

117,825

5,533,062

 

87,217,868

TOTAL ENERGY

103,832,385

FINANCIALS - 19.4%

Banks - 11.1%

Bank of America Corp.

1,036,800

15,697,152

Citigroup, Inc.

422,097

20,079,154

Comerica, Inc.

14,974

718,303

JPMorgan Chase & Co.

658,673

36,602,458

PNC Financial Services Group, Inc.

40,380

3,443,203

Standard Chartered PLC (United Kingdom)

399,072

8,980,311

SunTrust Banks, Inc.

60,208

2,307,171

U.S. Bancorp

131,265

5,538,070

Wells Fargo & Co.

216,194

10,978,331

 

104,344,153

Capital Markets - 3.8%

BlackRock, Inc. Class A

4,300

1,311,070

Charles Schwab Corp.

251,853

6,349,214

E*TRADE Financial Corp. (a)

58,300

1,187,571

Goldman Sachs Group, Inc.

6,100

974,841

KKR & Co. LP

135,536

3,080,733

Morgan Stanley

265,243

8,185,399

Northern Trust Corp.

78,586

4,746,594

State Street Corp.

147,658

9,637,638

 

35,473,060

Consumer Finance - 0.1%

Springleaf Holdings, Inc.

38,700

908,289

Diversified Financial Services - 0.5%

KKR Renaissance Co-Invest LP unit (e)

29,500

4,811,155

Insurance - 2.7%

AIA Group Ltd.

12,600

63,139

American International Group, Inc.

117,807

6,369,824

Genworth Financial, Inc. Class A (a)

257,901

4,381,738

Lincoln National Corp.

72,636

3,483,623

MetLife, Inc.

224,785

11,448,300

 

25,746,624

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Thrifts & Mortgage Finance - 1.2%

MGIC Investment Corp. (a)

254,092

$ 2,154,700

Radian Group, Inc. (d)

606,968

8,752,479

 

10,907,179

TOTAL FINANCIALS

182,190,460

HEALTH CARE - 13.5%

Biotechnology - 3.0%

Aegerion Pharmaceuticals, Inc. (a)

26,498

870,459

Alnylam Pharmaceuticals, Inc. (a)

11,400

675,906

Amgen, Inc.

68,347

7,927,569

BioCryst Pharmaceuticals, Inc. (a)

96,500

961,140

Biogen Idec, Inc. (a)

12,700

4,055,999

Clovis Oncology, Inc. (a)

35,500

1,817,955

Discovery Laboratories, Inc. (a)

347,968

650,700

Insmed, Inc. (a)

27,564

362,191

Intercept Pharmaceuticals, Inc. (a)

36,831

8,714,583

MEI Pharma, Inc. (a)

167,985

1,033,108

Synageva BioPharma Corp. (a)

7,294

591,908

XOMA Corp. (a)

127,307

527,051

 

28,188,569

Health Care Equipment & Supplies - 3.5%

Abbott Laboratories

73,025

2,921,730

Accuray, Inc. (a)(d)

153,801

1,356,525

Alere, Inc. (a)

330,268

11,813,686

Boston Scientific Corp. (a)

579,186

7,430,956

Edwards Lifesciences Corp. (a)

51,360

4,170,432

St. Jude Medical, Inc.

45,800

2,972,420

Stryker Corp.

5,500

464,695

Zimmer Holdings, Inc.

13,200

1,377,420

 

32,507,864

Health Care Providers & Services - 3.0%

Aetna, Inc.

29,634

2,298,117

Catamaran Corp. (a)

38,500

1,696,159

China Cord Blood Corp. (a)

86,100

384,867

Community Health Systems, Inc. (a)

44,100

1,842,057

Express Scripts Holding Co. (a)

84,510

6,039,930

McKesson Corp.

36,596

6,940,065

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Health Care Providers & Services - continued

Quest Diagnostics, Inc.

34,028

$ 2,037,937

UnitedHealth Group, Inc.

86,378

6,878,280

 

28,117,412

Health Care Technology - 0.3%

MedAssets, Inc. (a)

142,835

3,345,196

Life Sciences Tools & Services - 0.1%

ICON PLC (a)

13,700

579,099

Pharmaceuticals - 3.6%

AbbVie, Inc.

18,100

983,373

Actavis PLC (a)

15,929

3,369,621

Cardiome Pharma Corp. (a)

82,130

578,690

Flamel Technologies SA sponsored ADR (a)

9,900

110,682

GlaxoSmithKline PLC sponsored ADR (d)

123,639

6,669,088

Jazz Pharmaceuticals PLC (a)

13,807

1,958,661

Johnson & Johnson

41,763

4,237,274

Merck & Co., Inc.

93,061

5,384,509

Novartis AG sponsored ADR

27,911

2,513,665

Teva Pharmaceutical Industries Ltd. sponsored ADR

126,691

6,396,629

The Medicines Company (a)

18,500

516,150

XenoPort, Inc. (a)

210,196

851,294

 

33,569,636

TOTAL HEALTH CARE

126,307,776

INDUSTRIALS - 10.0%

Aerospace & Defense - 1.3%

Honeywell International, Inc.

21,380

1,991,547

KEYW Holding Corp. (a)(d)

135,382

1,435,049

Rolls-Royce Group PLC

99,200

1,729,302

The Boeing Co.

48,063

6,500,521

United Technologies Corp.

8,272

961,372

 

12,617,791

Air Freight & Logistics - 1.5%

C.H. Robinson Worldwide, Inc.

32,858

1,966,880

FedEx Corp.

20,000

2,883,200

United Parcel Service, Inc. Class B

85,275

8,858,367

 

13,708,447

Commercial Services & Supplies - 0.1%

ADT Corp. (d)

30,700

988,540

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Electrical Equipment - 0.5%

AMETEK, Inc.

34,630

$ 1,838,160

Hubbell, Inc. Class B

8,182

957,294

Schneider Electric SA (d)

17,700

1,666,745

 

4,462,199

Industrial Conglomerates - 2.9%

Danaher Corp.

46,708

3,663,308

General Electric Co.

822,144

22,025,238

Roper Industries, Inc.

8,835

1,251,743

 

26,940,289

Machinery - 0.8%

Caterpillar, Inc.

22,033

2,252,434

Ingersoll-Rand PLC

85,183

5,095,647

Valmont Industries, Inc.

3,796

588,190

 

7,936,271

Professional Services - 0.8%

Acacia Research Corp. (d)

187,737

3,030,075

Bureau Veritas SA

57,000

1,718,714

Exova Group Ltd. PLC (a)

89,300

366,727

Michael Page International PLC

102,578

788,694

Verisk Analytics, Inc. (a)

22,000

1,302,180

 

7,206,390

Road & Rail - 2.0%

CSX Corp.

325,001

9,555,029

Hertz Global Holdings, Inc. (a)

63,250

1,867,140

J.B. Hunt Transport Services, Inc.

39,600

3,075,336

Kansas City Southern

12,800

1,376,256

Norfolk Southern Corp.

32,458

3,270,144

 

19,143,905

Trading Companies & Distributors - 0.1%

WESCO International, Inc. (a)

14,312

1,222,531

TOTAL INDUSTRIALS

94,226,363

INFORMATION TECHNOLOGY - 20.4%

Communications Equipment - 2.3%

Cisco Systems, Inc.

617,154

15,194,331

QUALCOMM, Inc.

83,550

6,721,598

 

21,915,929

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Electronic Equipment & Components - 0.1%

Itron, Inc. (a)

15,400

$ 592,130

Internet Software & Services - 3.4%

Cornerstone OnDemand, Inc. (a)

33,000

1,326,270

Facebook, Inc. Class A (a)

27,360

1,731,888

Google, Inc.:

Class A (a)

22,156

12,665,477

Class C (a)

18,756

10,521,741

Yahoo!, Inc. (a)

159,534

5,527,853

 

31,773,229

IT Services - 4.1%

Cognizant Technology Solutions Corp. Class A (a)

113,284

5,506,735

Fidelity National Information Services, Inc.

40,824

2,210,620

IBM Corp.

16,681

3,075,309

MasterCard, Inc. Class A

110,100

8,417,145

Paychex, Inc.

135,122

5,554,865

Quindell PLC

3,847,400

1,338,170

The Western Union Co.

109,912

1,777,277

Unisys Corp. (a)

75,162

1,764,052

Visa, Inc. Class A

42,780

9,190,427

 

38,834,600

Semiconductors & Semiconductor Equipment - 1.6%

Applied Materials, Inc.

307,829

6,215,068

Broadcom Corp. Class A

268,525

8,557,892

 

14,772,960

Software - 4.6%

Adobe Systems, Inc. (a)

45,910

2,963,031

Autodesk, Inc. (a)

113,181

5,927,289

Concur Technologies, Inc. (a)(d)

15,974

1,363,700

Imperva, Inc. (a)

13,500

281,880

Microsoft Corp.

592,454

24,255,067

Oracle Corp.

100,150

4,208,303

Parametric Technology Corp. (a)

49,482

1,820,938

salesforce.com, Inc. (a)

35,582

1,872,681

 

42,692,889

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Technology Hardware, Storage & Peripherals - 4.3%

Apple, Inc.

54,903

$ 34,753,599

EMC Corp.

227,420

6,040,275

 

40,793,874

TOTAL INFORMATION TECHNOLOGY

191,375,611

MATERIALS - 2.7%

Chemicals - 2.1%

Airgas, Inc.

32,237

3,427,438

Chemtura Corp. (a)

32,210

804,606

E.I. du Pont de Nemours & Co.

30,615

2,121,926

Intrepid Potash, Inc. (a)(d)

67,460

1,093,527

Johnson Matthey PLC

12,700

683,762

Monsanto Co.

61,617

7,508,031

Potash Corp. of Saskatchewan, Inc.

40,500

1,469,773

Syngenta AG (Switzerland)

7,033

2,707,028

 

19,816,091

Metals & Mining - 0.6%

Freeport-McMoRan Copper & Gold, Inc.

142,400

4,848,720

Walter Energy, Inc. (d)

230,004

1,122,420

 

5,971,140

TOTAL MATERIALS

25,787,231

TELECOMMUNICATION SERVICES - 2.0%

Diversified Telecommunication Services - 2.0%

Verizon Communications, Inc.

369,584

18,464,417

UTILITIES - 0.1%

Independent Power Producers & Energy Traders - 0.1%

APR Energy PLC (d)

102,386

1,369,523

TOTAL COMMON STOCKS

(Cost $748,766,422)


915,645,556

Preferred Stocks - 0.1%

Shares

Value

Convertible Preferred Stocks - 0.1%

CONSUMER DISCRETIONARY - 0.1%

Leisure Products - 0.1%

NJOY, Inc. Series C (e)

33,607

$ 568,835

Nonconvertible Preferred Stocks - 0.0%

INDUSTRIALS - 0.0%

Aerospace & Defense - 0.0%

Rolls-Royce Group PLC (C Shares)

9,018,200

15,116

TOTAL PREFERRED STOCKS

(Cost $286,778)


583,951

Convertible Bonds - 0.0%

 

Principal Amount

 

ENERGY - 0.0%

Oil, Gas & Consumable Fuels - 0.0%

Amyris, Inc. 3% 2/27/17

(Cost $605,000)

$ 605,000


493,081

Money Market Funds - 4.4%

Shares

 

Fidelity Cash Central Fund, 0.10% (b)

23,026,746

23,026,746

Fidelity Securities Lending Cash Central Fund, 0.10% (b)(c)

18,186,712

18,186,712

TOTAL MONEY MARKET FUNDS

(Cost $41,213,458)


41,213,458

TOTAL INVESTMENT PORTFOLIO - 102.0%

(Cost $790,871,658)

957,936,046

NET OTHER ASSETS (LIABILITIES) - (2.0)%

(19,009,499)

NET ASSETS - 100%

$ 938,926,547

Legend

(a) Non-income producing

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

(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 $7,342,521 or 0.8% of net assets.

Additional information on each restricted holding is as follows:

Security

Acquisition Date

Acquisition Cost

KKR Renaissance Co-Invest LP unit

7/25/13

$ 3,112,250

NJOY, Inc.

9/11/13 - 10/24/13

$ 936,852

NJOY, Inc.
Series C

6/7/13

$ 271,645

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 8,711

Fidelity Securities Lending Cash Central Fund

136,375

Total

$ 145,086

Other Information

The following is a summary of the inputs used, as of May 31, 2014, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 71,160,001

$ 68,628,635

$ -

$ 2,531,366

Consumer Staples

101,500,624

98,335,543

3,165,081

-

Energy

103,832,385

103,132,007

700,378

-

Financials

182,190,460

177,379,305

-

4,811,155

Health Care

126,307,776

126,307,776

-

-

Industrials

94,241,479

94,241,479

-

-

Information Technology

191,375,611

191,375,611

-

-

Materials

25,787,231

23,080,203

2,707,028

-

Telecommunication Services

18,464,417

18,464,417

-

-

Utilities

1,369,523

1,369,523

-

-

Corporate Bonds

493,081

-

493,081

-

Money Market Funds

41,213,458

41,213,458

-

-

Total Investments in Securities:

$ 957,936,046

$ 943,527,957

$ 7,065,568

$ 7,342,521

Distribution of investments by country or territory of incorporation, as a percentage of total net assets, is as follows (Unaudited):

United States of America

87.6%

United Kingdom

5.9%

Canada

2.7%

Ireland

1.2%

Others (Individually Less Than 1%)

2.6%

 

100.0%

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

Semiannual Report


Financial Statements

Statement of Assets and Liabilities

  

May 31, 2014 (Unaudited)

 

 

 

Assets

Investment in securities, at value (including securities loaned of $17,431,029) - See accompanying schedule:

Unaffiliated issuers (cost $749,658,200)

$ 916,722,588

 

Fidelity Central Funds (cost $41,213,458)

41,213,458

 

Total Investments (cost $790,871,658)

 

$ 957,936,046

Receivable for investments sold

2,249,392

Receivable for fund shares sold

3,292,244

Dividends receivable

1,429,541

Interest receivable

4,739

Distributions receivable from Fidelity Central Funds

29,072

Prepaid expenses

223

Receivable from investment adviser

487,909

Other receivables

1,493

Total assets

965,430,659

 

 

 

Liabilities

Payable for investments purchased

$ 5,004,817

Payable for fund shares redeemed

2,292,857

Accrued management fee

583,769

Distribution and service plan fees payable

208,781

Other affiliated payables

177,552

Other payables and accrued expenses

49,624

Collateral on securities loaned, at value

18,186,712

Total liabilities

26,504,112

 

 

 

Net Assets

$ 938,926,547

Net Assets consist of:

 

Paid in capital

$ 745,325,875

Undistributed net investment income

2,827,625

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

23,708,769

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

167,064,278

Net Assets

$ 938,926,547

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

May 31, 2014 (Unaudited)

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($286,216,010 ÷ 10,303,248 shares)

$ 27.78

 

 

 

Maximum offering price per share (100/94.25 of $27.78)

$ 29.47

Class T:
Net Asset Value
and redemption price per share ($140,465,489 ÷ 5,067,403 shares)

$ 27.72

 

 

 

Maximum offering price per share (100/96.50 of $27.72)

$ 28.73

Class B:
Net Asset Value
and offering price per share ($9,471,435 ÷ 365,443 shares)A

$ 25.92

 

 

 

Class C:
Net Asset Value
and offering price per share ($109,288,760 ÷ 4,264,877 shares)A

$ 25.63

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($393,484,853 ÷ 13,642,469 shares)

$ 28.84

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

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

Semiannual Report

Statement of Operations

Six months ended May 31, 2014 (Unaudited)

 

  

  

Investment Income

  

  

Dividends

 

$ 7,719,163

Interest

 

10,811

Income from Fidelity Central Funds

 

145,086

Total income

 

7,875,060

 

 

 

Expenses

Management fee
Basic fee

$ 2,165,633

Performance adjustment

1,050,306

Transfer agent fees

849,789

Distribution and service plan fees

1,113,100

Accounting and security lending fees

138,715

Custodian fees and expenses

40,964

Independent trustees' compensation

1,559

Registration fees

90,273

Audit

31,109

Legal

1,961

Miscellaneous

3,922

Total expenses before reductions

5,487,331

Expense reductions

(439,869)

5,047,462

Net investment income (loss)

2,827,598

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

27,435,465

Foreign currency transactions

850

Total net realized gain (loss)

 

27,436,315

Change in net unrealized appreciation (depreciation) on:

Investment securities

23,297,720

Assets and liabilities in foreign currencies

(917)

Total change in net unrealized appreciation (depreciation)

 

23,296,803

Net gain (loss)

50,733,118

Net increase (decrease) in net assets resulting from operations

$ 53,560,716

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Six months ended
May 31, 2014
(Unaudited)

Year ended
November 30,
2013

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 2,827,598

$ 8,555,777

Net realized gain (loss)

27,436,315

353,605,404

Change in net unrealized appreciation (depreciation)

23,296,803

(32,408,890)

Net increase (decrease) in net assets resulting from operations

53,560,716

329,752,291

Distributions to shareholders from net investment income

(4,161,826)

(767,567)

Distributions to shareholders from net realized gain

(46,319,909)

(3,062,648)

Total distributions

(50,481,735)

(3,830,215)

Share transactions - net increase (decrease)

285,121,501

(985,531,295)

Total increase (decrease) in net assets

288,200,482

(659,609,219)

 

 

 

Net Assets

Beginning of period

650,726,065

1,310,335,284

End of period (including undistributed net investment income of $2,827,625 and undistributed net investment income of $4,161,853, respectively)

$ 938,926,547

$ 650,726,065

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

Semiannual Report

Financial Highlights - Class A

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.11

$ 20.43

$ 17.57

$ 16.69

$ 15.19

$ 10.13

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .10

  .16

  .15

  .09

  .05

  .06

Net realized and unrealized gain (loss)

  1.73

  7.61

  3.30

  .87

  1.52

  5.08

Total from investment operations

  1.83

  7.77

  3.45

  .96

  1.57

  5.14

Distributions from net investment income

  (.22)

  (.02)

  (.18)

  (.06)

  (.07)

  (.08)

Distributions from net realized gain

  (1.94)

  (.07)

  (.41)

  (.02)

  -

  -

Total distributions

  (2.16)

  (.09)

  (.59)

  (.08)

  (.07)

  (.08)

Net asset value, end of period

$ 27.78

$ 28.11

$ 20.43

$ 17.57

$ 16.69

$ 15.19

Total ReturnB, C, D

  7.11%

  38.16%

  19.69%

  5.73%

  10.36%

  51.10%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.36%A

  1.26%

  1.25%

  1.29%

  1.22%

  1.16%

Expenses net of fee waivers, if any

  1.25%A

  1.26%

  1.25%

  1.29%

  1.22%

  1.16%

Expenses net of all reductions

  1.25%A

  1.24%

  1.24%

  1.28%

  1.21%

  1.15%

Net investment income (loss)

  .75%A

  .68%

  .76%

  .49%

  .31%

  .49%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 286,216

$ 214,686

$ 123,303

$ 103,670

$ 116,837

$ 112,450

Portfolio turnover rateG

  33%A

  54%

  59%

  83%

  146%

  185%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report

Financial Highlights - Class T

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.02

$ 20.41

$ 17.51

$ 16.63

$ 15.14

$ 10.07

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  .07

  .10

  .10

  .04

  .01

  .03

Net realized and unrealized gain (loss)

  1.72

  7.59

  3.29

  .87

  1.52

  5.06

Total from investment operations

  1.79

  7.69

  3.39

  .91

  1.53

  5.09

Distributions from net investment income

  (.15)

  (.01)

  (.10)

  -I

  (.04)

  (.02)

Distributions from net realized gain

  (1.94)

  (.07)

  (.39)

  (.02)

  -

  -

Total distributions

  (2.09)

  (.08)

  (.49)

  (.03)J

  (.04)

  (.02)

Net asset value, end of period

$ 27.72

$ 28.02

$ 20.41

$ 17.51

$ 16.63

$ 15.14

Total ReturnB, C, D

  6.97%

  37.82%

  19.39%

  5.44%

  10.09%

  50.71%

Ratios to Average Net Assets F, H

 

 

 

 

 

Expenses before reductions

  1.62%A

  1.51%

  1.49%

  1.54%

  1.47%

  1.42%

Expenses net of fee waivers, if any

  1.50%A

  1.51%

  1.49%

  1.54%

  1.47%

  1.42%

Expenses net of all reductions

  1.50%A

  1.49%

  1.49%

  1.53%

  1.47%

  1.41%

Net investment income (loss)

  .50%A

  .42%

  .52%

  .24%

  .06%

  .23%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 140,465

$ 114,864

$ 76,151

$ 69,678

$ 76,373

$ 87,009

Portfolio turnover rateG

  33%A

  54%

  59%

  83%

  146%

  185%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

I Amount represents less than $.01 per share.

J Total distributions of $.03 per share is comprised of distributions from net investment income of $.004 and distributions from net realized gain of $.021 per share.

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

Semiannual Report

Financial Highlights - Class B

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.24

$ 19.21

$ 16.49

$ 15.72

$ 14.35

$ 9.57

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  -J

  (.03)

  -J

  (.05)

  (.07)

  (.03)

Net realized and unrealized gain (loss)

  1.62

  7.13

  3.10

  .82

  1.44

  4.81

Total from investment operations

  1.62

  7.10

  3.10

  .77

  1.37

  4.78

Distributions from net realized gain

  (1.94)

  (.07)

  (.38)

  -

  -

  -

Net asset value, end of period

$ 25.92

$ 26.24

$ 19.21

$ 16.49

$ 15.72

$ 14.35

Total ReturnB, C, D

  6.71%

  37.08%

  18.77%

  4.90%

  9.55%

  49.95%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  2.20%A

  2.06%

  2.02%

  2.04%

  1.98%

  1.91%

Expenses net of fee waivers, if any

  2.00%A

  2.06%

  2.02%

  2.04%

  1.98%

  1.91%

Expenses net of all reductions

  2.00%A

  2.05%

  2.01%

  2.04%

  1.97%

  1.90%

Net investment income (loss)

  -%A,H

  (.13)%

  (.01)%

  (.26)%

  (.45)%

  (.26)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 9,471

$ 10,499

$ 10,535

$ 12,839

$ 17,535

$ 21,907

Portfolio turnover rateG

  33%A

  54%

  59%

  83%

  146%

  185%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H Amount represents less than .01%.

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

J Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Class C

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.07

$ 19.08

$ 16.41

$ 15.65

$ 14.28

$ 9.53

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) E

  -J

  (.02)

  -J

  (.04)

  (.07)

  (.03)

Net realized and unrealized gain (loss)

  1.60

  7.08

  3.09

  .80

  1.44

  4.78

Total from investment operations

  1.60

  7.06

  3.09

  .76

  1.37

  4.75

Distributions from net investment income

  (.10)

  -J

  (.03)

  -

  -

  -

Distributions from net realized gain

  (1.94)

  (.07)

  (.39)

  -

  -

  -

Total distributions

  (2.04)

  (.07)

  (.42)

  -

  -

  -

Net asset value, end of period

$ 25.63

$ 26.07

$ 19.08

$ 16.41

$ 15.65

$ 14.28

Total ReturnB, C, D

  6.73%

  37.14%

  18.83%

  4.86%

  9.59%

  49.84%

Ratios to Average Net Assets F, I

 

 

 

 

 

Expenses before reductions

  2.11%A

  2.00%

  2.00%

  2.03%

  1.97%

  1.91%

Expenses net of fee waivers, if any

  2.00%A

  2.00%

  2.00%

  2.03%

  1.97%

  1.91%

Expenses net of all reductions

  2.00%A

  1.99%

  1.99%

  2.03%

  1.96%

  1.90%

Net investment income (loss)

  -%A,H

  (.07)%

  .01%

  (.25)%

  (.44)%

  (.26)%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 109,289

$ 67,780

$ 28,856

$ 24,197

$ 25,162

$ 24,650

Portfolio turnover rateG

  33%A

  54%

  59%

  83%

  146%

  185%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H Amount represents less than .01%.

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

J Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Institutional Class

 

Six months ended May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 29.03

$ 21.03

$ 18.13

$ 17.22

$ 15.65

$ 10.48

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss) D

  .14

  .24

  .22

  .15

  .11

  .10

Net realized and unrealized gain (loss)

  1.79

  7.85

  3.40

  .89

  1.57

  5.22

Total from investment operations

  1.93

  8.09

  3.62

  1.04

  1.68

  5.32

Distributions from net investment income

  (.18)

  (.02)

  (.31)

  (.11)

  (.11)

  (.15)

Distributions from net realized gain

  (1.94)

  (.07)

  (.41)

  (.02)

  -

  -

Total distributions

  (2.12)

  (.09)

  (.72)

  (.13)

  (.11)

  (.15)

Net asset value, end of period

$ 28.84

$ 29.03

$ 21.03

$ 18.13

$ 17.22

$ 15.65

Total ReturnB, C

  7.21%

  38.62%

  20.10%

  6.03%

  10.78%

  51.54%

Ratios to Average Net Assets E, G

 

 

 

 

 

Expenses before reductions

  1.10%A

  .95%

  .91%

  .95%

  .88%

  .84%

Expenses net of fee waivers, if any

  1.00%A

  .95%

  .91%

  .95%

  .88%

  .84%

Expenses net of all reductions

  1.00%A

  .94%

  .91%

  .94%

  .87%

  .83%

Net investment income (loss)

  1.00%A

  .98%

  1.10%

  .83%

  .65%

  .82%

Supplemental Data

 

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 393,485

$ 242,897

$ 1,071,491

$ 1,013,999

$ 876,299

$ 924,675

Portfolio turnover rateF

  33%A

  54%

  59%

  83%

  146%

  185%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

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

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

Semiannual Report


Notes to Financial Statements

For the period ended May 31, 2014 (Unaudited)

1. Organization.

Fidelity Advisor® Large Cap Fund (the Fund) is a fund of Fidelity Advisor Series I (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C and Institutional Class shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase.

2. Investments in Fidelity Central Funds.

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

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .01%.

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

3. Significant Accounting Policies.

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

Semiannual Report

3. Significant Accounting Policies - continued

the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Fidelity Management & Research Company (FMR) Fair Value Committee (the Committee), in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

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

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Investment Valuation - continued

limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

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

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of May 31, 2014, is included at the end of the Fund's Schedule of Investments.

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

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

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified

Semiannual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. 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. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

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

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

distributions are determined in accordance with income tax regulations, which may differ from GAAP.

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

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

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

Gross unrealized appreciation

$ 183,286,319

Gross unrealized depreciation

(19,035,549)

Net unrealized appreciation (depreciation) on securities and other investments

$ 164,250,770

 

 

Tax cost

$ 793,685,276

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

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $352,334,367 and $126,839,191, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment adviser) and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the Institutional Class of the Fund as compared to its benchmark index, the S&P 500 Index, over the same 36 month performance period. For the reporting period, the total annualized management fee rate, including the performance adjustment, was .82% of the Fund's average net assets. The performance adjustment included in the management fee rate may be higher or lower than the maximum performance adjustment rate due to the difference between the average net assets for the reporting and performance periods.

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

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 307,748

$ 9,575

Class T

.25%

.25%

319,244

2,776

Class B

.75%

.25%

50,215

38,238

Class C

.75%

.25%

435,893

159,406

 

 

 

$ 1,113,100

$ 209,995

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

5. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

 

Retained
by FDC

Class A

$ 114,712

Class T

14,385

Class B*

2,170

Class C*

7,294

 

$ 138,561

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

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

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

 

Amount

% of
Average
Net Assets
*

Class A

$ 265,558

.22

Class T

142,993

.22

Class B

15,224

.30

Class C

94,861

.22

Institutional Class

331,153

.21

 

$ 849,789

 

* Annualized

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

Semiannual Report

5. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $2,701 for the period.

Other. During the period the Fund recorded a reimbursement from the investment adviser for an operational error in the amount of $51,786.

6. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $755 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. At period end, there were no security loans outstanding with FCM. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $136,375, including $147 from securities loaned to FCM.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

8. Expense Reductions.

The investment adviser voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. This reimbursement will remain in place through January 31, 2015. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement

Class A

1.25%

$ 137,797

Class T

1.50%

77,442

Class B

2.00%

10,228

Class C

2.00%

49,060

Institutional Class

1.00%

161,597

 

 

$ 436,124

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $3,744 for the period. Through arrangements with the Fund's custodian, 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 expenses by $1.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
May 31, 2014

Year ended
November 30, 2013

From net investment income

 

 

Class A

$ 1,725,368

$ 97,380

Class T

631,390

40,120

Class C

276,822

2,988

Institutional Class

1,528,246

627,079

Total

$ 4,161,826

$ 767,567

Semiannual Report

9. Distributions to Shareholders - continued

Six months ended
May 31, 2014

Year ended
November 30, 2013

From net realized gain

 

 

Class A

$ 15,247,064

$ 432,999

Class T

8,130,692

258,270

Class B

772,695

37,356

Class C

5,278,091

107,120

Institutional Class

16,891,367

2,226,903

Total

$ 46,319,909

$ 3,062,648

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

 

Six months ended May 31,
2014

Year ended
November 30,
2013

Six months ended May 31,
2014

Year ended
November 30,
2013

Class A

 

 

 

 

Shares sold

3,348,695

3,029,803

$ 90,382,518

$ 76,581,820

Reinvestment of distributions

597,975

23,308

15,576,432

490,518

Shares redeemed

(1,280,174)

(1,452,421)

(34,292,641)

(34,520,330)

Net increase (decrease)

2,666,496

1,600,690

$ 71,666,309

$ 42,552,008

Class T

 

 

 

 

Shares sold

1,138,229

1,144,172

$ 30,590,300

$ 27,872,295

Reinvestment of distributions

330,308

13,925

8,595,868

292,962

Shares redeemed

(500,885)

(790,235)

(13,514,904)

(18,493,343)

Net increase (decrease)

967,652

367,862

$ 25,671,264

$ 9,671,914

Class B

 

 

 

 

Shares sold

22,402

44,781

$ 562,810

$ 1,050,694

Reinvestment of distributions

28,643

1,700

699,229

33,725

Shares redeemed

(85,773)

(194,809)

(2,158,008)

(4,361,870)

Net increase (decrease)

(34,728)

(148,328)

$ (895,969)

$ (3,277,451)

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

10. Share Transactions - continued

 

Shares

Dollars

 

Six months ended May 31,
2014

Year ended
November 30,
2013

Six months ended May 31,
2014

Year ended
November 30,
2013

Class C

 

 

 

 

Shares sold

1,794,282

1,380,277

$ 44,869,291

$ 31,649,256

Reinvestment of distributions

203,393

5,033

4,910,670

99,148

Shares redeemed

(332,565)

(297,963)

(8,301,761)

(6,636,716)

Net increase (decrease)

1,665,110

1,087,347

$ 41,478,200

$ 25,111,688

Institutional Class

 

 

 

 

Shares sold

5,807,089

5,489,820

$ 162,667,133

$ 135,166,774

Reinvestment of distributions

653,047

130,311

17,642,167

2,822,578

Shares redeemed

(1,185,320)

(48,206,491)A

(33,107,603)

(1,197,578,806)A

Net increase (decrease)

5,274,816

(42,586,360)

$ 147,201,697

$ (1,059,589,454)

A Amount includes in-kind redemptions.

11. 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

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research (Japan) Inc.

Fidelity Management & Research (Hong Kong) Limited

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Brown Brothers Harriman & Co.

Boston, MA

(Fidelity Investment logo)(registered trademark)

LC-USAN-0714
1.786795.111

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Small Cap

Fund - Institutional Class

Semiannual Report

May 31, 2014

(Fidelity Cover Art)


Contents

Shareholder Expense Example

(Click Here)

An example of shareholder expenses.

Investment Changes

(Click Here)

A summary of major shifts in the fund's investments over the past six months.

Investments

(Click Here)

A complete list of the fund's investments with their market values.

Financial Statements

(Click Here)

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

(Click Here)

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2014 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report


Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 1, 2013 to May 31, 2014).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

 

Annualized
Expense Ratio
B

Beginning
Account Value
December 1, 2013

Ending
Account Value
May 31, 2014

Expenses Paid
During Period
*
December 1, 2013
to May 31, 2014

Class A

.97%

 

 

 

Actual

 

$ 1,000.00

$ 1,035.10

$ 4.92

HypotheticalA

 

$ 1,000.00

$ 1,020.09

$ 4.89

Class T

1.19%

 

 

 

Actual

 

$ 1,000.00

$ 1,033.90

$ 6.03

HypotheticalA

 

$ 1,000.00

$ 1,019.00

$ 5.99

Class B

1.80%

 

 

 

Actual

 

$ 1,000.00

$ 1,030.80

$ 9.11

HypotheticalA

 

$ 1,000.00

$ 1,015.96

$ 9.05

Class C

1.73%

 

 

 

Actual

 

$ 1,000.00

$ 1,031.20

$ 8.76

HypotheticalA

 

$ 1,000.00

$ 1,016.31

$ 8.70

Institutional Class

.70%

 

 

 

Actual

 

$ 1,000.00

$ 1,036.30

$ 3.55

HypotheticalA

 

$ 1,000.00

$ 1,021.44

$ 3.53

Class Z

.54%

 

 

 

Actual

 

$ 1,000.00

$ 1,037.30

$ 2.74

HypotheticalA

 

$ 1,000.00

$ 1,022.24

$ 2.72

A 5% return per year before expenses

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

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

Semiannual Report


Investment Changes (Unaudited)

Top Ten Stocks as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Community Health Systems, Inc.

2.1

0.9

Darling International, Inc.

2.0

1.0

VeriFone Systems, Inc.

2.0

0.8

Global Payments, Inc.

2.0

1.8

Primerica, Inc.

1.9

1.7

Office Depot, Inc.

1.8

1.7

The Ensign Group, Inc.

1.8

1.6

WESCO International, Inc.

1.7

1.5

CDW Corp.

1.7

1.1

RenaissanceRe Holdings Ltd.

1.7

0.8

 

18.7

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

21.2

19.2

Information Technology

18.7

16.7

Industrials

16.8

14.7

Consumer Discretionary

15.6

16.3

Health Care

12.1

11.3

Asset Allocation (% of fund's net assets)

As of May 31, 2014 *

As of November 30, 2013 **

cfi378624

Stocks and
Equity Futures 99.1%

 

cfi378624

Stocks and
Equity Futures 99.7%

 

cfi378627

Other Investments 0.6%

 

cfi378629

Other Investments 0.0%

 

cfi378631

Short-Term
Investments and
Net Other Assets
(Liabilities) 0.3%

 

cfi378631

Short-Term
Investments and
Net Other Assets
(Liabilities) 0.3%

 

* Foreign investments

18.3%

 

** Foreign investments

19.7%

 

cfi378634

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 96.9%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 15.6%

Diversified Consumer Services - 1.6%

Best Bridal, Inc. (e)(f)

2,800,000

$ 16,719

Grand Canyon Education, Inc. (a)

350,000

15,418

Meiko Network Japan Co. Ltd. (f)

1,577,900

18,464

 

50,601

Hotels, Restaurants & Leisure - 1.3%

Bally Technologies, Inc. (a)

400,000

23,600

Texas Roadhouse, Inc. Class A

650,000

16,432

 

40,032

Household Durables - 1.7%

Iida Group Holdings Co. Ltd.

1,100,000

16,638

Tupperware Brands Corp.

440,000

36,837

 

53,475

Leisure Products - 1.0%

Smith & Wesson Holding Corp. (a)(e)

2,000,000

31,760

Media - 1.1%

Harte-Hanks, Inc.

3,100,000

22,041

John Wiley & Sons, Inc. Class A

234,800

12,862

 

34,903

Multiline Retail - 1.0%

Big Lots, Inc. (a)

700,000

29,708

Specialty Retail - 4.5%

Aarons, Inc. Class A

1,100,000

36,124

Genesco, Inc. (a)

500,000

37,445

Jumbo SA (a)

840,909

12,540

Office Depot, Inc. (a)

11,000,000

56,320

 

142,429

Textiles, Apparel & Luxury Goods - 3.4%

Crocs, Inc. (a)

1,500,000

22,395

Skechers U.S.A., Inc. Class A (sub. vtg.) (a)

800,000

35,600

Steven Madden Ltd. (a)

1,100,000

35,046

Wolverine World Wide, Inc.

500,000

12,935

 

105,976

TOTAL CONSUMER DISCRETIONARY

488,884

CONSUMER STAPLES - 3.9%

Food & Staples Retailing - 1.9%

Ain Pharmaciez, Inc.

100,000

4,563

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Food & Staples Retailing - continued

Sundrug Co. Ltd.

600,000

$ 26,991

Tsuruha Holdings, Inc.

500,000

26,877

 

58,431

Food Products - 2.0%

Darling International, Inc. (a)

3,200,000

63,968

TOTAL CONSUMER STAPLES

122,399

ENERGY - 6.6%

Energy Equipment & Services - 5.0%

Cathedral Energy Services Ltd. (f)

3,141,600

14,226

Key Energy Services, Inc. (a)

4,400,000

35,420

McDermott International, Inc. (a)(e)

2,000,000

14,520

Oil States International, Inc. (a)

320,000

34,426

Oil States International, Inc. (a)(i)

200,000

12,170

Pason Systems, Inc.

1,300,000

35,428

Western Energy Services Corp. (a)(g)

1,080,720

10,844

 

157,034

Oil, Gas & Consumable Fuels - 1.6%

World Fuel Services Corp.

1,100,000

50,996

TOTAL ENERGY

208,030

FINANCIALS - 20.6%

Banks - 5.2%

Bank of the Ozarks, Inc.

250,000

14,760

East West Bancorp, Inc.

1,000,000

33,480

Investors Bancorp, Inc.

3,316,300

35,816

Prosperity Bancshares, Inc.

300,000

17,439

Square 1 Financial, Inc. Class A

930,652

17,580

Umpqua Holdings Corp.

1,357,724

22,497

Wilshire Bancorp, Inc.

2,200,000

22,198

 

163,770

Consumer Finance - 0.9%

EZCORP, Inc. (non-vtg.) Class A (a)

1,765,700

21,577

Portfolio Recovery Associates, Inc. (a)

113,728

6,345

 

27,922

Insurance - 7.8%

CNO Financial Group, Inc.

2,200,000

35,486

Enstar Group Ltd. (a)

180,000

25,362

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Insurance - continued

HCC Insurance Holdings, Inc.

750,000

$ 35,235

Primerica, Inc.

1,300,000

58,552

Reinsurance Group of America, Inc.

500,000

39,080

RenaissanceRe Holdings Ltd.

500,000

52,085

 

245,800

Real Estate Investment Trusts - 6.3%

Corrections Corp. of America

1,150,000

37,410

EPR Properties

750,000

40,440

Equity Lifestyle Properties, Inc.

350,000

15,309

MFA Financial, Inc.

3,900,000

32,097

National Health Investors, Inc.

550,000

34,496

Rouse Properties, Inc.

1,400,000

22,848

Sovran Self Storage, Inc.

200,000

15,360

 

197,960

Real Estate Management & Development - 0.4%

Relo Holdings Corp.

200,000

11,562

TOTAL FINANCIALS

647,014

HEALTH CARE - 12.1%

Biotechnology - 1.1%

United Therapeutics Corp. (a)

350,000

33,509

Health Care Equipment & Supplies - 1.1%

The Cooper Companies, Inc.

270,000

34,835

Health Care Providers & Services - 7.1%

AmSurg Corp. (a)

713,000

32,285

Community Health Systems, Inc. (a)

1,600,000

66,829

Health Net, Inc. (a)

700,000

27,986

MEDNAX, Inc. (a)

300,000

17,289

Providence Service Corp. (a)

600,000

24,120

The Ensign Group, Inc. (f)

1,200,000

56,280

 

224,789

Pharmaceuticals - 2.8%

Jazz Pharmaceuticals PLC (a)

150,000

21,279

Phibro Animal Health Corp. Class A

1,301,400

24,766

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Pharmaceuticals - continued

Prestige Brands Holdings, Inc. (a)

650,000

$ 22,230

Sawai Pharmaceutical Co. Ltd.

300,000

18,706

 

86,981

TOTAL HEALTH CARE

380,114

INDUSTRIALS - 16.8%

Aerospace & Defense - 2.8%

Engility Holdings, Inc. (a)

600,000

23,190

Moog, Inc. Class A (a)

400,000

28,824

Teledyne Technologies, Inc. (a)

400,000

37,908

 

89,922

Commercial Services & Supplies - 3.9%

Deluxe Corp.

500,000

28,045

Mitie Group PLC

5,600,000

31,474

UniFirst Corp.

250,000

24,738

West Corp.

1,500,000

40,200

 

124,457

Construction & Engineering - 0.9%

Badger Daylighting Ltd.

900,000

29,051

Machinery - 4.5%

Federal Signal Corp.

1,800,000

24,696

Hy-Lok Corp. (f)

699,000

20,956

Standex International Corp.

450,000

33,228

TriMas Corp. (a)

900,000

31,599

Valmont Industries, Inc.

200,000

30,990

 

141,469

Marine - 0.3%

SITC International Holdings Co. Ltd.

19,000,000

8,308

Professional Services - 0.4%

Benefit One, Inc.

1,500,000

11,325

Trading Companies & Distributors - 3.3%

Aceto Corp.

1,200,000

20,916

Textainer Group Holdings Ltd.

750,000

29,055

WESCO International, Inc. (a)

620,000

52,960

 

102,931

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Transportation Infrastructure - 0.7%

Wesco Aircraft Holdings, Inc. (a)

1,000,000

$ 21,740

TOTAL INDUSTRIALS

529,203

INFORMATION TECHNOLOGY - 18.7%

Electronic Equipment & Components - 6.0%

Belden, Inc.

400,000

28,796

CDW Corp.

1,800,000

52,938

Insight Enterprises, Inc. (a)

900,000

24,462

ScanSource, Inc. (a)

350,000

12,985

SYNNEX Corp. (a)

500,000

33,055

Zebra Technologies Corp. Class A (a)

500,000

37,150

 

189,386

Internet Software & Services - 2.3%

Conversant, Inc. (a)(e)

1,300,000

30,654

Perficient, Inc. (a)

800,000

14,112

Stamps.com, Inc. (a)(f)

850,000

27,472

 

72,238

IT Services - 7.5%

EPAM Systems, Inc. (a)

1,000,000

42,070

Genpact Ltd. (a)

1,300,000

21,905

Global Payments, Inc.

900,000

61,704

Syntel, Inc. (a)

350,000

28,315

VeriFone Systems, Inc. (a)

1,900,000

62,339

WEX, Inc. (a)

200,000

19,258

 

235,591

Software - 2.9%

NIIT Technologies Ltd. (f)

3,800,000

25,126

Sword Group (f)

587,339

15,933

Verint Systems, Inc. (a)

620,000

28,725

Zensar Technologies Ltd. (f)

3,500,000

21,602

 

91,386

TOTAL INFORMATION TECHNOLOGY

588,601

MATERIALS - 1.8%

Chemicals - 0.9%

PolyOne Corp.

700,000

28,091

Common Stocks - continued

Shares

Value (000s)

MATERIALS - continued

Containers & Packaging - 0.9%

Sealed Air Corp.

900,000

$ 29,637

TOTAL MATERIALS

57,728

TELECOMMUNICATION SERVICES - 0.3%

Diversified Telecommunication Services - 0.3%

Amcom Telecommunications Ltd.

1,700,000

3,449

Asia Satellite Telecommunications Holdings Ltd.

800,000

3,230

iiNet Ltd.

500,000

3,453

 

10,132

UTILITIES - 0.5%

Gas Utilities - 0.5%

New Jersey Resources Corp.

300,000

16,503

TOTAL COMMON STOCKS

(Cost $2,363,126)


3,048,608

U.S. Treasury Obligations - 0.1%

 

Principal
Amount
(000s)(d)

 

U.S. Treasury Bills, yield at date of purchase 0.02% to 0.04% 7/17/14 to 8/21/14 (j)
(Cost $3,230)

$ 3,230


3,230

Preferred Securities - 0.6%

 

 

 

 

 

FINANCIALS - 0.6%

Diversified Financial Services - 0.6%

Baggot Securities Ltd. 10.24% (g)(h)
(Cost $18,643)

EUR

12,000


18,349

Money Market Funds - 4.0%

Shares

Value (000s)

Fidelity Cash Central Fund, 0.10% (b)

91,089,172

$ 91,089

Fidelity Securities Lending Cash Central Fund, 0.10% (b)(c)

34,652,403

34,652

TOTAL MONEY MARKET FUNDS

(Cost $125,741)


125,741

TOTAL INVESTMENT PORTFOLIO - 101.6%

(Cost $2,510,740)

3,195,928

NET OTHER ASSETS (LIABILITIES) - (1.6)%

(51,432)

NET ASSETS - 100%

$ 3,144,496

Futures Contracts

Expiration
Date

Underlying
Face Amount
at Value (000s)

Unrealized
Appreciation/
(Depreciation)
(000s)

Purchased

Equity Index Contracts

601 ICE Russell 2000 Index Contracts (United States)

June 2014

$ 68,105

$ 785

 

The face value of futures purchased as a percentage of net assets is 2.2%

Currency Abbreviations

EUR

-

European Monetary Unit

Legend

(a) Non-income producing

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

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

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

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

(f) Affiliated company

(g) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $29,193,000 or 0.9% of net assets.

(h) Security is perpetual in nature with no stated maturity date.

(i) Security or a portion of the security purchased on a delayed delivery or when-issued basis.

(j) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At period end, the value of securities pledged amounted to $3,230,000.

Affiliated Central Funds

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

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 52

Fidelity Securities Lending Cash Central Fund

450

Total

$ 502

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:

Affiliate
(Amounts in thousands)

Value,
beginning of
period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end of
period

Atrium Innovations, Inc.

$ 46,147

$ -

$ 44,191

$ -

$ -

Badger Daylighting Ltd.

60,809

365

39,687

179

-

Best Bridal, Inc.

18,568

69

-

120

16,719

Cathedral Energy Services Ltd.

14,931

-

-

407

14,226

Hy-Lok Corp.

10,584

7,747

-

110

20,956

Meiko Network Japan Co. Ltd.

16,280

-

-

222

18,464

NIIT Technologies Ltd.

19,396

-

-

-

25,126

Stamps.com, Inc.

40,385

-

1,143

-

27,472

Sword Group

12,673

-

-

693

15,933

The Ensign Group, Inc.

55,437

-

1,216

168

56,280

Zensar Technologies Ltd.

18,120

-

-

224

21,602

Total

$ 313,330

$ 8,181

$ 86,237

$ 2,123

$ 216,778

Other Information

The following is a summary of the inputs used, as of May 31, 2014, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 488,884

$ 437,063

$ 51,821

$ -

Consumer Staples

122,399

63,968

58,431

-

Energy

208,030

208,030

-

-

Financials

647,014

635,452

11,562

-

Health Care

380,114

361,408

18,706

-

Industrials

529,203

517,878

11,325

-

Information Technology

588,601

588,601

-

-

Materials

57,728

57,728

-

-

Telecommunication Services

10,132

10,132

-

-

Utilities

16,503

16,503

-

-

U.S. Government and Government Agency Obligations

3,230

-

3,230

-

Preferred Securities

18,349

-

18,349

-

Money Market Funds

125,741

125,741

-

-

Total Investments in Securities:

$ 3,195,928

$ 3,022,504

$ 173,424

$ -

Derivative Instruments:

Assets

Futures Contracts

$ 785

$ 785

$ -

$ -

The following is a summary of transfers between Level 1 and Level 2 for the period ended May 31, 2014. Transfers are assumed to have occurred at the beginning of the period, and are primarily attributable to the valuation techniques used for foreign equity securities, as discussed in the accompanying Notes to Financial Statements:

Transfers

Total (000s)

Level 1 to Level 2

$ 142,028

Level 2 to Level 1

$ -

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of May 31, 2014. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Primary Risk Exposure /
Derivative Type

(Amounts in thousands)

Value

 

Asset

Liability

Equity Risk

Futures Contracts (a)

$ 785

$ -

Total Value of Derivatives

$ 785

$ -

(a) Reflects gross cumulative appreciation (depreciation) on futures contracts as presented in the Schedule of Investments. Only the period end receivable or payable for daily variation margin and net unrealized appreciation (depreciation) are presented in the Statement of Assets and Liabilities.

Distribution of investments by country or territory of incorporation, as a percentage of total net assets, is as follows (Unaudited):

United States of America

81.7%

Japan

4.9%

Bermuda

4.2%

Canada

2.8%

India

1.5%

Ireland

1.3%

United Kingdom

1.0%

Others (Individually Less Than 1%)

2.6%

 

100.0%

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

Semiannual Report


Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

May 31, 2014 (Unaudited)

 

 

 

Assets

Investment in securities, at value (including securities loaned of $33,273) - See accompanying schedule:

Unaffiliated issuers (cost $2,217,958)

$ 2,853,409

 

Fidelity Central Funds (cost $125,741)

125,741

 

Other affiliated issuers (cost $167,041)

216,778

 

Total Investments (cost $2,510,740)

 

$ 3,195,928

Cash

 

1,161

Receivable for investments sold

7,064

Receivable for fund shares sold

2,120

Dividends receivable

1,982

Distributions receivable from Fidelity Central Funds

61

Prepaid expenses

1

Other receivables

20

Total assets

3,208,337

 

 

 

Liabilities

Payable for investments purchased
Regular delivery

$ 10,503

Delayed delivery

8,025

Payable for fund shares redeemed

7,437

Accrued management fee

1,166

Distribution and service plan fees payable

957

Payable for daily variation margin for derivative instruments

397

Other affiliated payables

640

Other payables and accrued expenses

64

Collateral on securities loaned, at value

34,652

Total liabilities

63,841

 

 

 

Net Assets

$ 3,144,496

Net Assets consist of:

 

Paid in capital

$ 2,156,674

Undistributed net investment income

446

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

301,403

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

685,973

Net Assets

$ 3,144,496

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

May 31, 2014 (Unaudited)

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($1,163,937 ÷ 41,081.09 shares)

$ 28.33

 

 

 

Maximum offering price per share (100/94.25 of $28.33)

$ 30.06

Class T:
Net Asset Value
and redemption price per share ($1,018,055 ÷ 37,723.85 shares)

$ 26.99

 

 

 

Maximum offering price per share (100/96.50 of $26.99)

$ 27.97

Class B:
Net Asset Value
and offering price per share ($34,661 ÷ 1,470.86 shares)A

$ 23.57

 

 

 

Class C:
Net Asset Value
and offering price per share ($320,040 ÷ 13,385.45 shares)A

$ 23.91

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($601,049 ÷ 19,939.56 shares)

$ 30.14

 

 

 

Class Z:
Net Asset Value
, offering price and redemption price per share ($6,754 ÷ 224.54 shares)

$ 30.08

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

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

Semiannual Report

Statement of Operations

 Amounts in thousands Six months ended May 31, 2014 (Unaudited)

 

  

  

Investment Income

  

  

Dividends (including $2,123 earned from other affiliated issuers)

 

$ 18,443

Income from Fidelity Central Funds

 

502

Total income

 

18,945

 

 

 

Expenses

Management fee
Basic fee

$ 11,384

Performance adjustment

(4,040)

Transfer agent fees

3,477

Distribution and service plan fees

5,892

Accounting and security lending fees

483

Custodian fees and expenses

64

Independent trustees' compensation

7

Registration fees

80

Audit

41

Legal

5

Miscellaneous

14

Total expenses before reductions

17,407

Expense reductions

(66)

17,341

Net investment income (loss)

1,604

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

270,300

Other affiliated issuers

41,108

 

Foreign currency transactions

(673)

Futures contracts

4,698

Total net realized gain (loss)

 

315,433

Change in net unrealized appreciation (depreciation) on:

Investment securities

(202,925)

Assets and liabilities in foreign currencies

13

Futures contracts

(6,553)

Total change in net unrealized appreciation (depreciation)

 

(209,465)

Net gain (loss)

105,968

Net increase (decrease) in net assets resulting from operations

$ 107,572

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

 Amounts in thousands

Six months ended
May 31, 2014
(Unaudited)

Year ended
November 30,
2013

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 1,604

$ 15,726

Net realized gain (loss)

315,433

686,475

Change in net unrealized appreciation (depreciation)

(209,465)

501,751

Net increase (decrease) in net assets resulting
from operations

107,572

1,203,952

Distributions to shareholders from net investment income

(1,611)

(9,250)

Distributions to shareholders from net realized gain

(400,187)

(2,080)

Total distributions

(401,798)

(11,330)

Share transactions - net increase (decrease)

(34,544)

(1,450,861)

Total increase (decrease) in net assets

(328,770)

(258,239)

 

 

 

Net Assets

Beginning of period

3,473,266

3,731,505

End of period (including undistributed net investment income of $446 and undistributed net investment income of $453, respectively)

$ 3,144,496

$ 3,473,266

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

Semiannual Report

Financial Highlights - Class A

 

Six months ended
May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 30.96

$ 22.45

$ 23.60

$ 24.35

$ 21.00

$ 17.69

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss)E

  .03

  .12H

  (.03)

  (.09)I

  (.13)

  (.03)

Net realized and unrealized gain (loss)

  .85

  8.45

  .79

  .67

  3.48

  4.09

Total from investment operations

  .88

  8.57

  .76

  .58

  3.35

  4.06

Distributions from net investment income

  (.01)

  (.05)

  -

  -

  -

  (.03)

Distributions from net realized gain

  (3.50)

  (.01)

  (1.91)

  (1.33)

  -

  (.72)

Total distributions

  (3.51)

  (.06)

  (1.91)

  (1.33)

  -

  (.75)

Net asset value, end of period

$ 28.33

$ 30.96

$ 22.45

$ 23.60

$ 24.35

$ 21.00

Total ReturnB, C, D

  3.51%

  38.30%

  3.87%

  2.17%

  15.95%

  24.04%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  .97%A

  1.01%

  1.06%

  1.31%

  1.44%

  1.53%

Expenses net of fee waivers, if any

  .97%A

  1.01%

  1.06%

  1.31%

  1.40%

  1.40%

Expenses net of all reductions

  .97%A

  1.00%

  1.06%

  1.31%

  1.40%

  1.40%

Net investment income (loss)

  .20%A

  .46%H

  (.13)%

  (.35)%I

  (.58)%

  (.16)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 1,164

$ 1,263

$ 1,212

$ 1,461

$ 1,501

$ 1,223

Portfolio turnover rateG

  51%A

  34%

  69%

  38%

  43%

  46%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H Investment income per share reflects a large, non-recurring dividend which amounted to $.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .29%.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.50)%.

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

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

Semiannual Report

Financial Highlights - Class T

 

Six months ended
May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 29.69

$ 21.52

$ 22.75

$ 23.57

$ 20.37

$ 17.20

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss)E

  -K

  .06H

  (.07)

  (.13)I

  (.18)

  (.07)

Net realized and unrealized gain (loss)

  .80

  8.13

  .75

  .64

  3.38

  3.96

Total from investment operations

  .80

  8.19

  .68

  .51

  3.20

  3.89

Distributions from net investment income

  -

  (.01)

  -

  -

  -

  -

Distributions from net realized gain

  (3.50)

  (.01)

  (1.91)

  (1.33)

  -

  (.72)

Total distributions

  (3.50)

  (.02)

  (1.91)

  (1.33)

  -

  (.72)

Net asset value, end of period

$ 26.99

$ 29.69

$ 21.52

$ 22.75

$ 23.57

$ 20.37

Total ReturnB, C, D

  3.39%

  38.11%

  3.64%

  1.94%

  15.71%

  23.69%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  1.19%A

  1.22%

  1.26%

  1.51%

  1.63%

  1.74%

Expenses net of fee waivers, if any

  1.19%A

  1.22%

  1.26%

  1.51%

  1.63%

  1.65%

Expenses net of all reductions

  1.19%A

  1.21%

  1.25%

  1.51%

  1.63%

  1.65%

Net investment income (loss)

  (.02)%A

  .25%H

  (.33)%

  (.55)%I

  (.81)%

  (.41)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 1,018

$ 1,113

$ 1,054

$ 1,244

$ 1,356

$ 1,277

Portfolio turnover rateG

  51%A

  34%

  69%

  38%

  43%

  46%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H Investment income per share reflects a large, non-recurring dividend which amounted to $.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .09%.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.70)%.

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

K Amount represents less than $.01 per share.

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

Semiannual Report

Financial Highlights - Class B

 

Six months ended
May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.45

$ 19.27

$ 20.69

$ 21.66

$ 18.82

$ 16.02

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss)E

  (.07)

  (.08)H

  (.18)

  (.25)I

  (.27)

  (.15)

Net realized and unrealized gain (loss)

  .69

  7.26

  .67

  .61

  3.11

  3.67

Total from investment operations

  .62

  7.18

  .49

  .36

  2.84

  3.52

Distributions from net realized gain

  (3.50)

  -

  (1.91)

  (1.33)

  -

  (.72)

Net asset value, end of period

$ 23.57

$ 26.45

$ 19.27

$ 20.69

$ 21.66

$ 18.82

Total ReturnB, C, D

  3.08%

  37.26%

  3.03%

  1.39%

  15.09%

  23.10%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  1.80%A

  1.81%

  1.85%

  2.10%

  2.22%

  2.31%

Expenses net of fee waivers, if any

  1.80%A

  1.81%

  1.85%

  2.10%

  2.15%

  2.15%

Expenses net of all reductions

  1.79%A

  1.80%

  1.84%

  2.10%

  2.14%

  2.15%

Net investment income (loss)

  (.63)%A

  (.34)%H

  (.92)%

  (1.14)%I

  (1.33)%

  (.91)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 35

$ 40

$ 40

$ 55

$ 76

$ 89

Portfolio turnover rateG

  51%A

  34%

  69%

  38%

  43%

  46%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H Investment income per share reflects a large, non-recurring dividend which amounted to $.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.51)%.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.29)%.

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

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

Semiannual Report

Financial Highlights - Class C

 

Six months ended
May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.77

$ 19.50

$ 20.90

$ 21.87

$ 19.00

$ 16.16

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss)E

  (.07)

  (.07)H

  (.17)

  (.24)I

  (.27)

  (.15)

Net realized and unrealized gain (loss)

  .71

  7.34

  .68

  .60

  3.14

  3.71

Total from investment operations

  .64

  7.27

  .51

  .36

  2.87

  3.56

Distributions from net realized gain

  (3.50)

  -

  (1.91)

  (1.33)

  -

  (.72)

Net asset value, end of period

$ 23.91

$ 26.77

$ 19.50

$ 20.90

$ 21.87

$ 19.00

Total ReturnB, C, D

  3.12%

  37.28%

  3.10%

  1.37%

  15.11%

  23.15%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  1.73%A

  1.76%

  1.81%

  2.06%

  2.18%

  2.28%

Expenses net of fee waivers, if any

  1.73%A

  1.76%

  1.81%

  2.06%

  2.15%

  2.15%

Expenses net of all reductions

  1.72%A

  1.75%

  1.80%

  2.05%

  2.14%

  2.15%

Net investment income (loss)

  (.56)%A

  (.29)%H

  (.88)%

  (1.10)%I

  (1.33)%

  (.91)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 320

$ 334

$ 284

$ 328

$ 336

$ 299

Portfolio turnover rateG

  51%A

  34%

  69%

  38%

  43%

  46%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

H Investment income per share reflects a large, non-recurring dividend which amounted to $.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.45)%.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.25)%.

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

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

Semiannual Report

Financial Highlights - Institutional Class

 

Six months ended
May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 32.73

$ 23.73

$ 24.77

$ 25.42

$ 21.86

$ 18.42

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss)D

  .07

  .21G

  .04

  (.01)H

  (.07)

  .02

Net realized and unrealized gain (loss)

  .90

  8.94

  .83

  .69

  3.63

  4.24

Total from investment operations

  .97

  9.15

  .87

  .68

  3.56

  4.26

Distributions from net investment income

  (.06)

  (.13)

  -

  -

  -

  (.10)

Distributions from net realized gain

  (3.50)

  (.01)

  (1.91)

  (1.33)

  -

  (.72)

Total distributions

  (3.56)

  (.15)J

  (1.91)

  (1.33)

  -

  (.82)

Net asset value, end of period

$ 30.14

$ 32.73

$ 23.73

$ 24.77

$ 25.42

$ 21.86

Total ReturnB, C

  3.63%

  38.79%

  4.15%

  2.49%

  16.29%

  24.31%

Ratios to Average Net Assets E, I

 

 

 

 

 

Expenses before reductions

  .70%A

  .71%

  .75%

  1.01%

  1.12%

  1.21%

Expenses net of fee waivers, if any

  .70%A

  .71%

  .75%

  1.01%

  1.12%

  1.15%

Expenses net of all reductions

  .69%A

  .70%

  .74%

  1.00%

  1.12%

  1.15%

Net investment income (loss)

  .47%A

  .76%G

  .18%

  (.05)%H

  (.30)%

  .09%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 601

$ 718

$ 1,141

$ 1,314

$ 1,165

$ 977

Portfolio turnover rateF

  51%A

  34%

  69%

  38%

  43%

  46%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G Investment income per share reflects a large, non-recurring dividend which amounted to $.05 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .59%.

H Investment income per share reflects a large, non-recurring dividend which amounted to $.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.19)%.

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

J Total distributions of $.15 per share is comprised of distributions from net investment income of $.133 and distributions from net realized gain of $.014 per share.

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

Semiannual Report

Financial Highlights - Class Z

 

Six months ended
May 31, 2014

Year ended
November 30,

 

(Unaudited)

2013H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 32.74

$ 29.79

Income from Investment Operations

 

 

Net investment income (loss)D

  .09

  .02G

Net realized and unrealized gain (loss)

  .91

  2.93

Total from investment operations

  1.00

  2.95

Distributions from net investment income

  (.16)

  -

Distributions from net realized gain

  (3.50)

  -

Total distributions

  (3.66)

  -

Net asset value, end of period

$ 30.08

$ 32.74

Total ReturnB, C

  3.73%

  9.90%

Ratios to Average Net Assets E, I

 

Expenses before reductions

  .54%A

  .56%A

Expenses net of fee waivers, if any

  .54%A

  .56%A

Expenses net of all reductions

  .54%A

  .55%A

Net investment income (loss)

  .63%A

  .26%A, G

Supplemental Data

 

Net assets, end of period (in millions)

$ 7

$ 5

Portfolio turnover rateF

  51%A

  34%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

G Investment income per share reflects a large, non-recurring dividend which amounted to $.01 per share. Excluding this non-recurring dividends, the ratio of net investment income (loss) to average net assets would have been .09%.

H For the period August 13, 2013 (commencement of sale of shares) to November 30, 2013.

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

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

Semiannual Report


Notes to Financial Statements

For the period ended May 31, 2014 (Unaudited)

(Amounts in thousands except percentages)

1. Organization.

Fidelity Advisor® Small Cap Fund (the Fund) is a fund of Fidelity Advisor Series I (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Institutional Class and Class Z shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase.

2. Investments in Fidelity Central Funds.

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

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .01%.

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

3. Significant Accounting Policies.

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Fidelity Management & Research Company (FMR) Fair Value Committee (the Committee), in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

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

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

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

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

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

Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of May 31, 2014, including information on transfers between Levels 1 and 2, is included at the end of the Fund's Schedule of Investments.

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

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

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

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

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

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

Semiannual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

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

Book-tax differences are primarily due to futures contracts, foreign currency transactions, passive foreign investment companies (PFIC), redemptions in kind, partnerships, capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.

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

Gross unrealized appreciation

$ 762,749

Gross unrealized depreciation

(77,561)

Net unrealized appreciation (depreciation) on securities and other investments

$ 685,188

 

 

Tax cost

$ 2,510,740

Delayed Delivery Transactions and When-Issued Securities. During the period, the Fund transacted in securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. The securities purchased on a delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting 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.

4. Derivative Instruments.

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

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

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

Equity Risk

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

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

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and

Semiannual Report

4. Derivative Instruments - continued

Risk Exposures and the Use of Derivative Instruments - continued

Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

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

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

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

During the period the Fund recognized net realized gain (loss) of $4,698 and a change in net unrealized appreciation (depreciation) of $(6,553) related to its investment in futures contracts. These amounts are included in the Statement of Operations.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $795,959 and $1,043,311, respectively.

6. Fees and Other Transactions with Affiliates.

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

6. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the Institutional Class of the Fund as compared to its benchmark index, the Russell 2000 Index, over the same 36 month performance period. For the reporting period, the total annualized management fee rate, including the performance adjustment, was .45% of the Fund's average net assets. The performance adjustment included in the management fee rate may be higher or lower than the maximum performance adjustment rate due to the difference between the average net assets for the reporting and performance periods.

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

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 1,492

$ 17

Class T

.25%

.25%

2,607

15

Class B

.75%

.25%

184

138

Class C

.75%

.25%

1,609

123

 

 

 

$ 5,892

$ 293

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Semiannual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

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

 

Retained
by FDC

Class A

$ 83

Class T

14

Class B*

17

Class C*

7

 

$ 121

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

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

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

 

Amount

% of
Average
Net Assets
*

Class A

$ 1,361

.23

Class T

1,031

.20

Class B

55

.30

Class C

371

.23

Institutional Class

658

.20

Class Z

1

.05

 

$ 3,477

 

* Annualized

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

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

6. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $28 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $3 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $450, including three hundred and twenty-two dollars from securities loaned to FCM.

Semiannual Report

9. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $66 for the period.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
May 31, 2014

Year ended
November 30, 2013

From net investment income

 

 

Class A

$ 284

$ 2,598

Class T

-

386

Institutional Class

1,305

6,266

Class Z

22

-

Total

$ 1,611

$ 9,250

From net realized gain

 

 

Class A

$ 142,771

$ 743

Class T

131,370

678

Class B

5,267

-

Class C

43,783

-

Institutional Class

76,492

659

Class Z

504

-

Total

$ 400,187

$ 2,080

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Six months ended
May 31,
2014

Year ended
November 30,
2013
A

Six months ended
May 31,
2014

Year ended
November 30,
2013
A

Class A

 

 

 

 

Shares sold

3,113

8,347

$ 86,167

$ 219,693

Reinvestment of distributions

4,985

140

134,212

3,122

Shares redeemed

(7,818)

(21,663)

(216,800)

(562,269)

Net increase (decrease)

280

(13,176)

$ 3,579

$ (339,454)

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

11. Share Transactions - continued

 

Shares

Dollars

Six months ended
May 31,
2014

Year ended
November 30,
2013
A

Six months ended
May 31,
2014

Year ended
November 30,
2013
A

Class T

 

 

 

 

Shares sold

3,171

7,343

$ 83,720

$ 185,578

Reinvestment of distributions

4,931

47

126,639

1,017

Shares redeemed

(7,885)

(18,873)

(208,168)

(469,350)

Net increase (decrease)

217

(11,483)

$ 2,191

$ (282,755)

Class B

 

 

 

 

Shares sold

11

15

$ 258

$ 339

Reinvestment of distributions

220

-

4,958

-

Shares redeemed

(267)

(591)

(6,178)

(13,025)

Net increase (decrease)

(36)

(576)

$ (962)

$ (12,686)

Class C

 

 

 

 

Shares sold

801

1,802

$ 18,785

$ 41,461

Reinvestment of distributions

1,754

-

40,042

-

Shares redeemed

(1,637)

(3,914)

(38,396)

(89,461)

Net increase (decrease)

918

(2,112)

$ 20,431

$ (48,000)

Institutional Class

 

 

 

 

Shares sold

2,765

9,471

$ 81,272

$ 253,670

Reinvestment of distributions

2,348

264

67,135

6,205

Shares redeemed

(7,115)

(35,873)B

(210,479)

(1,032,519)B

Net increase (decrease)

(2,002)

(26,138)

$ (62,072)

$ (772,644)

Class Z

 

 

 

 

Shares sold

94

146

$ 2,725

$ 4,691

Reinvestment of distributions

18

-

526

-

Shares redeemed

(33)

-*

(962)

(13)

Net increase (decrease)

79

146

$ 2,289

$ 4,678

A Share transactions for Class Z are for the period August 13, 2013 (commencement of sale of shares) to November 30, 2013.

B Amount includes in-kind redemptions.

* Amount represents three hundred eighty eight.

Semiannual Report

12. Other.

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

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

(Fidelity Investment logo)(registered trademark)

ASCFI-USAN-0714
1.786802.111

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Small Cap

Fund - Class A, Class T, Class B
and Class C

Semiannual Report

May 31, 2014

(Fidelity Cover Art)


Contents

Shareholder Expense Example

(Click Here)

An example of shareholder expenses.

Investment Changes

(Click Here)

A summary of major shifts in the fund's investments over the past six months.

Investments

(Click Here)

A complete list of the fund's investments with their market values.

Financial Statements

(Click Here)

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

(Click Here)

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2014 FMR LLC. All rights reserved.

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

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report


Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 1, 2013 to May 31, 2014).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

Semiannual Report

Shareholder Expense Example - continued

 

Annualized
Expense Ratio
B

Beginning
Account Value
December 1, 2013

Ending
Account Value
May 31, 2014

Expenses Paid
During Period
*
December 1, 2013
to May 31, 2014

Class A

.97%

 

 

 

Actual

 

$ 1,000.00

$ 1,035.10

$ 4.92

HypotheticalA

 

$ 1,000.00

$ 1,020.09

$ 4.89

Class T

1.19%

 

 

 

Actual

 

$ 1,000.00

$ 1,033.90

$ 6.03

HypotheticalA

 

$ 1,000.00

$ 1,019.00

$ 5.99

Class B

1.80%

 

 

 

Actual

 

$ 1,000.00

$ 1,030.80

$ 9.11

HypotheticalA

 

$ 1,000.00

$ 1,015.96

$ 9.05

Class C

1.73%

 

 

 

Actual

 

$ 1,000.00

$ 1,031.20

$ 8.76

HypotheticalA

 

$ 1,000.00

$ 1,016.31

$ 8.70

Institutional Class

.70%

 

 

 

Actual

 

$ 1,000.00

$ 1,036.30

$ 3.55

HypotheticalA

 

$ 1,000.00

$ 1,021.44

$ 3.53

Class Z

.54%

 

 

 

Actual

 

$ 1,000.00

$ 1,037.30

$ 2.74

HypotheticalA

 

$ 1,000.00

$ 1,022.24

$ 2.72

A 5% return per year before expenses

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

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

Semiannual Report


Investment Changes (Unaudited)

Top Ten Stocks as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Community Health Systems, Inc.

2.1

0.9

Darling International, Inc.

2.0

1.0

VeriFone Systems, Inc.

2.0

0.8

Global Payments, Inc.

2.0

1.8

Primerica, Inc.

1.9

1.7

Office Depot, Inc.

1.8

1.7

The Ensign Group, Inc.

1.8

1.6

WESCO International, Inc.

1.7

1.5

CDW Corp.

1.7

1.1

RenaissanceRe Holdings Ltd.

1.7

0.8

 

18.7

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

21.2

19.2

Information Technology

18.7

16.7

Industrials

16.8

14.7

Consumer Discretionary

15.6

16.3

Health Care

12.1

11.3

Asset Allocation (% of fund's net assets)

As of May 31, 2014 *

As of November 30, 2013 **

asc502995

Stocks and
Equity Futures 99.1%

 

asc502995

Stocks and
Equity Futures 99.7%

 

asc502998

Other Investments 0.6%

 

asc503000

Other Investments 0.0%

 

asc503002

Short-Term
Investments and
Net Other Assets
(Liabilities) 0.3%

 

asc503002

Short-Term
Investments and
Net Other Assets
(Liabilities) 0.3%

 

* Foreign investments

18.3%

 

** Foreign investments

19.7%

 

asc503005

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 96.9%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 15.6%

Diversified Consumer Services - 1.6%

Best Bridal, Inc. (e)(f)

2,800,000

$ 16,719

Grand Canyon Education, Inc. (a)

350,000

15,418

Meiko Network Japan Co. Ltd. (f)

1,577,900

18,464

 

50,601

Hotels, Restaurants & Leisure - 1.3%

Bally Technologies, Inc. (a)

400,000

23,600

Texas Roadhouse, Inc. Class A

650,000

16,432

 

40,032

Household Durables - 1.7%

Iida Group Holdings Co. Ltd.

1,100,000

16,638

Tupperware Brands Corp.

440,000

36,837

 

53,475

Leisure Products - 1.0%

Smith & Wesson Holding Corp. (a)(e)

2,000,000

31,760

Media - 1.1%

Harte-Hanks, Inc.

3,100,000

22,041

John Wiley & Sons, Inc. Class A

234,800

12,862

 

34,903

Multiline Retail - 1.0%

Big Lots, Inc. (a)

700,000

29,708

Specialty Retail - 4.5%

Aarons, Inc. Class A

1,100,000

36,124

Genesco, Inc. (a)

500,000

37,445

Jumbo SA (a)

840,909

12,540

Office Depot, Inc. (a)

11,000,000

56,320

 

142,429

Textiles, Apparel & Luxury Goods - 3.4%

Crocs, Inc. (a)

1,500,000

22,395

Skechers U.S.A., Inc. Class A (sub. vtg.) (a)

800,000

35,600

Steven Madden Ltd. (a)

1,100,000

35,046

Wolverine World Wide, Inc.

500,000

12,935

 

105,976

TOTAL CONSUMER DISCRETIONARY

488,884

CONSUMER STAPLES - 3.9%

Food & Staples Retailing - 1.9%

Ain Pharmaciez, Inc.

100,000

4,563

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Food & Staples Retailing - continued

Sundrug Co. Ltd.

600,000

$ 26,991

Tsuruha Holdings, Inc.

500,000

26,877

 

58,431

Food Products - 2.0%

Darling International, Inc. (a)

3,200,000

63,968

TOTAL CONSUMER STAPLES

122,399

ENERGY - 6.6%

Energy Equipment & Services - 5.0%

Cathedral Energy Services Ltd. (f)

3,141,600

14,226

Key Energy Services, Inc. (a)

4,400,000

35,420

McDermott International, Inc. (a)(e)

2,000,000

14,520

Oil States International, Inc. (a)

320,000

34,426

Oil States International, Inc. (a)(i)

200,000

12,170

Pason Systems, Inc.

1,300,000

35,428

Western Energy Services Corp. (a)(g)

1,080,720

10,844

 

157,034

Oil, Gas & Consumable Fuels - 1.6%

World Fuel Services Corp.

1,100,000

50,996

TOTAL ENERGY

208,030

FINANCIALS - 20.6%

Banks - 5.2%

Bank of the Ozarks, Inc.

250,000

14,760

East West Bancorp, Inc.

1,000,000

33,480

Investors Bancorp, Inc.

3,316,300

35,816

Prosperity Bancshares, Inc.

300,000

17,439

Square 1 Financial, Inc. Class A

930,652

17,580

Umpqua Holdings Corp.

1,357,724

22,497

Wilshire Bancorp, Inc.

2,200,000

22,198

 

163,770

Consumer Finance - 0.9%

EZCORP, Inc. (non-vtg.) Class A (a)

1,765,700

21,577

Portfolio Recovery Associates, Inc. (a)

113,728

6,345

 

27,922

Insurance - 7.8%

CNO Financial Group, Inc.

2,200,000

35,486

Enstar Group Ltd. (a)

180,000

25,362

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Insurance - continued

HCC Insurance Holdings, Inc.

750,000

$ 35,235

Primerica, Inc.

1,300,000

58,552

Reinsurance Group of America, Inc.

500,000

39,080

RenaissanceRe Holdings Ltd.

500,000

52,085

 

245,800

Real Estate Investment Trusts - 6.3%

Corrections Corp. of America

1,150,000

37,410

EPR Properties

750,000

40,440

Equity Lifestyle Properties, Inc.

350,000

15,309

MFA Financial, Inc.

3,900,000

32,097

National Health Investors, Inc.

550,000

34,496

Rouse Properties, Inc.

1,400,000

22,848

Sovran Self Storage, Inc.

200,000

15,360

 

197,960

Real Estate Management & Development - 0.4%

Relo Holdings Corp.

200,000

11,562

TOTAL FINANCIALS

647,014

HEALTH CARE - 12.1%

Biotechnology - 1.1%

United Therapeutics Corp. (a)

350,000

33,509

Health Care Equipment & Supplies - 1.1%

The Cooper Companies, Inc.

270,000

34,835

Health Care Providers & Services - 7.1%

AmSurg Corp. (a)

713,000

32,285

Community Health Systems, Inc. (a)

1,600,000

66,829

Health Net, Inc. (a)

700,000

27,986

MEDNAX, Inc. (a)

300,000

17,289

Providence Service Corp. (a)

600,000

24,120

The Ensign Group, Inc. (f)

1,200,000

56,280

 

224,789

Pharmaceuticals - 2.8%

Jazz Pharmaceuticals PLC (a)

150,000

21,279

Phibro Animal Health Corp. Class A

1,301,400

24,766

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Pharmaceuticals - continued

Prestige Brands Holdings, Inc. (a)

650,000

$ 22,230

Sawai Pharmaceutical Co. Ltd.

300,000

18,706

 

86,981

TOTAL HEALTH CARE

380,114

INDUSTRIALS - 16.8%

Aerospace & Defense - 2.8%

Engility Holdings, Inc. (a)

600,000

23,190

Moog, Inc. Class A (a)

400,000

28,824

Teledyne Technologies, Inc. (a)

400,000

37,908

 

89,922

Commercial Services & Supplies - 3.9%

Deluxe Corp.

500,000

28,045

Mitie Group PLC

5,600,000

31,474

UniFirst Corp.

250,000

24,738

West Corp.

1,500,000

40,200

 

124,457

Construction & Engineering - 0.9%

Badger Daylighting Ltd.

900,000

29,051

Machinery - 4.5%

Federal Signal Corp.

1,800,000

24,696

Hy-Lok Corp. (f)

699,000

20,956

Standex International Corp.

450,000

33,228

TriMas Corp. (a)

900,000

31,599

Valmont Industries, Inc.

200,000

30,990

 

141,469

Marine - 0.3%

SITC International Holdings Co. Ltd.

19,000,000

8,308

Professional Services - 0.4%

Benefit One, Inc.

1,500,000

11,325

Trading Companies & Distributors - 3.3%

Aceto Corp.

1,200,000

20,916

Textainer Group Holdings Ltd.

750,000

29,055

WESCO International, Inc. (a)

620,000

52,960

 

102,931

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Transportation Infrastructure - 0.7%

Wesco Aircraft Holdings, Inc. (a)

1,000,000

$ 21,740

TOTAL INDUSTRIALS

529,203

INFORMATION TECHNOLOGY - 18.7%

Electronic Equipment & Components - 6.0%

Belden, Inc.

400,000

28,796

CDW Corp.

1,800,000

52,938

Insight Enterprises, Inc. (a)

900,000

24,462

ScanSource, Inc. (a)

350,000

12,985

SYNNEX Corp. (a)

500,000

33,055

Zebra Technologies Corp. Class A (a)

500,000

37,150

 

189,386

Internet Software & Services - 2.3%

Conversant, Inc. (a)(e)

1,300,000

30,654

Perficient, Inc. (a)

800,000

14,112

Stamps.com, Inc. (a)(f)

850,000

27,472

 

72,238

IT Services - 7.5%

EPAM Systems, Inc. (a)

1,000,000

42,070

Genpact Ltd. (a)

1,300,000

21,905

Global Payments, Inc.

900,000

61,704

Syntel, Inc. (a)

350,000

28,315

VeriFone Systems, Inc. (a)

1,900,000

62,339

WEX, Inc. (a)

200,000

19,258

 

235,591

Software - 2.9%

NIIT Technologies Ltd. (f)

3,800,000

25,126

Sword Group (f)

587,339

15,933

Verint Systems, Inc. (a)

620,000

28,725

Zensar Technologies Ltd. (f)

3,500,000

21,602

 

91,386

TOTAL INFORMATION TECHNOLOGY

588,601

MATERIALS - 1.8%

Chemicals - 0.9%

PolyOne Corp.

700,000

28,091

Common Stocks - continued

Shares

Value (000s)

MATERIALS - continued

Containers & Packaging - 0.9%

Sealed Air Corp.

900,000

$ 29,637

TOTAL MATERIALS

57,728

TELECOMMUNICATION SERVICES - 0.3%

Diversified Telecommunication Services - 0.3%

Amcom Telecommunications Ltd.

1,700,000

3,449

Asia Satellite Telecommunications Holdings Ltd.

800,000

3,230

iiNet Ltd.

500,000

3,453

 

10,132

UTILITIES - 0.5%

Gas Utilities - 0.5%

New Jersey Resources Corp.

300,000

16,503

TOTAL COMMON STOCKS

(Cost $2,363,126)


3,048,608

U.S. Treasury Obligations - 0.1%

 

Principal
Amount
(000s)(d)

 

U.S. Treasury Bills, yield at date of purchase 0.02% to 0.04% 7/17/14 to 8/21/14 (j)
(Cost $3,230)

$ 3,230


3,230

Preferred Securities - 0.6%

 

 

 

 

 

FINANCIALS - 0.6%

Diversified Financial Services - 0.6%

Baggot Securities Ltd. 10.24% (g)(h)
(Cost $18,643)

EUR

12,000


18,349

Money Market Funds - 4.0%

Shares

Value (000s)

Fidelity Cash Central Fund, 0.10% (b)

91,089,172

$ 91,089

Fidelity Securities Lending Cash Central Fund, 0.10% (b)(c)

34,652,403

34,652

TOTAL MONEY MARKET FUNDS

(Cost $125,741)


125,741

TOTAL INVESTMENT PORTFOLIO - 101.6%

(Cost $2,510,740)

3,195,928

NET OTHER ASSETS (LIABILITIES) - (1.6)%

(51,432)

NET ASSETS - 100%

$ 3,144,496

Futures Contracts

Expiration
Date

Underlying
Face Amount
at Value (000s)

Unrealized
Appreciation/
(Depreciation)
(000s)

Purchased

Equity Index Contracts

601 ICE Russell 2000 Index Contracts (United States)

June 2014

$ 68,105

$ 785

 

The face value of futures purchased as a percentage of net assets is 2.2%

Currency Abbreviations

EUR

-

European Monetary Unit

Legend

(a) Non-income producing

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

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

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

(e) Security or a portion of the security is on loan at period end.

(f) Affiliated company

(g) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $29,193,000 or 0.9% of net assets.

(h) Security is perpetual in nature with no stated maturity date.

(i) Security or a portion of the security purchased on a delayed delivery or when-issued basis.

(j) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At period end, the value of securities pledged amounted to $3,230,000.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 52

Fidelity Securities Lending Cash Central Fund

450

Total

$ 502

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:

Affiliate
(Amounts in thousands)

Value,
beginning of
period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end of
period

Atrium Innovations, Inc.

$ 46,147

$ -

$ 44,191

$ -

$ -

Badger Daylighting Ltd.

60,809

365

39,687

179

-

Best Bridal, Inc.

18,568

69

-

120

16,719

Cathedral Energy Services Ltd.

14,931

-

-

407

14,226

Hy-Lok Corp.

10,584

7,747

-

110

20,956

Meiko Network Japan Co. Ltd.

16,280

-

-

222

18,464

NIIT Technologies Ltd.

19,396

-

-

-

25,126

Stamps.com, Inc.

40,385

-

1,143

-

27,472

Sword Group

12,673

-

-

693

15,933

The Ensign Group, Inc.

55,437

-

1,216

168

56,280

Zensar Technologies Ltd.

18,120

-

-

224

21,602

Total

$ 313,330

$ 8,181

$ 86,237

$ 2,123

$ 216,778

Other Information

The following is a summary of the inputs used, as of May 31, 2014, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 488,884

$ 437,063

$ 51,821

$ -

Consumer Staples

122,399

63,968

58,431

-

Energy

208,030

208,030

-

-

Financials

647,014

635,452

11,562

-

Health Care

380,114

361,408

18,706

-

Industrials

529,203

517,878

11,325

-

Information Technology

588,601

588,601

-

-

Materials

57,728

57,728

-

-

Telecommunication Services

10,132

10,132

-

-

Utilities

16,503

16,503

-

-

U.S. Government and Government Agency Obligations

3,230

-

3,230

-

Preferred Securities

18,349

-

18,349

-

Money Market Funds

125,741

125,741

-

-

Total Investments in Securities:

$ 3,195,928

$ 3,022,504

$ 173,424

$ -

Derivative Instruments:

Assets

Futures Contracts

$ 785

$ 785

$ -

$ -

The following is a summary of transfers between Level 1 and Level 2 for the period ended May 31, 2014. Transfers are assumed to have occurred at the beginning of the period, and are primarily attributable to the valuation techniques used for foreign equity securities, as discussed in the accompanying Notes to Financial Statements:

Transfers

Total (000s)

Level 1 to Level 2

$ 142,028

Level 2 to Level 1

$ -

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of May 31, 2014. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Primary Risk Exposure /
Derivative Type

(Amounts in thousands)

Value

 

Asset

Liability

Equity Risk

Futures Contracts (a)

$ 785

$ -

Total Value of Derivatives

$ 785

$ -

(a) Reflects gross cumulative appreciation (depreciation) on futures contracts as presented in the Schedule of Investments. Only the period end receivable or payable for daily variation margin and net unrealized appreciation (depreciation) are presented in the Statement of Assets and Liabilities.

Distribution of investments by country or territory of incorporation, as a percentage of total net assets, is as follows (Unaudited):

United States of America

81.7%

Japan

4.9%

Bermuda

4.2%

Canada

2.8%

India

1.5%

Ireland

1.3%

United Kingdom

1.0%

Others (Individually Less Than 1%)

2.6%

 

100.0%

See accompanying notes which are an integral part of the financial statements.

Semiannual Report


Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

May 31, 2014 (Unaudited)

 

 

 

Assets

Investment in securities, at value (including securities loaned of $33,273) - See accompanying schedule:

Unaffiliated issuers (cost $2,217,958)

$ 2,853,409

 

Fidelity Central Funds (cost $125,741)

125,741

 

Other affiliated issuers (cost $167,041)

216,778

 

Total Investments (cost $2,510,740)

 

$ 3,195,928

Cash

 

1,161

Receivable for investments sold

7,064

Receivable for fund shares sold

2,120

Dividends receivable

1,982

Distributions receivable from Fidelity Central Funds

61

Prepaid expenses

1

Other receivables

20

Total assets

3,208,337

 

 

 

Liabilities

Payable for investments purchased
Regular delivery

$ 10,503

Delayed delivery

8,025

Payable for fund shares redeemed

7,437

Accrued management fee

1,166

Distribution and service plan fees payable

957

Payable for daily variation margin for derivative instruments

397

Other affiliated payables

640

Other payables and accrued expenses

64

Collateral on securities loaned, at value

34,652

Total liabilities

63,841

 

 

 

Net Assets

$ 3,144,496

Net Assets consist of:

 

Paid in capital

$ 2,156,674

Undistributed net investment income

446

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

301,403

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

685,973

Net Assets

$ 3,144,496

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

May 31, 2014 (Unaudited)

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($1,163,937 ÷ 41,081.09 shares)

$ 28.33

 

 

 

Maximum offering price per share (100/94.25 of $28.33)

$ 30.06

Class T:
Net Asset Value
and redemption price per share ($1,018,055 ÷ 37,723.85 shares)

$ 26.99

 

 

 

Maximum offering price per share (100/96.50 of $26.99)

$ 27.97

Class B:
Net Asset Value
and offering price per share ($34,661 ÷ 1,470.86 shares)A

$ 23.57

 

 

 

Class C:
Net Asset Value
and offering price per share ($320,040 ÷ 13,385.45 shares)A

$ 23.91

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($601,049 ÷ 19,939.56 shares)

$ 30.14

 

 

 

Class Z:
Net Asset Value
, offering price and redemption price per share ($6,754 ÷ 224.54 shares)

$ 30.08

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Statement of Operations

 Amounts in thousands Six months ended May 31, 2014 (Unaudited)

 

  

  

Investment Income

  

  

Dividends (including $2,123 earned from other affiliated issuers)

 

$ 18,443

Income from Fidelity Central Funds

 

502

Total income

 

18,945

 

 

 

Expenses

Management fee
Basic fee

$ 11,384

Performance adjustment

(4,040)

Transfer agent fees

3,477

Distribution and service plan fees

5,892

Accounting and security lending fees

483

Custodian fees and expenses

64

Independent trustees' compensation

7

Registration fees

80

Audit

41

Legal

5

Miscellaneous

14

Total expenses before reductions

17,407

Expense reductions

(66)

17,341

Net investment income (loss)

1,604

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

270,300

Other affiliated issuers

41,108

 

Foreign currency transactions

(673)

Futures contracts

4,698

Total net realized gain (loss)

 

315,433

Change in net unrealized appreciation (depreciation) on:

Investment securities

(202,925)

Assets and liabilities in foreign currencies

13

Futures contracts

(6,553)

Total change in net unrealized appreciation (depreciation)

 

(209,465)

Net gain (loss)

105,968

Net increase (decrease) in net assets resulting from operations

$ 107,572

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

 Amounts in thousands

Six months ended
May 31, 2014
(Unaudited)

Year ended
November 30,
2013

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 1,604

$ 15,726

Net realized gain (loss)

315,433

686,475

Change in net unrealized appreciation (depreciation)

(209,465)

501,751

Net increase (decrease) in net assets resulting
from operations

107,572

1,203,952

Distributions to shareholders from net investment income

(1,611)

(9,250)

Distributions to shareholders from net realized gain

(400,187)

(2,080)

Total distributions

(401,798)

(11,330)

Share transactions - net increase (decrease)

(34,544)

(1,450,861)

Total increase (decrease) in net assets

(328,770)

(258,239)

 

 

 

Net Assets

Beginning of period

3,473,266

3,731,505

End of period (including undistributed net investment income of $446 and undistributed net investment income of $453, respectively)

$ 3,144,496

$ 3,473,266

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class A

 

Six months ended
May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 30.96

$ 22.45

$ 23.60

$ 24.35

$ 21.00

$ 17.69

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss)E

  .03

  .12H

  (.03)

  (.09)I

  (.13)

  (.03)

Net realized and unrealized gain (loss)

  .85

  8.45

  .79

  .67

  3.48

  4.09

Total from investment operations

  .88

  8.57

  .76

  .58

  3.35

  4.06

Distributions from net investment income

  (.01)

  (.05)

  -

  -

  -

  (.03)

Distributions from net realized gain

  (3.50)

  (.01)

  (1.91)

  (1.33)

  -

  (.72)

Total distributions

  (3.51)

  (.06)

  (1.91)

  (1.33)

  -

  (.75)

Net asset value, end of period

$ 28.33

$ 30.96

$ 22.45

$ 23.60

$ 24.35

$ 21.00

Total ReturnB, C, D

  3.51%

  38.30%

  3.87%

  2.17%

  15.95%

  24.04%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  .97%A

  1.01%

  1.06%

  1.31%

  1.44%

  1.53%

Expenses net of fee waivers, if any

  .97%A

  1.01%

  1.06%

  1.31%

  1.40%

  1.40%

Expenses net of all reductions

  .97%A

  1.00%

  1.06%

  1.31%

  1.40%

  1.40%

Net investment income (loss)

  .20%A

  .46%H

  (.13)%

  (.35)%I

  (.58)%

  (.16)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 1,164

$ 1,263

$ 1,212

$ 1,461

$ 1,501

$ 1,223

Portfolio turnover rateG

  51%A

  34%

  69%

  38%

  43%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a large, non-recurring dividend which amounted to $.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .29%.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.50)%.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class T

 

Six months ended
May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 29.69

$ 21.52

$ 22.75

$ 23.57

$ 20.37

$ 17.20

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss)E

  -K

  .06H

  (.07)

  (.13)I

  (.18)

  (.07)

Net realized and unrealized gain (loss)

  .80

  8.13

  .75

  .64

  3.38

  3.96

Total from investment operations

  .80

  8.19

  .68

  .51

  3.20

  3.89

Distributions from net investment income

  -

  (.01)

  -

  -

  -

  -

Distributions from net realized gain

  (3.50)

  (.01)

  (1.91)

  (1.33)

  -

  (.72)

Total distributions

  (3.50)

  (.02)

  (1.91)

  (1.33)

  -

  (.72)

Net asset value, end of period

$ 26.99

$ 29.69

$ 21.52

$ 22.75

$ 23.57

$ 20.37

Total ReturnB, C, D

  3.39%

  38.11%

  3.64%

  1.94%

  15.71%

  23.69%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  1.19%A

  1.22%

  1.26%

  1.51%

  1.63%

  1.74%

Expenses net of fee waivers, if any

  1.19%A

  1.22%

  1.26%

  1.51%

  1.63%

  1.65%

Expenses net of all reductions

  1.19%A

  1.21%

  1.25%

  1.51%

  1.63%

  1.65%

Net investment income (loss)

  (.02)%A

  .25%H

  (.33)%

  (.55)%I

  (.81)%

  (.41)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 1,018

$ 1,113

$ 1,054

$ 1,244

$ 1,356

$ 1,277

Portfolio turnover rateG

  51%A

  34%

  69%

  38%

  43%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a large, non-recurring dividend which amounted to $.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .09%.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.70)%.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class B

 

Six months ended
May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.45

$ 19.27

$ 20.69

$ 21.66

$ 18.82

$ 16.02

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss)E

  (.07)

  (.08)H

  (.18)

  (.25)I

  (.27)

  (.15)

Net realized and unrealized gain (loss)

  .69

  7.26

  .67

  .61

  3.11

  3.67

Total from investment operations

  .62

  7.18

  .49

  .36

  2.84

  3.52

Distributions from net realized gain

  (3.50)

  -

  (1.91)

  (1.33)

  -

  (.72)

Net asset value, end of period

$ 23.57

$ 26.45

$ 19.27

$ 20.69

$ 21.66

$ 18.82

Total ReturnB, C, D

  3.08%

  37.26%

  3.03%

  1.39%

  15.09%

  23.10%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  1.80%A

  1.81%

  1.85%

  2.10%

  2.22%

  2.31%

Expenses net of fee waivers, if any

  1.80%A

  1.81%

  1.85%

  2.10%

  2.15%

  2.15%

Expenses net of all reductions

  1.79%A

  1.80%

  1.84%

  2.10%

  2.14%

  2.15%

Net investment income (loss)

  (.63)%A

  (.34)%H

  (.92)%

  (1.14)%I

  (1.33)%

  (.91)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 35

$ 40

$ 40

$ 55

$ 76

$ 89

Portfolio turnover rateG

  51%A

  34%

  69%

  38%

  43%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a large, non-recurring dividend which amounted to $.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.51)%.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.29)%.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class C

 

Six months ended
May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.77

$ 19.50

$ 20.90

$ 21.87

$ 19.00

$ 16.16

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss)E

  (.07)

  (.07)H

  (.17)

  (.24)I

  (.27)

  (.15)

Net realized and unrealized gain (loss)

  .71

  7.34

  .68

  .60

  3.14

  3.71

Total from investment operations

  .64

  7.27

  .51

  .36

  2.87

  3.56

Distributions from net realized gain

  (3.50)

  -

  (1.91)

  (1.33)

  -

  (.72)

Net asset value, end of period

$ 23.91

$ 26.77

$ 19.50

$ 20.90

$ 21.87

$ 19.00

Total ReturnB, C, D

  3.12%

  37.28%

  3.10%

  1.37%

  15.11%

  23.15%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  1.73%A

  1.76%

  1.81%

  2.06%

  2.18%

  2.28%

Expenses net of fee waivers, if any

  1.73%A

  1.76%

  1.81%

  2.06%

  2.15%

  2.15%

Expenses net of all reductions

  1.72%A

  1.75%

  1.80%

  2.05%

  2.14%

  2.15%

Net investment income (loss)

  (.56)%A

  (.29)%H

  (.88)%

  (1.10)%I

  (1.33)%

  (.91)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 320

$ 334

$ 284

$ 328

$ 336

$ 299

Portfolio turnover rateG

  51%A

  34%

  69%

  38%

  43%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a large, non-recurring dividend which amounted to $.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.45)%.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.25)%.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Institutional Class

 

Six months ended
May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 32.73

$ 23.73

$ 24.77

$ 25.42

$ 21.86

$ 18.42

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss)D

  .07

  .21G

  .04

  (.01)H

  (.07)

  .02

Net realized and unrealized gain (loss)

  .90

  8.94

  .83

  .69

  3.63

  4.24

Total from investment operations

  .97

  9.15

  .87

  .68

  3.56

  4.26

Distributions from net investment income

  (.06)

  (.13)

  -

  -

  -

  (.10)

Distributions from net realized gain

  (3.50)

  (.01)

  (1.91)

  (1.33)

  -

  (.72)

Total distributions

  (3.56)

  (.15)J

  (1.91)

  (1.33)

  -

  (.82)

Net asset value, end of period

$ 30.14

$ 32.73

$ 23.73

$ 24.77

$ 25.42

$ 21.86

Total ReturnB, C

  3.63%

  38.79%

  4.15%

  2.49%

  16.29%

  24.31%

Ratios to Average Net Assets E, I

 

 

 

 

 

Expenses before reductions

  .70%A

  .71%

  .75%

  1.01%

  1.12%

  1.21%

Expenses net of fee waivers, if any

  .70%A

  .71%

  .75%

  1.01%

  1.12%

  1.15%

Expenses net of all reductions

  .69%A

  .70%

  .74%

  1.00%

  1.12%

  1.15%

Net investment income (loss)

  .47%A

  .76%G

  .18%

  (.05)%H

  (.30)%

  .09%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 601

$ 718

$ 1,141

$ 1,314

$ 1,165

$ 977

Portfolio turnover rateF

  51%A

  34%

  69%

  38%

  43%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Investment income per share reflects a large, non-recurring dividend which amounted to $.05 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .59%.

H Investment income per share reflects a large, non-recurring dividend which amounted to $.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.19)%.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Total distributions of $.15 per share is comprised of distributions from net investment income of $.133 and distributions from net realized gain of $.014 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class Z

 

Six months ended
May 31, 2014

Year ended
November 30,

 

(Unaudited)

2013H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 32.74

$ 29.79

Income from Investment Operations

 

 

Net investment income (loss)D

  .09

  .02G

Net realized and unrealized gain (loss)

  .91

  2.93

Total from investment operations

  1.00

  2.95

Distributions from net investment income

  (.16)

  -

Distributions from net realized gain

  (3.50)

  -

Total distributions

  (3.66)

  -

Net asset value, end of period

$ 30.08

$ 32.74

Total ReturnB, C

  3.73%

  9.90%

Ratios to Average Net Assets E, I

 

Expenses before reductions

  .54%A

  .56%A

Expenses net of fee waivers, if any

  .54%A

  .56%A

Expenses net of all reductions

  .54%A

  .55%A

Net investment income (loss)

  .63%A

  .26%A, G

Supplemental Data

 

Net assets, end of period (in millions)

$ 7

$ 5

Portfolio turnover rateF

  51%A

  34%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Investment income per share reflects a large, non-recurring dividend which amounted to $.01 per share. Excluding this non-recurring dividends, the ratio of net investment income (loss) to average net assets would have been .09%.

H For the period August 13, 2013 (commencement of sale of shares) to November 30, 2013.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of long-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report


Notes to Financial Statements

For the period ended May 31, 2014 (Unaudited)

(Amounts in thousands except percentages)

1. Organization.

Fidelity Advisor® Small Cap Fund (the Fund) is a fund of Fidelity Advisor Series I (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Institutional Class and Class Z shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase.

2. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .01%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Fidelity Management & Research Company (FMR) Fair Value Committee (the Committee), in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Preferred securities and U.S. government and government agency obligations, are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of May 31, 2014, including information on transfers between Levels 1 and 2, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. 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. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the

Semiannual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to futures contracts, foreign currency transactions, passive foreign investment companies (PFIC), redemptions in kind, partnerships, capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 762,749

Gross unrealized depreciation

(77,561)

Net unrealized appreciation (depreciation) on securities and other investments

$ 685,188

 

 

Tax cost

$ 2,510,740

Delayed Delivery Transactions and When-Issued Securities. During the period, the Fund transacted in securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. The securities purchased on a delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting 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.

4. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk

Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and

Semiannual Report

4. Derivative Instruments - continued

Risk Exposures and the Use of Derivative Instruments - continued

Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts." The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end and is representative of volume of activity during the period. Securities deposited to meet initial margin requirements are identified in the Schedule of Investments.

During the period the Fund recognized net realized gain (loss) of $4,698 and a change in net unrealized appreciation (depreciation) of $(6,553) related to its investment in futures contracts. These amounts are included in the Statement of Operations.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $795,959 and $1,043,311, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment advisor)and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

6. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the Institutional Class of the Fund as compared to its benchmark index, the Russell 2000 Index, over the same 36 month performance period. For the reporting period, the total annualized management fee rate, including the performance adjustment, was .45% of the Fund's average net assets. The performance adjustment included in the management fee rate may be higher or lower than the maximum performance adjustment rate due to the difference between the average net assets for the reporting and performance periods.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 1,492

$ 17

Class T

.25%

.25%

2,607

15

Class B

.75%

.25%

184

138

Class C

.75%

.25%

1,609

123

 

 

 

$ 5,892

$ 293

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Semiannual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 83

Class T

14

Class B*

17

Class C*

7

 

$ 121

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class Z. FIIOC receives an asset-based fee of Class Z's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets
*

Class A

$ 1,361

.23

Class T

1,031

.20

Class B

55

.30

Class C

371

.23

Institutional Class

658

.20

Class Z

1

.05

 

$ 3,477

 

* Annualized

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

6. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $28 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $3 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $450, including three hundred and twenty-two dollars from securities loaned to FCM.

Semiannual Report

9. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $66 for the period.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
May 31, 2014

Year ended
November 30, 2013

From net investment income

 

 

Class A

$ 284

$ 2,598

Class T

-

386

Institutional Class

1,305

6,266

Class Z

22

-

Total

$ 1,611

$ 9,250

From net realized gain

 

 

Class A

$ 142,771

$ 743

Class T

131,370

678

Class B

5,267

-

Class C

43,783

-

Institutional Class

76,492

659

Class Z

504

-

Total

$ 400,187

$ 2,080

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Six months ended
May 31,
2014

Year ended
November 30,
2013
A

Six months ended
May 31,
2014

Year ended
November 30,
2013
A

Class A

 

 

 

 

Shares sold

3,113

8,347

$ 86,167

$ 219,693

Reinvestment of distributions

4,985

140

134,212

3,122

Shares redeemed

(7,818)

(21,663)

(216,800)

(562,269)

Net increase (decrease)

280

(13,176)

$ 3,579

$ (339,454)

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

11. Share Transactions - continued

 

Shares

Dollars

Six months ended
May 31,
2014

Year ended
November 30,
2013
A

Six months ended
May 31,
2014

Year ended
November 30,
2013
A

Class T

 

 

 

 

Shares sold

3,171

7,343

$ 83,720

$ 185,578

Reinvestment of distributions

4,931

47

126,639

1,017

Shares redeemed

(7,885)

(18,873)

(208,168)

(469,350)

Net increase (decrease)

217

(11,483)

$ 2,191

$ (282,755)

Class B

 

 

 

 

Shares sold

11

15

$ 258

$ 339

Reinvestment of distributions

220

-

4,958

-

Shares redeemed

(267)

(591)

(6,178)

(13,025)

Net increase (decrease)

(36)

(576)

$ (962)

$ (12,686)

Class C

 

 

 

 

Shares sold

801

1,802

$ 18,785

$ 41,461

Reinvestment of distributions

1,754

-

40,042

-

Shares redeemed

(1,637)

(3,914)

(38,396)

(89,461)

Net increase (decrease)

918

(2,112)

$ 20,431

$ (48,000)

Institutional Class

 

 

 

 

Shares sold

2,765

9,471

$ 81,272

$ 253,670

Reinvestment of distributions

2,348

264

67,135

6,205

Shares redeemed

(7,115)

(35,873)B

(210,479)

(1,032,519)B

Net increase (decrease)

(2,002)

(26,138)

$ (62,072)

$ (772,644)

Class Z

 

 

 

 

Shares sold

94

146

$ 2,725

$ 4,691

Reinvestment of distributions

18

-

526

-

Shares redeemed

(33)

-*

(962)

(13)

Net increase (decrease)

79

146

$ 2,289

$ 4,678

A Share transactions for Class Z are for the period August 13, 2013 (commencement of sale of shares) to November 30, 2013.

B Amount includes in-kind redemptions.

* Amount represents three hundred eighty eight.

Semiannual Report

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

(Fidelity Investment logo)(registered trademark)

ASCF-USAN-0714
1.786801.111

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor®

Small Cap

Fund - Class Z

Semiannual Report

May 31, 2014

(Fidelity Cover Art)


Contents

Shareholder Expense Example

(Click Here)

An example of shareholder expenses.

Investment Changes

(Click Here)

A summary of major shifts in the fund's investments over the past six months.

Investments

(Click Here)

A complete list of the fund's investments with their market values.

Financial Statements

(Click Here)

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

(Click Here)

Notes to the financial statements.

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third-party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company. © 2014 FMR LLC. All rights reserved.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com, http://www.advisor.fidelity.com, or http://www.401k.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report


Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 1, 2013 to May 31, 2014).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Semiannual Report

Shareholder Expense Example - continued

 

Annualized
Expense Ratio
B

Beginning
Account Value
December 1, 2013

Ending
Account Value
May 31, 2014

Expenses Paid
During Period
*
December 1, 2013
to May 31, 2014

Class A

.97%

 

 

 

Actual

 

$ 1,000.00

$ 1,035.10

$ 4.92

HypotheticalA

 

$ 1,000.00

$ 1,020.09

$ 4.89

Class T

1.19%

 

 

 

Actual

 

$ 1,000.00

$ 1,033.90

$ 6.03

HypotheticalA

 

$ 1,000.00

$ 1,019.00

$ 5.99

Class B

1.80%

 

 

 

Actual

 

$ 1,000.00

$ 1,030.80

$ 9.11

HypotheticalA

 

$ 1,000.00

$ 1,015.96

$ 9.05

Class C

1.73%

 

 

 

Actual

 

$ 1,000.00

$ 1,031.20

$ 8.76

HypotheticalA

 

$ 1,000.00

$ 1,016.31

$ 8.70

Institutional Class

.70%

 

 

 

Actual

 

$ 1,000.00

$ 1,036.30

$ 3.55

HypotheticalA

 

$ 1,000.00

$ 1,021.44

$ 3.53

Class Z

.54%

 

 

 

Actual

 

$ 1,000.00

$ 1,037.30

$ 2.74

HypotheticalA

 

$ 1,000.00

$ 1,022.24

$ 2.72

A 5% return per year before expenses

B Annualized expense ratio reflects expenses net of applicable fee waivers.

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

Semiannual Report


Investment Changes (Unaudited)

Top Ten Stocks as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Community Health Systems, Inc.

2.1

0.9

Darling International, Inc.

2.0

1.0

VeriFone Systems, Inc.

2.0

0.8

Global Payments, Inc.

2.0

1.8

Primerica, Inc.

1.9

1.7

Office Depot, Inc.

1.8

1.7

The Ensign Group, Inc.

1.8

1.6

WESCO International, Inc.

1.7

1.5

CDW Corp.

1.7

1.1

RenaissanceRe Holdings Ltd.

1.7

0.8

 

18.7

Top Five Market Sectors as of May 31, 2014

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

21.2

19.2

Information Technology

18.7

16.7

Industrials

16.8

14.7

Consumer Discretionary

15.6

16.3

Health Care

12.1

11.3

Asset Allocation (% of fund's net assets)

As of May 31, 2014 *

As of November 30, 2013 **

cfz627348

Stocks and
Equity Futures 99.1%

 

cfz627348

Stocks and
Equity Futures 99.7%

 

cfz627351

Other Investments 0.6%

 

cfz627353

Other Investments 0.0%

 

cfz627355

Short-Term
Investments and
Net Other Assets
(Liabilities) 0.3%

 

cfz627355

Short-Term
Investments and
Net Other Assets
(Liabilities) 0.3%

 

* Foreign investments

18.3%

 

** Foreign investments

19.7%

 

cfz627358

Semiannual Report


Investments May 31, 2014 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 96.9%

Shares

Value (000s)

CONSUMER DISCRETIONARY - 15.6%

Diversified Consumer Services - 1.6%

Best Bridal, Inc. (e)(f)

2,800,000

$ 16,719

Grand Canyon Education, Inc. (a)

350,000

15,418

Meiko Network Japan Co. Ltd. (f)

1,577,900

18,464

 

50,601

Hotels, Restaurants & Leisure - 1.3%

Bally Technologies, Inc. (a)

400,000

23,600

Texas Roadhouse, Inc. Class A

650,000

16,432

 

40,032

Household Durables - 1.7%

Iida Group Holdings Co. Ltd.

1,100,000

16,638

Tupperware Brands Corp.

440,000

36,837

 

53,475

Leisure Products - 1.0%

Smith & Wesson Holding Corp. (a)(e)

2,000,000

31,760

Media - 1.1%

Harte-Hanks, Inc.

3,100,000

22,041

John Wiley & Sons, Inc. Class A

234,800

12,862

 

34,903

Multiline Retail - 1.0%

Big Lots, Inc. (a)

700,000

29,708

Specialty Retail - 4.5%

Aarons, Inc. Class A

1,100,000

36,124

Genesco, Inc. (a)

500,000

37,445

Jumbo SA (a)

840,909

12,540

Office Depot, Inc. (a)

11,000,000

56,320

 

142,429

Textiles, Apparel & Luxury Goods - 3.4%

Crocs, Inc. (a)

1,500,000

22,395

Skechers U.S.A., Inc. Class A (sub. vtg.) (a)

800,000

35,600

Steven Madden Ltd. (a)

1,100,000

35,046

Wolverine World Wide, Inc.

500,000

12,935

 

105,976

TOTAL CONSUMER DISCRETIONARY

488,884

CONSUMER STAPLES - 3.9%

Food & Staples Retailing - 1.9%

Ain Pharmaciez, Inc.

100,000

4,563

Common Stocks - continued

Shares

Value (000s)

CONSUMER STAPLES - continued

Food & Staples Retailing - continued

Sundrug Co. Ltd.

600,000

$ 26,991

Tsuruha Holdings, Inc.

500,000

26,877

 

58,431

Food Products - 2.0%

Darling International, Inc. (a)

3,200,000

63,968

TOTAL CONSUMER STAPLES

122,399

ENERGY - 6.6%

Energy Equipment & Services - 5.0%

Cathedral Energy Services Ltd. (f)

3,141,600

14,226

Key Energy Services, Inc. (a)

4,400,000

35,420

McDermott International, Inc. (a)(e)

2,000,000

14,520

Oil States International, Inc. (a)

320,000

34,426

Oil States International, Inc. (a)(i)

200,000

12,170

Pason Systems, Inc.

1,300,000

35,428

Western Energy Services Corp. (a)(g)

1,080,720

10,844

 

157,034

Oil, Gas & Consumable Fuels - 1.6%

World Fuel Services Corp.

1,100,000

50,996

TOTAL ENERGY

208,030

FINANCIALS - 20.6%

Banks - 5.2%

Bank of the Ozarks, Inc.

250,000

14,760

East West Bancorp, Inc.

1,000,000

33,480

Investors Bancorp, Inc.

3,316,300

35,816

Prosperity Bancshares, Inc.

300,000

17,439

Square 1 Financial, Inc. Class A

930,652

17,580

Umpqua Holdings Corp.

1,357,724

22,497

Wilshire Bancorp, Inc.

2,200,000

22,198

 

163,770

Consumer Finance - 0.9%

EZCORP, Inc. (non-vtg.) Class A (a)

1,765,700

21,577

Portfolio Recovery Associates, Inc. (a)

113,728

6,345

 

27,922

Insurance - 7.8%

CNO Financial Group, Inc.

2,200,000

35,486

Enstar Group Ltd. (a)

180,000

25,362

Common Stocks - continued

Shares

Value (000s)

FINANCIALS - continued

Insurance - continued

HCC Insurance Holdings, Inc.

750,000

$ 35,235

Primerica, Inc.

1,300,000

58,552

Reinsurance Group of America, Inc.

500,000

39,080

RenaissanceRe Holdings Ltd.

500,000

52,085

 

245,800

Real Estate Investment Trusts - 6.3%

Corrections Corp. of America

1,150,000

37,410

EPR Properties

750,000

40,440

Equity Lifestyle Properties, Inc.

350,000

15,309

MFA Financial, Inc.

3,900,000

32,097

National Health Investors, Inc.

550,000

34,496

Rouse Properties, Inc.

1,400,000

22,848

Sovran Self Storage, Inc.

200,000

15,360

 

197,960

Real Estate Management & Development - 0.4%

Relo Holdings Corp.

200,000

11,562

TOTAL FINANCIALS

647,014

HEALTH CARE - 12.1%

Biotechnology - 1.1%

United Therapeutics Corp. (a)

350,000

33,509

Health Care Equipment & Supplies - 1.1%

The Cooper Companies, Inc.

270,000

34,835

Health Care Providers & Services - 7.1%

AmSurg Corp. (a)

713,000

32,285

Community Health Systems, Inc. (a)

1,600,000

66,829

Health Net, Inc. (a)

700,000

27,986

MEDNAX, Inc. (a)

300,000

17,289

Providence Service Corp. (a)

600,000

24,120

The Ensign Group, Inc. (f)

1,200,000

56,280

 

224,789

Pharmaceuticals - 2.8%

Jazz Pharmaceuticals PLC (a)

150,000

21,279

Phibro Animal Health Corp. Class A

1,301,400

24,766

Common Stocks - continued

Shares

Value (000s)

HEALTH CARE - continued

Pharmaceuticals - continued

Prestige Brands Holdings, Inc. (a)

650,000

$ 22,230

Sawai Pharmaceutical Co. Ltd.

300,000

18,706

 

86,981

TOTAL HEALTH CARE

380,114

INDUSTRIALS - 16.8%

Aerospace & Defense - 2.8%

Engility Holdings, Inc. (a)

600,000

23,190

Moog, Inc. Class A (a)

400,000

28,824

Teledyne Technologies, Inc. (a)

400,000

37,908

 

89,922

Commercial Services & Supplies - 3.9%

Deluxe Corp.

500,000

28,045

Mitie Group PLC

5,600,000

31,474

UniFirst Corp.

250,000

24,738

West Corp.

1,500,000

40,200

 

124,457

Construction & Engineering - 0.9%

Badger Daylighting Ltd.

900,000

29,051

Machinery - 4.5%

Federal Signal Corp.

1,800,000

24,696

Hy-Lok Corp. (f)

699,000

20,956

Standex International Corp.

450,000

33,228

TriMas Corp. (a)

900,000

31,599

Valmont Industries, Inc.

200,000

30,990

 

141,469

Marine - 0.3%

SITC International Holdings Co. Ltd.

19,000,000

8,308

Professional Services - 0.4%

Benefit One, Inc.

1,500,000

11,325

Trading Companies & Distributors - 3.3%

Aceto Corp.

1,200,000

20,916

Textainer Group Holdings Ltd.

750,000

29,055

WESCO International, Inc. (a)

620,000

52,960

 

102,931

Common Stocks - continued

Shares

Value (000s)

INDUSTRIALS - continued

Transportation Infrastructure - 0.7%

Wesco Aircraft Holdings, Inc. (a)

1,000,000

$ 21,740

TOTAL INDUSTRIALS

529,203

INFORMATION TECHNOLOGY - 18.7%

Electronic Equipment & Components - 6.0%

Belden, Inc.

400,000

28,796

CDW Corp.

1,800,000

52,938

Insight Enterprises, Inc. (a)

900,000

24,462

ScanSource, Inc. (a)

350,000

12,985

SYNNEX Corp. (a)

500,000

33,055

Zebra Technologies Corp. Class A (a)

500,000

37,150

 

189,386

Internet Software & Services - 2.3%

Conversant, Inc. (a)(e)

1,300,000

30,654

Perficient, Inc. (a)

800,000

14,112

Stamps.com, Inc. (a)(f)

850,000

27,472

 

72,238

IT Services - 7.5%

EPAM Systems, Inc. (a)

1,000,000

42,070

Genpact Ltd. (a)

1,300,000

21,905

Global Payments, Inc.

900,000

61,704

Syntel, Inc. (a)

350,000

28,315

VeriFone Systems, Inc. (a)

1,900,000

62,339

WEX, Inc. (a)

200,000

19,258

 

235,591

Software - 2.9%

NIIT Technologies Ltd. (f)

3,800,000

25,126

Sword Group (f)

587,339

15,933

Verint Systems, Inc. (a)

620,000

28,725

Zensar Technologies Ltd. (f)

3,500,000

21,602

 

91,386

TOTAL INFORMATION TECHNOLOGY

588,601

MATERIALS - 1.8%

Chemicals - 0.9%

PolyOne Corp.

700,000

28,091

Common Stocks - continued

Shares

Value (000s)

MATERIALS - continued

Containers & Packaging - 0.9%

Sealed Air Corp.

900,000

$ 29,637

TOTAL MATERIALS

57,728

TELECOMMUNICATION SERVICES - 0.3%

Diversified Telecommunication Services - 0.3%

Amcom Telecommunications Ltd.

1,700,000

3,449

Asia Satellite Telecommunications Holdings Ltd.

800,000

3,230

iiNet Ltd.

500,000

3,453

 

10,132

UTILITIES - 0.5%

Gas Utilities - 0.5%

New Jersey Resources Corp.

300,000

16,503

TOTAL COMMON STOCKS

(Cost $2,363,126)


3,048,608

U.S. Treasury Obligations - 0.1%

 

Principal
Amount
(000s)(d)

 

U.S. Treasury Bills, yield at date of purchase 0.02% to 0.04% 7/17/14 to 8/21/14 (j)
(Cost $3,230)

$ 3,230


3,230

Preferred Securities - 0.6%

 

 

 

 

 

FINANCIALS - 0.6%

Diversified Financial Services - 0.6%

Baggot Securities Ltd. 10.24% (g)(h)
(Cost $18,643)

EUR

12,000


18,349

Money Market Funds - 4.0%

Shares

Value (000s)

Fidelity Cash Central Fund, 0.10% (b)

91,089,172

$ 91,089

Fidelity Securities Lending Cash Central Fund, 0.10% (b)(c)

34,652,403

34,652

TOTAL MONEY MARKET FUNDS

(Cost $125,741)


125,741

TOTAL INVESTMENT PORTFOLIO - 101.6%

(Cost $2,510,740)

3,195,928

NET OTHER ASSETS (LIABILITIES) - (1.6)%

(51,432)

NET ASSETS - 100%

$ 3,144,496

Futures Contracts

Expiration
Date

Underlying
Face Amount
at Value (000s)

Unrealized
Appreciation/
(Depreciation)
(000s)

Purchased

Equity Index Contracts

601 ICE Russell 2000 Index Contracts (United States)

June 2014

$ 68,105

$ 785

 

The face value of futures purchased as a percentage of net assets is 2.2%

Currency Abbreviations

EUR

-

European Monetary Unit

Legend

(a) Non-income producing

(b) Affiliated fund that is generally available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Amount is stated in United States dollars unless otherwise noted.

(e) Security or a portion of the security is on loan at period end.

(f) Affiliated company

(g) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $29,193,000 or 0.9% of net assets.

(h) Security is perpetual in nature with no stated maturity date.

(i) Security or a portion of the security purchased on a delayed delivery or when-issued basis.

(j) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At period end, the value of securities pledged amounted to $3,230,000.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 52

Fidelity Securities Lending Cash Central Fund

450

Total

$ 502

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:

Affiliate
(Amounts in thousands)

Value,
beginning of
period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end of
period

Atrium Innovations, Inc.

$ 46,147

$ -

$ 44,191

$ -

$ -

Badger Daylighting Ltd.

60,809

365

39,687

179

-

Best Bridal, Inc.

18,568

69

-

120

16,719

Cathedral Energy Services Ltd.

14,931

-

-

407

14,226

Hy-Lok Corp.

10,584

7,747

-

110

20,956

Meiko Network Japan Co. Ltd.

16,280

-

-

222

18,464

NIIT Technologies Ltd.

19,396

-

-

-

25,126

Stamps.com, Inc.

40,385

-

1,143

-

27,472

Sword Group

12,673

-

-

693

15,933

The Ensign Group, Inc.

55,437

-

1,216

168

56,280

Zensar Technologies Ltd.

18,120

-

-

224

21,602

Total

$ 313,330

$ 8,181

$ 86,237

$ 2,123

$ 216,778

Other Information

The following is a summary of the inputs used, as of May 31, 2014, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Investment Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 488,884

$ 437,063

$ 51,821

$ -

Consumer Staples

122,399

63,968

58,431

-

Energy

208,030

208,030

-

-

Financials

647,014

635,452

11,562

-

Health Care

380,114

361,408

18,706

-

Industrials

529,203

517,878

11,325

-

Information Technology

588,601

588,601

-

-

Materials

57,728

57,728

-

-

Telecommunication Services

10,132

10,132

-

-

Utilities

16,503

16,503

-

-

U.S. Government and Government Agency Obligations

3,230

-

3,230

-

Preferred Securities

18,349

-

18,349

-

Money Market Funds

125,741

125,741

-

-

Total Investments in Securities:

$ 3,195,928

$ 3,022,504

$ 173,424

$ -

Derivative Instruments:

Assets

Futures Contracts

$ 785

$ 785

$ -

$ -

The following is a summary of transfers between Level 1 and Level 2 for the period ended May 31, 2014. Transfers are assumed to have occurred at the beginning of the period, and are primarily attributable to the valuation techniques used for foreign equity securities, as discussed in the accompanying Notes to Financial Statements:

Transfers

Total (000s)

Level 1 to Level 2

$ 142,028

Level 2 to Level 1

$ -

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by primary risk exposure as of May 31, 2014. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Primary Risk Exposure /
Derivative Type

(Amounts in thousands)

Value

 

Asset

Liability

Equity Risk

Futures Contracts (a)

$ 785

$ -

Total Value of Derivatives

$ 785

$ -

(a) Reflects gross cumulative appreciation (depreciation) on futures contracts as presented in the Schedule of Investments. Only the period end receivable or payable for daily variation margin and net unrealized appreciation (depreciation) are presented in the Statement of Assets and Liabilities.

Distribution of investments by country or territory of incorporation, as a percentage of total net assets, is as follows (Unaudited):

United States of America

81.7%

Japan

4.9%

Bermuda

4.2%

Canada

2.8%

India

1.5%

Ireland

1.3%

United Kingdom

1.0%

Others (Individually Less Than 1%)

2.6%

 

100.0%

See accompanying notes which are an integral part of the financial statements.

Semiannual Report


Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

May 31, 2014 (Unaudited)

 

 

 

Assets

Investment in securities, at value (including securities loaned of $33,273) - See accompanying schedule:

Unaffiliated issuers (cost $2,217,958)

$ 2,853,409

 

Fidelity Central Funds (cost $125,741)

125,741

 

Other affiliated issuers (cost $167,041)

216,778

 

Total Investments (cost $2,510,740)

 

$ 3,195,928

Cash

 

1,161

Receivable for investments sold

7,064

Receivable for fund shares sold

2,120

Dividends receivable

1,982

Distributions receivable from Fidelity Central Funds

61

Prepaid expenses

1

Other receivables

20

Total assets

3,208,337

 

 

 

Liabilities

Payable for investments purchased
Regular delivery

$ 10,503

Delayed delivery

8,025

Payable for fund shares redeemed

7,437

Accrued management fee

1,166

Distribution and service plan fees payable

957

Payable for daily variation margin for derivative instruments

397

Other affiliated payables

640

Other payables and accrued expenses

64

Collateral on securities loaned, at value

34,652

Total liabilities

63,841

 

 

 

Net Assets

$ 3,144,496

Net Assets consist of:

 

Paid in capital

$ 2,156,674

Undistributed net investment income

446

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

301,403

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

685,973

Net Assets

$ 3,144,496

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

May 31, 2014 (Unaudited)

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($1,163,937 ÷ 41,081.09 shares)

$ 28.33

 

 

 

Maximum offering price per share (100/94.25 of $28.33)

$ 30.06

Class T:
Net Asset Value
and redemption price per share ($1,018,055 ÷ 37,723.85 shares)

$ 26.99

 

 

 

Maximum offering price per share (100/96.50 of $26.99)

$ 27.97

Class B:
Net Asset Value
and offering price per share ($34,661 ÷ 1,470.86 shares)A

$ 23.57

 

 

 

Class C:
Net Asset Value
and offering price per share ($320,040 ÷ 13,385.45 shares)A

$ 23.91

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($601,049 ÷ 19,939.56 shares)

$ 30.14

 

 

 

Class Z:
Net Asset Value
, offering price and redemption price per share ($6,754 ÷ 224.54 shares)

$ 30.08

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Statement of Operations

 Amounts in thousands Six months ended May 31, 2014 (Unaudited)

 

  

  

Investment Income

  

  

Dividends (including $2,123 earned from other affiliated issuers)

 

$ 18,443

Income from Fidelity Central Funds

 

502

Total income

 

18,945

 

 

 

Expenses

Management fee
Basic fee

$ 11,384

Performance adjustment

(4,040)

Transfer agent fees

3,477

Distribution and service plan fees

5,892

Accounting and security lending fees

483

Custodian fees and expenses

64

Independent trustees' compensation

7

Registration fees

80

Audit

41

Legal

5

Miscellaneous

14

Total expenses before reductions

17,407

Expense reductions

(66)

17,341

Net investment income (loss)

1,604

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

270,300

Other affiliated issuers

41,108

 

Foreign currency transactions

(673)

Futures contracts

4,698

Total net realized gain (loss)

 

315,433

Change in net unrealized appreciation (depreciation) on:

Investment securities

(202,925)

Assets and liabilities in foreign currencies

13

Futures contracts

(6,553)

Total change in net unrealized appreciation (depreciation)

 

(209,465)

Net gain (loss)

105,968

Net increase (decrease) in net assets resulting from operations

$ 107,572

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

 Amounts in thousands

Six months ended
May 31, 2014
(Unaudited)

Year ended
November 30,
2013

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 1,604

$ 15,726

Net realized gain (loss)

315,433

686,475

Change in net unrealized appreciation (depreciation)

(209,465)

501,751

Net increase (decrease) in net assets resulting
from operations

107,572

1,203,952

Distributions to shareholders from net investment income

(1,611)

(9,250)

Distributions to shareholders from net realized gain

(400,187)

(2,080)

Total distributions

(401,798)

(11,330)

Share transactions - net increase (decrease)

(34,544)

(1,450,861)

Total increase (decrease) in net assets

(328,770)

(258,239)

 

 

 

Net Assets

Beginning of period

3,473,266

3,731,505

End of period (including undistributed net investment income of $446 and undistributed net investment income of $453, respectively)

$ 3,144,496

$ 3,473,266

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class A

 

Six months ended
May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 30.96

$ 22.45

$ 23.60

$ 24.35

$ 21.00

$ 17.69

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss)E

  .03

  .12H

  (.03)

  (.09)I

  (.13)

  (.03)

Net realized and unrealized gain (loss)

  .85

  8.45

  .79

  .67

  3.48

  4.09

Total from investment operations

  .88

  8.57

  .76

  .58

  3.35

  4.06

Distributions from net investment income

  (.01)

  (.05)

  -

  -

  -

  (.03)

Distributions from net realized gain

  (3.50)

  (.01)

  (1.91)

  (1.33)

  -

  (.72)

Total distributions

  (3.51)

  (.06)

  (1.91)

  (1.33)

  -

  (.75)

Net asset value, end of period

$ 28.33

$ 30.96

$ 22.45

$ 23.60

$ 24.35

$ 21.00

Total ReturnB, C, D

  3.51%

  38.30%

  3.87%

  2.17%

  15.95%

  24.04%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  .97%A

  1.01%

  1.06%

  1.31%

  1.44%

  1.53%

Expenses net of fee waivers, if any

  .97%A

  1.01%

  1.06%

  1.31%

  1.40%

  1.40%

Expenses net of all reductions

  .97%A

  1.00%

  1.06%

  1.31%

  1.40%

  1.40%

Net investment income (loss)

  .20%A

  .46%H

  (.13)%

  (.35)%I

  (.58)%

  (.16)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 1,164

$ 1,263

$ 1,212

$ 1,461

$ 1,501

$ 1,223

Portfolio turnover rateG

  51%A

  34%

  69%

  38%

  43%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a large, non-recurring dividend which amounted to $.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .29%.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.50)%.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class T

 

Six months ended
May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 29.69

$ 21.52

$ 22.75

$ 23.57

$ 20.37

$ 17.20

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss)E

  -K

  .06H

  (.07)

  (.13)I

  (.18)

  (.07)

Net realized and unrealized gain (loss)

  .80

  8.13

  .75

  .64

  3.38

  3.96

Total from investment operations

  .80

  8.19

  .68

  .51

  3.20

  3.89

Distributions from net investment income

  -

  (.01)

  -

  -

  -

  -

Distributions from net realized gain

  (3.50)

  (.01)

  (1.91)

  (1.33)

  -

  (.72)

Total distributions

  (3.50)

  (.02)

  (1.91)

  (1.33)

  -

  (.72)

Net asset value, end of period

$ 26.99

$ 29.69

$ 21.52

$ 22.75

$ 23.57

$ 20.37

Total ReturnB, C, D

  3.39%

  38.11%

  3.64%

  1.94%

  15.71%

  23.69%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  1.19%A

  1.22%

  1.26%

  1.51%

  1.63%

  1.74%

Expenses net of fee waivers, if any

  1.19%A

  1.22%

  1.26%

  1.51%

  1.63%

  1.65%

Expenses net of all reductions

  1.19%A

  1.21%

  1.25%

  1.51%

  1.63%

  1.65%

Net investment income (loss)

  (.02)%A

  .25%H

  (.33)%

  (.55)%I

  (.81)%

  (.41)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 1,018

$ 1,113

$ 1,054

$ 1,244

$ 1,356

$ 1,277

Portfolio turnover rateG

  51%A

  34%

  69%

  38%

  43%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a large, non-recurring dividend which amounted to $.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .09%.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.70)%.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class B

 

Six months ended
May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.45

$ 19.27

$ 20.69

$ 21.66

$ 18.82

$ 16.02

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss)E

  (.07)

  (.08)H

  (.18)

  (.25)I

  (.27)

  (.15)

Net realized and unrealized gain (loss)

  .69

  7.26

  .67

  .61

  3.11

  3.67

Total from investment operations

  .62

  7.18

  .49

  .36

  2.84

  3.52

Distributions from net realized gain

  (3.50)

  -

  (1.91)

  (1.33)

  -

  (.72)

Net asset value, end of period

$ 23.57

$ 26.45

$ 19.27

$ 20.69

$ 21.66

$ 18.82

Total ReturnB, C, D

  3.08%

  37.26%

  3.03%

  1.39%

  15.09%

  23.10%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  1.80%A

  1.81%

  1.85%

  2.10%

  2.22%

  2.31%

Expenses net of fee waivers, if any

  1.80%A

  1.81%

  1.85%

  2.10%

  2.15%

  2.15%

Expenses net of all reductions

  1.79%A

  1.80%

  1.84%

  2.10%

  2.14%

  2.15%

Net investment income (loss)

  (.63)%A

  (.34)%H

  (.92)%

  (1.14)%I

  (1.33)%

  (.91)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 35

$ 40

$ 40

$ 55

$ 76

$ 89

Portfolio turnover rateG

  51%A

  34%

  69%

  38%

  43%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a large, non-recurring dividend which amounted to $.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.51)%.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.29)%.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class C

 

Six months ended
May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.77

$ 19.50

$ 20.90

$ 21.87

$ 19.00

$ 16.16

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss)E

  (.07)

  (.07)H

  (.17)

  (.24)I

  (.27)

  (.15)

Net realized and unrealized gain (loss)

  .71

  7.34

  .68

  .60

  3.14

  3.71

Total from investment operations

  .64

  7.27

  .51

  .36

  2.87

  3.56

Distributions from net realized gain

  (3.50)

  -

  (1.91)

  (1.33)

  -

  (.72)

Net asset value, end of period

$ 23.91

$ 26.77

$ 19.50

$ 20.90

$ 21.87

$ 19.00

Total ReturnB, C, D

  3.12%

  37.28%

  3.10%

  1.37%

  15.11%

  23.15%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  1.73%A

  1.76%

  1.81%

  2.06%

  2.18%

  2.28%

Expenses net of fee waivers, if any

  1.73%A

  1.76%

  1.81%

  2.06%

  2.15%

  2.15%

Expenses net of all reductions

  1.72%A

  1.75%

  1.80%

  2.05%

  2.14%

  2.15%

Net investment income (loss)

  (.56)%A

  (.29)%H

  (.88)%

  (1.10)%I

  (1.33)%

  (.91)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 320

$ 334

$ 284

$ 328

$ 336

$ 299

Portfolio turnover rateG

  51%A

  34%

  69%

  38%

  43%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a large, non-recurring dividend which amounted to $.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.45)%.

I Investment income per share reflects a large, non-recurring dividend which amounted to $.03 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (1.25)%.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Institutional Class

 

Six months ended
May 31, 2014

Years ended November 30,

 

(Unaudited)

2013

2012

2011

2010

2009

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 32.73

$ 23.73

$ 24.77

$ 25.42

$ 21.86

$ 18.42

Income from Investment Operations

 

 

 

 

 

 

Net investment income (loss)D

  .07

  .21G

  .04

  (.01)H

  (.07)

  .02

Net realized and unrealized gain (loss)

  .90

  8.94

  .83

  .69

  3.63

  4.24

Total from investment operations

  .97

  9.15

  .87

  .68

  3.56

  4.26

Distributions from net investment income

  (.06)

  (.13)

  -

  -

  -

  (.10)

Distributions from net realized gain

  (3.50)

  (.01)

  (1.91)

  (1.33)

  -

  (.72)

Total distributions

  (3.56)

  (.15)J

  (1.91)

  (1.33)

  -

  (.82)

Net asset value, end of period

$ 30.14

$ 32.73

$ 23.73

$ 24.77

$ 25.42

$ 21.86

Total ReturnB, C

  3.63%

  38.79%

  4.15%

  2.49%

  16.29%

  24.31%

Ratios to Average Net Assets E, I

 

 

 

 

 

Expenses before reductions

  .70%A

  .71%

  .75%

  1.01%

  1.12%

  1.21%

Expenses net of fee waivers, if any

  .70%A

  .71%

  .75%

  1.01%

  1.12%

  1.15%

Expenses net of all reductions

  .69%A

  .70%

  .74%

  1.00%

  1.12%

  1.15%

Net investment income (loss)

  .47%A

  .76%G

  .18%

  (.05)%H

  (.30)%

  .09%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 601

$ 718

$ 1,141

$ 1,314

$ 1,165

$ 977

Portfolio turnover rateF

  51%A

  34%

  69%

  38%

  43%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Investment income per share reflects a large, non-recurring dividend which amounted to $.05 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been .59%.

H Investment income per share reflects a large, non-recurring dividend which amounted to $.04 per share. Excluding this non-recurring dividend, the ratio of net investment income (loss) to average net assets would have been (.19)%.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Total distributions of $.15 per share is comprised of distributions from net investment income of $.133 and distributions from net realized gain of $.014 per share.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report

Financial Highlights - Class Z

 

Six months ended
May 31, 2014

Year ended
November 30,

 

(Unaudited)

2013H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 32.74

$ 29.79

Income from Investment Operations

 

 

Net investment income (loss)D

  .09

  .02G

Net realized and unrealized gain (loss)

  .91

  2.93

Total from investment operations

  1.00

  2.95

Distributions from net investment income

  (.16)

  -

Distributions from net realized gain

  (3.50)

  -

Total distributions

  (3.66)

  -

Net asset value, end of period

$ 30.08

$ 32.74

Total ReturnB, C

  3.73%

  9.90%

Ratios to Average Net Assets E, I

 

Expenses before reductions

  .54%A

  .56%A

Expenses net of fee waivers, if any

  .54%A

  .56%A

Expenses net of all reductions

  .54%A

  .55%A

Net investment income (loss)

  .63%A

  .26%A, G

Supplemental Data

 

Net assets, end of period (in millions)

$ 7

$ 5

Portfolio turnover rateF

  51%A

  34%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower if certain expenses had not been reduced during the applicable periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of any underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Investment income per share reflects a large, non-recurring dividend which amounted to $.01 per share. Excluding this non-recurring dividends, the ratio of net investment income (loss) to average net assets would have been .09%.

H For the period August 13, 2013 (commencement of sale of shares) to November 30, 2013.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of long-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Semiannual Report


Notes to Financial Statements

For the period ended May 31, 2014 (Unaudited)

(Amounts in thousands except percentages)

1. Organization.

Fidelity Advisor® Small Cap Fund (the Fund) is a fund of Fidelity Advisor Series I (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Institutional Class and Class Z shares, each of which, along with Class B shares, has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases, except for exchanges and reinvestments. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase.

2. Investments in Fidelity Central Funds.

The Fund invests in Fidelity Central Funds, which are open-end investment companies generally available only to other investment companies and accounts managed by the investment adviser and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of the investment adviser. Annualized expenses of the Money Market Central Funds as of their most recent shareholder report date are less than .01%.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) website at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC website or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. Subsequent events, if any, through the date that the financial statements were issued have been evaluated in the preparation of

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

the financial statements. The following summarizes the significant accounting policies of the Fund:

Investment Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. In accordance with valuation policies and procedures approved by the Board of Trustees (the Board), the Fund attempts to obtain prices from one or more third party pricing vendors or brokers to value its investments. When current market prices, quotations or currency exchange rates are not readily available or reliable, investments will be fair valued in good faith by the Fidelity Management & Research Company (FMR) Fair Value Committee (the Committee), in accordance with procedures adopted by the Board. Factors used in determining fair value vary by investment type and may include market or investment specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The Committee oversees the Fund's valuation policies and procedures and is responsible for approving and reporting to the Board all fair value determinations.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below:

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the Fund's own assumptions based on the best information available)

Valuation techniques used to value the Fund's investments by major category are as follows:

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by a third party pricing vendor on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-Traded Funds (ETFs) and certain indexes as well as quoted prices for similar securities may be used and would be categorized as Level 2 in the hierarchy. Utilizing these techniques may result in transfers between Level 1 and Level 2. For equity securities, including restricted securities, where observable inputs are

Semiannual Report

3. Significant Accounting Policies - continued

Investment Valuation - continued

limited, assumptions about market activity and risk are used and these securities may be categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from third party pricing vendors or from brokers who make markets in such securities. Preferred securities and U.S. government and government agency obligations, are valued by pricing vendors who utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type or by broker-supplied prices. When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing methodologies which consider similar factors that would be used by third party pricing vendors. Debt securities are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value (NAV) each business day and are categorized as Level 1 in the hierarchy.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of May 31, 2014, including information on transfers between Levels 1 and 2, is included at the end of the Fund's Schedule of Investments.

Foreign Currency. The Fund may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rates at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Income and capital gain distributions from Fidelity Central Funds, if any, are recorded on the ex-dividend date. 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. Subsequent to ex-dividend date the Fund determines the components of these distributions, based upon receipt of tax filings or other correspondence relating to the underlying investment. Interest income is accrued as earned and includes coupon interest and amortization of premium and accretion of discount on debt securities as applicable. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Class Allocations and Expenses. Investment income, realized and unrealized capital gains and losses, common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated daily on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions may also differ by class. For the reporting period, the allocated portion of income and expenses to each class as a percent of its average net assets may vary due to the timing of recording these transactions in relation to fluctuating net assets of the classes. Expenses directly attributable to a fund are charged to that fund. Expenses attributable to more than one fund are allocated among the respective funds on the basis of relative net assets or other appropriate methods. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code, including distributing substantially all of its taxable income and realized gains. As a result, no provision for U.S. Federal income taxes is required. The Fund files a U.S. federal tax return, in addition to state and local tax returns as required. The Fund's federal income tax returns are subject to examination by the Internal Revenue Service (IRS) for a period of three fiscal years after they are filed. State and local tax returns may be subject to examination for an additional fiscal year depending on the

Semiannual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

jurisdiction. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Capital accounts are not adjusted for temporary book-tax differences which will reverse in a subsequent period.

Book-tax differences are primarily due to futures contracts, foreign currency transactions, passive foreign investment companies (PFIC), redemptions in kind, partnerships, capital loss carryforwards and losses deferred due to wash sales and excise tax regulations.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 762,749

Gross unrealized depreciation

(77,561)

Net unrealized appreciation (depreciation) on securities and other investments

$ 685,188

 

 

Tax cost

$ 2,510,740

Delayed Delivery Transactions and When-Issued Securities. During the period, the Fund transacted in securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. The securities purchased on a delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

3. Significant Accounting 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.

4. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund's investment objective allows the Fund to enter into various types of derivative contracts, including futures contracts. Derivatives are investments whose value is primarily derived from underlying assets, indices or reference rates and may be transacted on an exchange or over-the-counter (OTC). Derivatives may involve a future commitment to buy or sell a specified asset based on specified terms, to exchange future cash flows at periodic intervals based on a notional principal amount, or for one party to make one or more payments upon the occurrence of specified events in exchange for periodic payments from the other party.

The Fund used derivatives to increase returns and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives increased or decreased its exposure to the following risk:

Equity Risk

Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to close out the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. Counterparty credit risk related to exchange-traded futures contracts may be mitigated by the protection provided by the exchange on which they trade.

Investing in derivatives may involve greater risks than investing in the underlying assets directly and, to varying degrees, may involve risk of loss in excess of any initial investment and collateral received and amounts recognized in the Statement of Assets and

Semiannual Report

4. Derivative Instruments - continued

Risk Exposures and the Use of Derivative Instruments - continued

Liabilities. In addition, there may be the risk that the change in value of the derivative contract does not correspond to the change in value of the underlying instrument.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund used futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin for derivative instruments in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract.

Any open futures contracts at period end are presented in the Schedule of Investments under the caption "Futures Contracts." The underlying face amount at value reflects each contract's exposure to the underlying instrument or index at period end and is representative of volume of activity during the period. Securities deposited to meet initial margin requirements are identified in the Schedule of Investments.

During the period the Fund recognized net realized gain (loss) of $4,698 and a change in net unrealized appreciation (depreciation) of $(6,553) related to its investment in futures contracts. These amounts are included in the Statement of Operations.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $795,959 and $1,043,311, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. Fidelity Management & Research Company (the investment advisor)and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and an annualized group fee rate that averaged .25% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by the investment adviser, including any mutual funds previously advised by the investment adviser that are currently advised by Fidelity SelectCo, LLC, an affiliate of the investment

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

6. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

adviser. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the Institutional Class of the Fund as compared to its benchmark index, the Russell 2000 Index, over the same 36 month performance period. For the reporting period, the total annualized management fee rate, including the performance adjustment, was .45% of the Fund's average net assets. The performance adjustment included in the management fee rate may be higher or lower than the maximum performance adjustment rate due to the difference between the average net assets for the reporting and performance periods.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of the investment adviser, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 1,492

$ 17

Class T

.25%

.25%

2,607

15

Class B

.75%

.25%

184

138

Class C

.75%

.25%

1,609

123

 

 

 

$ 5,892

$ 293

Sales Load. FDC may receive a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. Depending on the holding period, FDC may receive contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. The deferred sales charges range from 5.00% to 1.00% for Class B shares, 1.00% for Class C shares, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Semiannual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 83

Class T

14

Class B*

17

Class C*

7

 

$ 121

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc., (FIIOC), an affiliate of the investment adviser, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class Z. FIIOC receives an asset-based fee of Class Z's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements.

For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets
*

Class A

$ 1,361

.23

Class T

1,031

.20

Class B

55

.30

Class C

371

.23

Institutional Class

658

.20

Class Z

1

.05

 

$ 3,477

 

* Annualized

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of the investment adviser, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for each month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

6. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. Brokerage commissions are included in net realized gain (loss) and change in net unrealized appreciation (depreciation) in the Statement of Operations. The commissions paid to these affiliated firms were $28 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by the investment adviser or an affiliate in a $4.25 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $3 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. For equity securities, a lending agent is used and may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, the Fund may apply collateral received from the borrower against the obligation. The Fund may experience delays and costs in recovering the securities loaned. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and any lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $450, including three hundred and twenty-two dollars from securities loaned to FCM.

Semiannual Report

9. Expense Reductions.

Commissions paid to certain brokers with whom the investment adviser, or its affiliates, places trades on behalf of the Fund include an amount in addition to trade execution, which may be rebated back to the Fund to offset certain expenses. This amount totaled $66 for the period.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
May 31, 2014

Year ended
November 30, 2013

From net investment income

 

 

Class A

$ 284

$ 2,598

Class T

-

386

Institutional Class

1,305

6,266

Class Z

22

-

Total

$ 1,611

$ 9,250

From net realized gain

 

 

Class A

$ 142,771

$ 743

Class T

131,370

678

Class B

5,267

-

Class C

43,783

-

Institutional Class

76,492

659

Class Z

504

-

Total

$ 400,187

$ 2,080

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Six months ended
May 31,
2014

Year ended
November 30,
2013
A

Six months ended
May 31,
2014

Year ended
November 30,
2013
A

Class A

 

 

 

 

Shares sold

3,113

8,347

$ 86,167

$ 219,693

Reinvestment of distributions

4,985

140

134,212

3,122

Shares redeemed

(7,818)

(21,663)

(216,800)

(562,269)

Net increase (decrease)

280

(13,176)

$ 3,579

$ (339,454)

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except percentages)

11. Share Transactions - continued

 

Shares

Dollars

Six months ended
May 31,
2014

Year ended
November 30,
2013
A

Six months ended
May 31,
2014

Year ended
November 30,
2013
A

Class T

 

 

 

 

Shares sold

3,171

7,343

$ 83,720

$ 185,578

Reinvestment of distributions

4,931

47

126,639

1,017

Shares redeemed

(7,885)

(18,873)

(208,168)

(469,350)

Net increase (decrease)

217

(11,483)

$ 2,191

$ (282,755)

Class B

 

 

 

 

Shares sold

11

15

$ 258

$ 339

Reinvestment of distributions

220

-

4,958

-

Shares redeemed

(267)

(591)

(6,178)

(13,025)

Net increase (decrease)

(36)

(576)

$ (962)

$ (12,686)

Class C

 

 

 

 

Shares sold

801

1,802

$ 18,785

$ 41,461

Reinvestment of distributions

1,754

-

40,042

-

Shares redeemed

(1,637)

(3,914)

(38,396)

(89,461)

Net increase (decrease)

918

(2,112)

$ 20,431

$ (48,000)

Institutional Class

 

 

 

 

Shares sold

2,765

9,471

$ 81,272

$ 253,670

Reinvestment of distributions

2,348

264

67,135

6,205

Shares redeemed

(7,115)

(35,873)B

(210,479)

(1,032,519)B

Net increase (decrease)

(2,002)

(26,138)

$ (62,072)

$ (772,644)

Class Z

 

 

 

 

Shares sold

94

146

$ 2,725

$ 4,691

Reinvestment of distributions

18

-

526

-

Shares redeemed

(33)

-*

(962)

(13)

Net increase (decrease)

79

146

$ 2,289

$ 4,678

A Share transactions for Class Z are for the period August 13, 2013 (commencement of sale of shares) to November 30, 2013.

B Amount includes in-kind redemptions.

* Amount represents three hundred eighty eight.

Semiannual Report

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Smithfield, RI

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

(Fidelity Investment logo)(registered trademark)

ASCFZ-USAN-0714
1.9585489.100

Item 2. Code of Ethics

Not applicable.

Item 3. Audit Committee Financial Expert

Not applicable.

Item 4. Principal Accountant Fees and Services

Not applicable.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Investments

(a) Not applicable.

(b) Not applicable

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies

Not applicable.

Item 9. Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders

There were no material changes to the procedures by which shareholders may recommend nominees to the Fidelity Advisor Series I'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 Advisor Series I'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 Advisor Series I

By:

/s/Kenneth B. Robins

 

Kenneth B. Robins

 

President and Treasurer

 

 

Date:

July 24, 2014

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:

/s/Kenneth B. Robins

 

Kenneth B. Robins

 

President and Treasurer

 

 

Date:

July 24, 2014

By:

/s/Christine Reynolds

 

Christine Reynolds

 

Chief Financial Officer

 

 

Date:

July 24, 2014